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WESTWATER RESOURCES, INC. — Director's Dealing 2013
Mar 7, 2013
34414_dirs_2013-03-07_dad3d7f4-e52d-4e59-928a-0e0c0491f226.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: URANIUM RESOURCES INC /DE/ (URRE)
CIK: 0000839470
Period of Report: 2012-12-17
Reporting Person: Resource Capital Fund V L.P. (10% Owner)
Reporting Person: Resource Capital Associates V L.P. (10% Owner)
Reporting Person: RCA V GP LTD. (10% Owner)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2012-12-17 | Common Stock | J | 42883 | $3.731 | Acquired | 4501888 | Direct |
| 2013-01-10 | Common Stock | J | 4861 | $3.428 | Acquired | 4506749 | Direct |
| 2013-03-05 | Common Stock | X | 1405655 | $2.55 | Acquired | 5912404 | Direct |
| 2013-03-05 | Common Stock | J | 555129 | $2.55 | Acquired | 6467533 | Direct |
| 2013-03-05 | Common Stock | J | 26482 | $2.9895 | Acquired | 6494015 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2013-03-05 | Subscription Right (right to buy) | $2.55 | X | 1405655 | Disposed | 2013-02-27 | Common Stock (1405655) | Direct |
Footnotes
F1: The shares are held by Resource Capital Fund V L.P. ("RCF V"), of which Resource Capital Associates V L.P. is the general partner, and RCA V GP Ltd. is the general partner of Resource Capital Associates V L.P. RCA V GP Ltd. and Resource Capital Associates V L.P. exercise voting and dispositive power over the shares held by RCF V. As a consequence, Resource Capital Associates V L.P. and RCA V GP Ltd. are indirect beneficial owners of the shares pursuant to Rule 16a-1(a)(1) under the Securities Exchange Act of 1934. However, Resource Capital Associates V L.P. and RCA V GP Ltd. disclaim direct or indirect beneficial ownership of the shares to the extent permissible pursuant to Rule 16a-1(a)(2) under the Securities Exchange Act of 1934.
F2: On December 17, 2012, RCF V extended a $5,000,000 bridge loan to the Issuer, and entered into a Standby Purchase Commitment agreeing to subscribe in a proposed rights offering for its Basic Subscription Rights and to exercise its Over-Subscription Privilege to the extent required such that its total subscription price would equal $5,000,000, which amount would be paid through offset of the amount owed under the Bridge Loan. An establishment fee of $160,000 became payable at the closing of the bridge loan on December 17, 2012 which, at the option of RCF V, was payable in shares of common stock, valued at the Market Price (as defined) on November 30, 2012. At the closing of the rights offering on March 5, 2013, RCF V exercised its Basic Subscription Rights to purchase 1,405,655 shares of common stock, and its Over-Subscription Privilege to purchase an additional 555,128 shares of common stock, at the exercise price in the rights offering of $2.55 per share.
F3: In the bridge loan, unless RCF V determined otherwise, interest is payable in shares of Issuer common stock, valued at the Market Price (as defined) on the interest payment date. Two interest payments were made under the bridge loan in shares of common stock.
F4: Share amounts and price have been restated to give effect to a 10:1 reverse stock split completed on January 22, 2013.