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U.S. Geothermal Inc.
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(Name of Issuer)
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Common Stock
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(Title of Class of Securities)
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56270F
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(CUSIP Number)
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December 31, 2014
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(Date of Event which Requires Filing of this Statement)
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Rule 13d-1(b)
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| X |
Rule 13d-1(c)
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Rule 13d-1(d)
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CUSIP 56270F
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Page 2 of 7 Pages
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1
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NAMES OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
AGF Management Limited
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [ X ]
(b) [ ]
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Ontario CANADA
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
0
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6
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SHARED VOTING POWER
5,203,762
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7
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SOLE DISPOSITIVE POWER
0
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8
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SHARED DISPOSITIVE POWER
5,203,762
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,203,762
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
Not Applicable
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.9%
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12
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TYPE OF REPORTING (SEE INSTRUCTIONS)
OO
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CUSIP 56270F
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Page 3 of 7 Pages
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1
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NAMES OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
AGF Investments Inc.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [ X]
(b) [ ]
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Ontario CANADA
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
0
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6
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SHARED VOTING POWER
5,203,762
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7
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SOLE DISPOSITIVE POWER
0
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8
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SHARED DISPOSITIVE POWER
5,203,762
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,203,762
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
Not Applicable
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.9%
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12
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TYPE OF REPORTING (SEE INSTRUCTIONS)
CO
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CUSIP 56270F
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Page 4 of 7 Pages
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Item 1(a).
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Name of Issuer: U.S. Geothermal Inc.
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Item 1(b).
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Address of Issuer’s Principal Executive Offices:
1509 Tyrell Lane, Suite B
Boise, Idaho 83706
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Item 2(a).
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Name of Person(s) Filing:
AGF Management Limited
AGF Invetments Inc.
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Item 2(b).
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Address of Principal Business Office or, if None, Residence:
Toronto-Dominion Bank Tower
66 Wellington Street West, 31st Floor
Toronto, Ontario M5K 1E9
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Item 2(c).
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Citizenship:
Candian
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Item 2(d).
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Title of Class of Securities:
Common Stock
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Item 2(e).
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CUSIP Number:
56270F
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Item 3.
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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) o Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
(b) o Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c) o Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
(d) o Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
(e) o An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
(f) o An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
(g) x A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h) o A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) o 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) o Group, in accordance with §240.13d-1(b)(1)(ii)(J).
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CUSIP 56270F
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Page 5 of 7 Pages
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Item 4.
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Ownership:
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(a)
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Amount beneficially owned: 5,203,762
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(b)
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Percent of class: 4.9%
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| (c) | Number of shares as to which the person has: | |||||
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(i) Sole power to vote or to direct the vote: 0
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(ii) Shared power to vote or to direct the vote: 5,203,762
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(iii) Sole power to dispose or to direct the disposition of: 0
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(iv) Shared power to dispose or to direct the disposition of: 5,203,762
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Item 5.
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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 person has ceased to be the beneficial owner of more than 5% of the class of securities, check the following: [X]
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person:
Not Applicable
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company:
See "Exhibit A"
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Item 8.
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Identification and Classification of Members of the Group:
Not Applicable
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| Item 9. |
Notice of Dissolution of Group:
Not Applicable
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CUSIP 56270F
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Page 6 of 7 Pages
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Item 10.
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Certification:
(b) the following certification shall be included if the statement is filed pursuant to Rule 13d-1(c):
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.
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| February 10, 2015 | ||
| Date |
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| /s/ Jacqueline Sanz | ||
| Signature | ||
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Jacqueline Sanz, Vice President, Corporate Compliance and Oversight, Chief Privacy Officer
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| Name/Title |
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CUSIP 56270F
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Page 7 of 7 Pages
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