FORM 4
[ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Resource Capital Fund V L.P.
2. Issuer Name and Ticker or Trading Symbol

URANIUM RESOURCES INC /DE/ [ URRE ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      __ X __ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

1400 SIXTEENTH STREET, SUITE 200
3. Date of Earliest Transaction (MM/DD/YYYY)

12/5/2016
(Street)

DENVER, CO 80202
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Convertible Loan   $31.20   12/5/2016     S   (3)       $2500000   (3)   1/29/2014   3/31/2017   Common Stock   256410   (2) $2545139   (3) $5500000   (3) D   (1)  

Explanation of Responses:
( 1)  The convertible loan is 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 convertible loan held by RCF V. As a consequence, Resource Capital Associates V L.P. and RCA V GP Ltd. are indirect beneficial owners of the convertible loan 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 convertible loan to the extent permissible pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934.
( 2)  RCF V is party to a Loan Agreement dated November 13, 2013, with Uranium Resources, Inc. ("URI") providing for the issuance of debt convertible into shares of URI common stock. Prior to the transaction that is the subject of this Form 4, RCF V held a promissory note (the "Note") issued under the Loan Agreement with an outstanding principal amount of $8,000,000 which was convertible at any time into 256,410 shares of URI common stock.
( 3)  On December 5, 2016, RCF V entered into a Note Purchase Agreement pursuant to which RCF V sold in a private transaction $2.5 million in principal amount of the Note, plus $45,139 of accrued but unpaid interest on the principal amount sold. The Note Purchase Agreement provides for the sale by RCF V and purchase by the counterparty of the remaining $5,500,000 principal amount of the Note, subject to satisfaction of certain conditions, which conditions are not in the control of RCF V or the counterparty.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Resource Capital Fund V L.P.
1400 SIXTEENTH STREET
SUITE 200
DENVER, CO 80202

X

Resource Capital Associates V L.P.
1400 SIXTEENTH STREET, SUITE 200
DENVER, CO 80202

X

RCA V GP LTD.
1400 SIXTEENTH STREET, SUITE 200
DENVER, CO 80202

X


Signatures
/s/ Sheri Croasdale, Resource Capital Fund V L.P. By: Resource Capital Associates V L.P., By: RCA V GP Ltd., its General Partner, By: Sheri Croasdale, Chief Financial Officer 12/7/2016
** Signature of Reporting Person Date

/s/ Sheri Croasdale, Resource Capital Associates V L.P. By: RCA V GP Ltd., it General Partner, By: Sheri Croasdale, Chief Financial Officer 12/7/2016
** Signature of Reporting Person Date

/s/ Sheri Croasdale, RCA V GP Ltd. By: Sheri Croasdale, Chief Financial Officer 12/7/2016
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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