SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934

(Amendment No.     )*

 

Uranium Energy Corp.

(Name of Issuer)

 

Common Stock

(Title of Class of Securities)

 

916896103

(CUSIP Number)

 

August 9, 2017

(Date of Event which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

¨ Rule 13d-1(b)

 

x Rule 13d-1(c)

 

¨ Rule 13d-1(d)

 

*	The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.

 

 

  

1.		Name of reporting person Pacific Road Resources Reno Creek Cayco 1 Ltd.
2.		Check the appropriate box if a member of a group (a) ¨ (b) ¨
3.		SEC use only
4.		Citizenship or place of organization   Cayman Islands

Number of shares beneficially owned by each reporting person with		5.		Sole voting power   5,994,737*
		6.		Shared voting power   0
		7.		Sole dispositive power   5,994,737*
		8.		Shared dispositive power   0

9.		Aggregate amount beneficially owned by each reporting person   5,994,737*
10.		Check box if the aggregate amount in Row (11) excludes certain shares ¨
11.		Percent of class represented by amount in Row (11)   3.81%**
12.		Type of reporting person   CO

 

*

Consists of: (i) 3,416,732 shares of common stock, par value $0.001 (the “Common Shares”) of Uranium Energy Corp. (the “Issuer”) held by Pacific Road Resources Reno Creek Cayco 1 Ltd. (“Cayco 1”); and (ii) 2,578,005 Common Shares issuable to Cayco 1 upon exercise of an outstanding warrant that is exercisable within 60 days.

 

**

Based on: (i) 154,944,837 Common Shares issued and outstanding as of August 9, 2017, as reported by the Issuer to the Reporting Person, plus (ii) 2,578,005 Common Shares issuable to Cayco 1 upon exercise of an outstanding warrant that is exercisable within 60 days, which are treated as issued and outstanding only for the purpose of computing the percentage ownership of Cayco 1 pursuant to Rule 13d-3(d)(1)(i) under the Act.

 

 

1.		Name of reporting person Pacific Road Resources Reno Creek Cayco 2 Ltd.
2.		Check the appropriate box if a member of a group (a) ¨ (b) ¨
3.		SEC use only
4.		Citizenship or place of organization   Cayman Islands

Number of shares beneficially owned by each reporting person with		5.		Sole voting power   5,994,737*
		6.		Shared voting power   0
		7.		Sole dispositive power   5,994,737*
		8.		Shared dispositive power   0

9.		Aggregate amount beneficially owned by each reporting person   5,994,737*
10.		Check box if the aggregate amount in Row (11) excludes certain shares ¨
11.		Percent of class represented by amount in Row (11)   3.81%**
12.		Type of reporting person   CO

 

*

Consists of: (i) 3,416,732 Common Shares of the Issuer held by Pacific Road Resources Reno Creek Cayco 2 Ltd. (“Cayco 2”); and (ii) 2,578,005 Common Shares issuable to Cayco 2 upon exercise of an outstanding warrant that is exercisable within 60 days.

 

**

Based on: (i) 154,944,837 Common Shares issued and outstanding as of August 9, 2017, as reported by the Issuer to the Reporting Person, plus (ii) 2,578,005 Common Shares issuable to Cayco 2 upon exercise of an outstanding warrant that is exercisable within 60 days, which are treated as issued and outstanding only for the purpose of computing the percentage ownership of Cayco 2 pursuant to Rule 13d-3(d)(1)(i) under the Act.

 

 

1.		Name of reporting person Pacific Road Resources Reno Creek Cayco 3 Ltd.
2.		Check the appropriate box if a member of a group (a) ¨ (b) ¨
3.		SEC use only
4.		Citizenship or place of organization   Cayman Islands

Number of shares beneficially owned by each reporting person with		5.		Sole voting power   4,995,614*
		6.		Shared voting power   0
		7.		Sole dispositive power   4,995,614*
		8.		Shared dispositive power   0

9.		Aggregate amount beneficially owned by each reporting person   4,995,614*
10.		Check box if the aggregate amount in Row (11) excludes certain shares ¨
11.		Percent of class represented by amount in Row (11)   3.18%**
12.		Type of reporting person   CO

 

*

Consists of: (i) 2,847,277 Common Shares of the Issuer held by Pacific Road Resources Reno Creek Cayco 3 Ltd. (“Cayco 3”); and (ii) 2,148,337 Common Shares issuable to Cayco 3 upon exercise of an outstanding warrant that is exercisable within 60 days.

