-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, I3gjYmo2ixLcVDY4fj86cdOoRO6Jpkoi69zss7aHmws2lG9Stl1wgxYQhjSas/Vm QJFywL0/eMYTejj86Z/N+A== 0001199073-10-001146.txt : 20101214 0001199073-10-001146.hdr.sgml : 20101214 20101214155623 ACCESSION NUMBER: 0001199073-10-001146 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20101214 DATE AS OF CHANGE: 20101214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Energizer Resources, Inc. CENTRAL INDEX KEY: 0001302084 STANDARD INDUSTRIAL CLASSIFICATION: GOLD & SILVER ORES [1040] IRS NUMBER: 200803515 STATE OF INCORPORATION: NV FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-81848 FILM NUMBER: 101250673 BUSINESS ADDRESS: STREET 1: 520 ? 141 ADELAIDE ST. W. CITY: TORONTO STATE: A6 ZIP: M5H 3L5 BUSINESS PHONE: 416-364-4986 MAIL ADDRESS: STREET 1: 520 ? 141 ADELAIDE ST. W. CITY: TORONTO STATE: A6 ZIP: M5H 3L5 FORMER COMPANY: FORMER CONFORMED NAME: Uranium Star Corp. DATE OF NAME CHANGE: 20070214 FORMER COMPANY: FORMER CONFORMED NAME: Yukon Resources Corp. DATE OF NAME CHANGE: 20040901 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: DUNDEE CORP CENTRAL INDEX KEY: 0000897455 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 28TH FLOOR, ONE FINANCIAL PLACE STREET 2: 1 ADELAIDE STREET EAST CITY: TORONTO STATE: A6 ZIP: M5C 2V9 BUSINESS PHONE: 4163655172 MAIL ADDRESS: STREET 1: 28TH FLOOR, ONE FINANCIAL PLACE STREET 2: 1 ADELAIDE STREET EAST CITY: TORONTO STATE: A6 ZIP: M5C 2V9 FORMER COMPANY: FORMER CONFORMED NAME: DUNDEE BANCORP INC DATE OF NAME CHANGE: 19950210 SC 13G 1 dsc13g.htm SCHEDULE 13G dsc13g.htm  

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


SCHEDULE 13G
 
 
Under the Securities Exchange Act of 1934


 ENERGIZER RESOURCES INC.

(Name of Issuer)
 
 
 COMMON SHARES

(Title of Class of Securities)
 
                                            
91702P104
 (CUSIP Number)
                                           
 
 December 6, 2010
(Date of Event Which Requires Filing of this Statement)
 
                                                                                                                                             &# 160;            
 
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 (however, see the Notes).
 
 

 
 
Page 1 of 5 pages
 
 

 
 
CUSIP No.     91702P104

1.
 
Names of Reporting Persons
   
I.R.S. Identification Nos. of above persons (entities only).
   
Dundee Corporation (“Dundee Corp.”)
     

2.
 
Check the Appropriate Box if a Member of a Group (See Instructions)
   
(a)
 N/A
   
(b)
 

3.
 
SEC Use Only

4.
 
Citizenship or Place of Organization:
   
 Toronto, Ontario, Canada

 
 
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
 
5.
Sole Voting Power  
11,076,150 common shares and 10,000,000 warrants
 
 
6.
Shared Voting Power 
 Nil
 
 
7.
Sole Dispositive Power   
11,076,150 common shares and 10,000,000 warrants
 
 
   
 
8.
Shared Dispositive Power  
Nil

 
9.
 
Aggregate Amount Beneficially Owned by Each Reporting Person
8,000,000 common shares and 10,000,000 warrants are held by Dundee Corp. and 3,076,150 common shares are held in client accounts managed by a subsidiary of Dundee Corp.
     

10.
 
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  N/A
     

11.
 
Percent of Class Represented by Amount in Row (9)
17.5% on a partially diluted basis
     

12.
 
Type of Reporting Person (See Instructions)
   
CO

 
Page 2 of 5 pages
 
 

 
 
Item 1.  
 
Name of Issuer 
   
 
Energizer Resources Inc.
  (b) 
Address of Issuer's Principal Executive Offices
     
   
141 Adelaide Street West, Suite 520, Toronto, Ontario, Canada, M5H 3L5
     
Item 2.  (a) 
Name of Person Filing
     
   
Dundee Corporation
     
  (b)  
Address of Principal Business Office or, if none, Residence
   
1 Adelaide Street East, 28th Floor, Toronto, Ontario, Canada M5C 2V9
     
  (c) 
Citizenship
     
   
Canadian
     
  (d) 
Title of Class of Securities
     
   
Common Shares and Warrants
     
 
(e)
CUSIP Number
     
   
264901109

 
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 Act (15 U.S.C. 78o).
(b)
[ ]
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c)
[ ]
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
(d)
[ ]
Investment company registered under section 8 of the Investment Company Act of 1940
   
(15 U.S.C 80a-8).
(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 associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12
   
U.S.C. 1813);
(i)
[ ]
A church plan that is excluded from the definition of an investment company under section
   
3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
[ ]
Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
 
 
Page 3 of 5 pages
 
 

 

 
 
Item 4. Ownership.
 
(a)
 
Amount beneficially owned:    
8,000,000 common shares and 10,000,000 warrants are held by Dundee Corp. and 3,076,150 common shares are held in client accounts managed by a subsidiary of Dundee Corp.
(b)
 
Percent of class:   17.5% on a partially diluted basis
(c)
 
Number of shares as to which the person has:
   
(i)
 
Sole power to vote or to direct the vote  11,076,150 common shares and 10,000,000 warrants
   
(ii)
 
Shared power to vote or to direct the vote   Nil
   
(iii)
 
Sole power to dispose or to direct the disposition of   11,076,150 common shares and 10,000,000 warrants
   
(iv)
 
Shared power to dispose or to direct the disposition of   Nil
 

 
Item 5. Ownership of Five Percent or Less of a Class
  Not applicable 
   
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
  Not applicable. 
   
Item 8. Identification and Classification of Members of the Group
  Not applicable. 
   
Item 9.  Notice of Dissolution of Group
   
Item 10. Certification
   
 
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
 
 
Page 4 of 5 pages
 
 

 
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.
 
 

 
                                                   
   
                                                                                            
 
   
December 14, 2010
Date
     
      /s/ Sivan Fox
 
   

Signature
 
   
Dundee Corporation
 
   
Sivan Fox, Vice President, Legal

Name/Title
 
   
 
 
   
 
 
 
The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative's authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.
 
 
 
Page 5 of 5 pages
 

 
 

 
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