U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
AMENDMENT #1
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: December 20, 2005
URANIUM ENERGY CORP.
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(Exact Name of Small Business Issuer as Specified in its Charter)
NEVADA
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(State or other Jurisdiction as Specified in Charter)
333-127185 98-0399476
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(Commission file number) (I.R.S. Employer Identification No.)
Austin Centre
701 Brazos, Suite 500 PMB#
Austin, Texas 78701
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(Address of Principal Executive Offices)
512.721.1022
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(Issuer's telephone number)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
ITEM 1.01 ENTRY INTO A MATERIAL AGREEMENT
On December 16, 2005, the Board of Directors of Uranium Energy Corp., a Nevada
corporation (the "Company"), authorized and approved the execution of an
agreement (the "Agreement") with Harry A. Moore Trust (the "Moore Trust").
Pursuant to the terms and provisions of the Agreement, the Company acquired an
undivided 100% legal, beneficial and registerable interest in and to certain
assets consisting of certain drill and assay data regarding prospective tracts
located in Goliad, Waller, Duval and McMullen Counties in the State of Texas.
Pursuant to further terms and provisions of the Agreement, the Company paid to
the Moore Trust certain payments aggregating $150,000.00 and issued an aggregate
of 50,000 shares of its restricted common stock.
ITEM 3.02 UNREGISTERED SALE OF EQUITY SECURITIES
On December 16, 2005, the Board of Directors of the Company authorized and
approved the issuance of an aggregate of 1,350,000 shares of its restricted
common stock at $0.50 per share as follows: (i) 50,000 shares to the Moore Trust
in accordance with the terms and provisions of the Agreement; (ii) 500,000
shares to Amir Adnani, a director and the President and Chief Executive Officer
of the Company, as compensation for management and consulting services to be
provided to the Company; (iii) 500,000 shares to Randall Reneau, a director and
the Chief Exploration Officer of the Company, as compensation for management and
consulting services to be provided to the Company; and (iv) 300,000 shares to an
unaffiliated third party for consulting services to be provided to the Company.
Private Placement Offering
During November 2005, the Company also sold stock in a private offering pursuant
under Regulation S and Rule 506 of Regulation D of the Securities Act. Pursuant
to the terms of the private placement, the Company issued an additional 154,000
shares at $0.50 per share. The per share price of the offering was arbitrarily
determined by the Board of Directors based upon analysis of certain factors
including, but not limited to, stage of development, industry status, investment
climate, perceived investment risks, assets and net estimated worth of the
Company, and recent sales of securities. The Company issued shares of restricted
common stock to investors who were either deemed an accredited investor as that
term is defined under Regulation D or a sophisticated investor The investors
executed subscription agreements and acknowledged that the securities to be
issued have not been registered under the 1933 Securities Act, that they
understood the economic risk of an investment in the securities, and that they
had the opportunity to ask questions of and receive answers from the Company's
management concerning any and all matters related to acquisition of the
securities. The securities issued have piggy back registration rights.
Stock Option Plan
On December 20, 2005, the Board of Directors authorized and approved the grant
of an aggregate 3,100,000 Stock Options exercisable at $0.50 per share to key
consultants, directors and officers under the Stock Option Plan.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
10.01 Agreement and Addendum between Uranium Energy Corp. and the Harry A.
Moore Trust.
SIGNATURES
In accordance with the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, hereunto duly authorized.
Uranium Energy Corp.
Date: December 21, 2005 By:/s/ AMIR ADNANI
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Amir Adnani
President and Chief Executive Officer