 

**

Based on: (i) 154,944,837 Common Shares issued and outstanding as of August 9, 2017, as reported by the Issuer to the Reporting Person, plus (ii) 2,148,337 Common Shares issuable to Cayco 3 upon exercise of an outstanding warrant that is exercisable within 60 days, which are treated as issued and outstanding only for the purpose of computing the percentage ownership of Cayco 3 pursuant to Rule 13d-3(d)(1)(i) under the Act.

 

 

1.		Name of reporting person Pacific Road Resources Reno Creek Cayco 4 Ltd.
2.		Check the appropriate box if a member of a group (a) ¨ (b) ¨
3.		SEC use only
4.		Citizenship or place of organization   Cayman Islands

Number of shares beneficially owned by each reporting person with		5.		Sole voting power   3,513,715*
		6.		Shared voting power   0
		7.		Sole dispositive power   3,513,715*
		8.		Shared dispositive power   0

9.		Aggregate amount beneficially owned by each reporting person   3,513,715*
10.		Check box if the aggregate amount in Row (11) excludes certain shares ¨
11.		Percent of class represented by amount in Row (11)   2.25%**
12.		Type of reporting person   CO

 

*

Consists of: (i) 2,002,661 Common Shares of the Issuer held by Pacific Road Resources Reno Creek Cayco 4 Ltd. (“Cayco 4”); and (ii) 1,511,054 Common Shares issuable to Cayco 4 upon exercise of an outstanding warrant that is exercisable within 60 days.

 

**

Based on: (i) 154,944,837 Common Shares issued and outstanding as of August 9, 2017, as reported by the Issuer to the Reporting Person, plus (ii) 1,511,054 Common Shares issuable to Cayco 4 upon exercise of an outstanding warrant that is exercisable within 60 days, which are treated as issued and outstanding only for the purpose of computing the percentage ownership of Cayco 4 pursuant to Rule 13d-3(d)(1)(i) under the Act.

 

 

1.		Name of reporting person Pacific Road Resources Reno Creek AIV 1 LP
2.		Check the appropriate box if a member of a group (a) ¨ (b) ¨
3.		SEC use only
4.		Citizenship or place of organization   Cayman Islands

Number of shares beneficially owned by each reporting person with		5.		Sole voting power   0
		6.		Shared voting power   5,994,737*
		7.		Sole dispositive power   0
		8.		Shared dispositive power   5,994,737*

9.		Aggregate amount beneficially owned by each reporting person   5,994,737*
10.		Check box if the aggregate amount in Row (11) excludes certain shares ¨
11.		Percent of class represented by amount in Row (11)   3.81%**
12.		Type of reporting person   PN

 

*

Consists of: (i) 3,416,732 Common Shares of the Issuer held by Cayco 1; and (ii) 2,578,005 Common Shares issuable to Cayco 1 upon exercise of an outstanding warrant that is exercisable within 60 days.

 

**

Based on: (i) 154,944,837 Common Shares issued and outstanding as of August 9, 2017, as reported by the Issuer to the Reporting Person, plus (ii) 2,578,005 Common Shares issuable to Cayco 1 upon exercise of an outstanding warrant that is exercisable within 60 days, which are treated as issued and outstanding only for the purpose of computing the percentage ownership of Pacific Road Resources Reno Creek AIV 1 LP pursuant to Rule 13d-3(d)(1)(i) under the Act.

 

 

1.		Name of reporting person Pacific Road Resources Reno Creek AIV 2 LP
2.		Check the appropriate box if a member of a group (a) ¨ (b) ¨
3.		SEC use only
4.		Citizenship or place of organization   Cayman Islands

Number of shares beneficially owned by each reporting person with		5.		Sole voting power   0
		6.		Shared voting power   5,994,737*
		7.		Sole dispositive power   0
		8.		Shared dispositive power   5,994,737*

9.		Aggregate amount beneficially owned by each reporting person   5,994,737*
10.		Check box if the aggregate amount in Row (11) excludes certain shares ¨
11.		Percent of class represented by amount in Row (11)   3.81%**
12.		Type of reporting person   PN

 

*

Consists of: (i) 3,416,732 Common Shares of the Issuer held by Cayco 2; and (ii) 2,578,005 Common Shares issuable to Cayco 2 upon exercise of an outstanding warrant that is exercisable within 60 days.

 

**

Based on: (i) 154,944,837 Common Shares issued and outstanding as of August 9, 2017, as reported by the Issuer to the Reporting Person, plus (ii) 2,578,005 Common Shares issuable to Cayco 2 upon exercise of an outstanding warrant that is exercisable within 60 days, which are treated as issued and outstanding only for the purpose of computing the percentage ownership of Pacific Road Resources Reno Creek AIV 2 LP pursuant to Rule 13d-3(d)(1)(i) under the Act.

 

 

1.		Name of reporting person Pacific Road Resources Reno Creek AIV 3 LP
2.		Check the appropriate box if a member of a group (a) ¨ (b) ¨
3.		SEC use only
4.		Citizenship or place of organization   Cayman Islands

Number of shares beneficially owned by each reporting person with		5.		Sole voting power   0
		6.		Shared voting power   4,995,614*
		7.		Sole dispositive power   0
		8.		Shared dispositive power   4,995,614*

9.		Aggregate amount beneficially owned by each reporting person   4,995,614*
10.		Check box if the aggregate amount in Row (11) excludes certain shares ¨
11.		Percent of class represented by amount in Row (11)   3.18%**
12.		Type of reporting person   PN

 

*

Consists of: (i) 2,847,277 Common Shares of the Issuer held by Cayco 3; and (ii) 2,148,337 Common Shares issuable to Cayco 3 upon exercise of an outstanding warrant that is exercisable within 60 days.

 

**

Based on: (i) 154,944,837 Common Shares issued and outstanding as of August 9, 2017, as reported by the Issuer to the Reporting Person, plus (ii) 2,148,337 Common Shares issuable to Cayco 3 upon exercise of an outstanding warrant that is exercisable within 60 days, which are treated as issued and outstanding only for the purpose of computing the percentage ownership of Pacific Road Resources Reno Creek AIV 3 LP pursuant to Rule 13d-3(d)(1)(i) under the Act.

 

 

 

1.		Name of reporting person Pacific Road Resources Reno Creek AIV 4 LP
2.		Check the appropriate box if a member of a group (a) ¨ (b) ¨
3.		SEC use only
4.		Citizenship or place of organization   Cayman Islands

Number of shares beneficially owned by each reporting person with		5.		Sole voting power   0
		6.		Shared voting power   3,513,715*
		7.		Sole dispositive power   0
		8.		Shared dispositive power   3,513,715*

9.		Aggregate amount beneficially owned by each reporting person   3,513,715*
10.		Check box if the aggregate amount in Row (11) excludes certain shares ¨
11.		Percent of class represented by amount in Row (11)   2.25%**
12.		Type of reporting person   PN

 

*

Consists of: (i) 2,002,661 Common Shares of the Issuer held by Cayco 4; and (ii) 1,511,054 Common Shares issuable to Cayco 4 upon exercise of an outstanding warrant that is exercisable within 60 days.

 

**

Based on: (i) 154,944,837 Common Shares issued and outstanding as of August 9, 2017, as reported by the Issuer to the Reporting Person, plus (ii) 1,511,054 Common Shares issuable to Cayco 4 upon exercise of an outstanding warrant that is exercisable within 60 days, which are treated as issued and outstanding only for the purpose of computing the percentage ownership of Pacific Road Resources Reno Creek AIV 4 LP pursuant to Rule 13d-3(d)(1)(i) under the Act.

 

  

1.		Name of reporting person Reno Creek Unit Trust
2.		Check the appropriate box if a member of a group (a) ¨ (b) ¨
3.		SEC use only
4.		Citizenship or place of organization   Australia

Number of shares beneficially owned by each reporting person with		5.		Sole voting power   5,079,935*
		6.		Shared voting power   0
		7.		Sole dispositive power   5,079,935*
		8.		Shared dispositive power   0

9.		Aggregate amount beneficially owned by each reporting person   5,079,935*
10.		Check box if the aggregate amount in Row (11) excludes certain shares ¨
11.		Percent of class represented by amount in Row (11)   3.23%**
12.		Type of reporting person   OO

 

*

Consists of: (i) 2,895,336 Common Shares of the Issuer held by RCUT; and (ii) 2,184,599 Common Shares issuable to RCUT upon exercise of an outstanding warrant that is exercisable within 60 days.

 

**

Based on: (i) 154,944,837 Common Shares issued and outstanding as of August 9, 2017, as reported by the Issuer to the Reporting Person, plus (ii) 2,184,599 Common Shares issuable to RCUT upon exercise of an outstanding warrant that is exercisable within 60 days, which are treated as issued and outstanding only for the purpose of computing the percentage ownership of RCUT pursuant to Rule 13d-3(d)(1)(i) under the Act.

 

 

1.		Name of reporting person PRCM Nominees Pty Limited
2.		Check the appropriate box if a member of a group (a) ¨ (b) ¨
3.		SEC use only
4.		Citizenship or place of organization   Australia

Number of shares beneficially owned by each reporting person with		5.		Sole voting power   0
		6.		Shared voting power   5,079,935*
		7.		Sole dispositive power   0
		8.		Shared dispositive power   5,079,935*

9.		Aggregate amount beneficially owned by each reporting person   5,079,935*
10.		Check box if the aggregate amount in Row (11) excludes certain shares ¨
11.		Percent of class represented by amount in Row (11)   3.23%**
12.		Type of reporting person   CO

 

*

Consists of: (i) 2,895,336 Common Shares of the Issuer held by Reno Creek Unit Trust (“RCUT”); and (ii) 2,184,599 Common Shares issuable to RCUT upon exercise of an outstanding warrant that is exercisable within 60 days.

 

**

Based on: (i) 154,944,837 Common Shares issued and outstanding as of August 9, 2017, as reported by the Issuer to the Reporting Person, plus (ii) 2,184,599 Common Shares issuable to RCUT upon exercise of an outstanding warrant that is exercisable within 60 days, which are treated as issued and outstanding only for the purpose of computing the percentage ownership of PRCM Nominees Pty Limited pursuant to Rule 13d-3(d)(1)(i) under the Act.

 

 

1.		Name of reporting person Pacific Road Capital Management G.P. Limited
2.		Check the appropriate box if a member of a group (a) ¨ (b) ¨
3.		SEC use only
4.		Citizenship or place of organization   Cayman Islands

Number of shares beneficially owned by each reporting person with		5.		Sole voting power   0
		6.		Shared voting power   20,498,803*
		7.		Sole dispositive power   0
		8.		Shared dispositive power   20,498,803*

9.		Aggregate amount beneficially owned by each reporting person   20,498,803*
10.		Check box if the aggregate amount in Row (11) excludes certain shares ¨
11.		Percent of class represented by amount in Row (11)   12.52%**
12.		Type of reporting person   CO

 

*

Consists of: (i) 3,416,732 Common Shares of the Issuer held by Cayco 1; (ii) 3,416,732 Common Shares of the Issuer held by Cayco 2; (iii) 2,847,277 Common Shares of the Issuer held by Cayco 3; (iv) 2,002,661 Common Shares of the Issuer held by Cayco 4; (v) 2,578,005 Common Shares issuable to Cayco 1 upon exercise of an outstanding warrant that is exercisable within 60 days; (vi) 2,578,005 Common Shares issuable to Cayco 2 upon exercise of an outstanding warrant that is exercisable within 60 days; (vii) 2,148,337 Common Shares issuable to Cayco 3 upon exercise of an outstanding warrant that is exercisable within 60 days; and (viii) 1,511,054 Common Shares issuable to Cayco 4 upon exercise of an outstanding warrant that is exercisable within 60 days.

 

**

Based on: (i) 154,944,837 Common Shares issued and outstanding as of August 9, 2017, as reported by the Issuer to the Reporting Person, plus (ii) 2,578,005 Common Shares issuable to Cayco 1 upon exercise of an outstanding warrant that is exercisable within 60 days, plus (iii) 2,578,005 Common Shares issuable to Cayco 2 upon exercise of an outstanding warrant that is exercisable within 60 days, plus (iv) 2,148,337 Common Shares issuable to Cayco 3 upon exercise of an outstanding warrant that is exercisable within 60 days, plus (v) 1,511,054 Common Shares issuable to Cayco 4 upon exercise of an outstanding warrant that is exercisable within 60 days, all of which are treated as issued and outstanding only for the purpose of computing the percentage ownership of Pacific Road Capital Management G.P. Limited pursuant to Rule 13d-3(d)(1)(i) under the Act.

 

 

Item 1.

 

(a) Name of Issuer

 

Uranium Energy Corp. (the “Issuer”)

 

(b) Address of Issuer’s Principal Executive Offices:

 

1030 West Georgia Street, Suite 1830, Vancouver, British Columbia V6E 2Y3, Canada.

 

Item 2.

(a) Name of Person Filing

 

Pacific Road Capital Management G.P. Limited (“Pacific Road GP”)

Pacific Road Resources Reno Creek AIV 1 LP (“AIV 1”)

 

Pacific Road Resources Reno Creek AIV 2 LP (“AIV 2”)

 

Pacific Road Resources Reno Creek AIV 3 LP (“AIV 3”)

 

Pacific Road Resources Reno Creek AIV 4 LP (“AIV 4”)

 

Pacific Road Resources Reno Creek Cayco 1 Ltd. (“Cayco 1”)

 

Pacific Road Resources Reno Creek Cayco 2 Ltd. (“Cayco 2”)

 

Pacific Road Resources Reno Creek Cayco 3 Ltd. (“Cayco 3”)

 

Pacific Road Resources Reno Creek Cayco 4 Ltd. (“Cayco 4”)

 

Reno Creek Unit Trust (“RCUT”)

 

PRCM Nominees Pty Limited (“RCUT Trustee”) (each a “Reporting Person” and together, the “Reporting Persons”).    

 

(b) Address of Principal Business Office or, if none, Residence

 

The business address of RCUT and RCUT Trustee is L2 88 George St., Sydney, NSW, Australia.

 

The business address of each of the other Reporting Persons is 190 Elgin Avenue, George Town, Grand Cayman, KY1-9007, Cayman Islands.

 

(c) Citizenship

 

Each of RCUT and RCUT Trustee is organized under the laws of Australia. Each of the other Reporting Persons is organized under the laws of the Cayman Islands.

 

(d) Title of Class of Securities

 

Shares of common stock, par value $0.001 (“Common Shares”).

 

(e) CUSIP Number

 

916896103.

 

 

Item 3. If this Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:

 

(a) ¨ Broker or dealer registered under Section 15 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”);

 

(b) ¨ Bank as defined in Section 3(a)(6) of the Exchange Act;

 

(c) ¨ Insurance company as defined in Section 3(a)(19) of the Exchange Act;

 

(d) ¨ Investment company registered under Section 8 of the Investment Company Act;

 

(e) ¨ An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);

 

(f) ¨ An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

 

(g) ¨ A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);

 

(h) ¨ A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;

 

(i) ¨ A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;

 

(j) ¨ Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

 

Item 4. Ownership.

 

The information required by Items 4(a)-(c) as of the date hereof is set forth in Rows (5)-(11) of the cover page for each Reporting Person.

 

Voting and dispositive decisions for Cayco 1 are made by its board of directors. AIV 1 is the sole shareholder of Cayco 1 and Pacific Road GP is the general partner of AIV 1. Accordingly, each of AIV 1 and Pacific Road GP may be deemed to have voting and dispositive power and therefore, beneficial ownership, over the Common Shares and shares of common stock issuable upon exercise of an outstanding warrant (the “Warrant”) that is exercisable within 60 days (the “Warrant Shares”) which Cayco 1 directly beneficially owns. Each of Pacific Road GP and AIV 1 disclaims beneficial ownership of such Common Shares and Warrant Shares.

 

Voting and dispositive decisions for Cayco 2 are made by its board of directors. AIV 2 is the sole shareholder of Cayco 2 and Pacific Road GP is the general partner of AIV 2. Accordingly, each of AIV 2 and Pacific Road GP may be deemed to have voting and dispositive power and therefore, beneficial ownership, over the Common Shares and Warrant Shares which Cayco 2 directly beneficially owns. Each of Pacific Road GP and AIV 2 disclaims beneficial ownership of such Common Shares and Warrant Shares.

 

 

Voting and dispositive decisions for Cayco 3 are made by its board of directors. AIV 3 is the sole shareholder of Cayco 3 and Pacific Road GP is the general partner of AIV 3. Accordingly, each of AIV 3 and Pacific Road GP may be deemed to have voting and dispositive power and therefore, beneficial ownership, over the Common Shares and Warrant Shares which Cayco 3 directly beneficially owns. Each of Pacific Road GP and AIV 3 disclaims beneficial ownership of such Common Shares and Warrant Shares.

 

Voting and dispositive decisions for Cayco 4 are made by its board of directors. AIV 4 is the sole shareholder of Cayco 4 and Pacific Road GP is the general partner of AIV 4. Accordingly, each of AIV 4 and Pacific Road GP may be deemed to have voting and dispositive power and therefore, beneficial ownership, over the Common Shares and Warrant Shares which Cayco 4 directly beneficially owns. Each of Pacific Road GP and AIV 4 disclaims beneficial ownership of such Common Shares and Warrant Shares.

 

Voting and dispositive decisions for RCUT are made by its trustee, RCUT Trustee. Accordingly, RCUT Trustee may be deemed to have voting and dispositive power and therefore, beneficial ownership, over the Common Shares and Warrant Shares which RCUT directly beneficially owns. RCUT Trustee disclaims beneficial ownership of such Common Shares and Warrant Shares.

 

Each of the Warrants held by Cayco 1, Cayco 2, Cayco 3, Cayco 4 and RCUT (collectively, the “Parties”) have an exercise price equal to US$2.30 per Common Share, subject to adjustments upon the occurrence of certain events, such as stock dividends and splits, rights offerings, special distributions and certain other transactions. The Warrants may be exercised at any time on or after the issuance thereof and for a five-year period thereafter, subject to earlier termination if the Issuer’s value weighted average price for 10 consecutive trading days equals or exceeds US$4.00 per Common Share.

 

Each of Parties acted together in negotiating the sale to the Issuer of the Parties’ common shares of Reno Creek Holdings Inc. in consideration for the Common Shares and Warrant Shares described in this Schedule 13G (the “Transaction”). Due to the relationships described in this Item 4, the Parties, together with AIV 1, AIV 2, AIV 3, AIV 4, Pacific Road GP and RCUT Trustee may be deemed to constitute a “group” with one another for purposes of Section 13(d)(3) of the Exchange Act by virtue of together negotiating and being signatories to the share purchase agreement with the Issuer relating to the Transaction. Neither the filing of this Schedule 13G nor any of its contents shall be deemed to constitute an admission that a group exists for purposes of Schedule 13(d)(3) of the Exchange Act or for any other purpose.

 

Item 5. Ownership of Five Percent or Less of a Class.

 

If this statement is being filed to report the fact that as of the date hereof, the Reporting Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following ¨.

 

Item 6. Ownership of More than Five Percent on Behalf of Another Person.

 

Not applicable.

 

 

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person

 

Not applicable.

 

Item 8. Identification and Classification of Members of the Group.

 

Not applicable.

 

Item 9. Notice of Dissolution of Group.

 

Not applicable.

 

Item 10. Certification.

 

Not applicable.

 

EXHIBITS

 

1. Joint Filing Agreement, dated the date hereof, between the Reporting Persons.

 

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Date:  August 18, 2017

 

PACIFIC ROAD RESOURCES RENO CREEK CAYCO 1 LTD.		PACIFIC ROAD RESOURCES RENO CREEK CAYCO 2 LTD.
By: /s/ Evan Burtton		By: /s/ Evan Burtton
Name: Evan Burtton		Name: Evan Burtton
Title:   Director		Title:   Director
PACIFIC ROAD RESOURCES RENO CREEK CAYCO 3 LTD.		PACIFIC ROAD RESOURCES RENO CREEK CAYCO 4 LTD.
By: /s/ Evan Burtton		By: /s/ Evan Burtton
Name: Evan Burtton		Name: Evan Burtton
Title:   Director		Title:   Director
PACIFIC ROAD RESOURCES RENO CREEK AIV 1 LP		PACIFIC ROAD RESOURCES RENO CREEK AIV 2 LP
By:  Pacific Road Capital Management G.P. Limited,         its general partner		By:  Pacific Road Capital Management G.P. Limited,         its general partner
By: /s/ Evan Burtton		By: /s/ Evan Burtton
Name: Evan Burtton		Name: Evan Burtton
Title:   Director		Title:   Director
PACIFIC ROAD RESOURCES RENO CREEK AIV 3 LP		PACIFIC ROAD RESOURCES RENO CREEK AIV 4 LP
By:  Pacific Road Capital Management G.P. Limited,         its general partner		By:  Pacific Road Capital Management G.P. Limited,         its general partner
By: /s/ Evan Burtton		By: /s/ Evan Burtton
Name: Evan Burtton		Name: Evan Burtton
Title:   Director		Title:   Director
PACIFIC ROAD CAPITAL MANAGEMENT G.P. LIMITED		RENO CREEK UNIT TRUST
By: /s/ Evan Burtton                            Name: Evan Burtton		By:  PRCM Nominees Pty Limited,         its trustee
Title:   Director
		By: /s/ Greg Dick
PRCM NOMINEES PTY LIMITED		Name: Greg Dick
		Title:   Secretary
By: /s/ Greg Dick
Name: Greg Dick
Title:   Secretary