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NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

VR Global Partners, L.P.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a) ☐ (b) ☐

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

Cayman Islands

Accession Number:: 0001193125-19-040846
Form Type:: 13G Filing
Publication Date:: 2019-02-14 16:15:02

Filed By:: Vr Advisory Services Ltd
Company:: Nextsource Materials Inc. (OTCMKTS:NSRC)
Filing Date:: 2019-02-14
SEC Url:: 13G Filing

Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name	Sole Voting Power	Shared Voting Power	Sole Dispositive Power	Shared Dispositive Power	Aggregate Amount Owned Power	Percent of Class
VR Global Partners	22,479,809	0	22,479,809	0	22,479,809	4.6%
VR Advisory Services Ltd	0	22,479,809	0	22,479,809	22,479,809	4.6%
VR Capital Participation Ltd	0	22,479,809	0	22,479,809	22,479,809	4.6%
VR Capital Group Ltd	6,511,904	22,479,809	6,511,904	22,479,809	28,991,713	5.9%
VR Capital Holdings Ltd	0	28,991,713	0	28,991,713	28,991,713	5.9%
Richard Deitz	0	28,991,713	0	28,991,713	28,991,713	5.9%

Filing

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

SCHEDULE 13G/A

(Rule 13d-102)

(Amendment No. 3)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO

RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO RULE 13d-2(b)

NextSource Materials, Inc.

(Name of Issuer)

Common Stock, $0.001

(Title of Class of Securities)

65343M100

(CUSIP Number)

December 31, 2018

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☒ Rule 13d-1(b)

☒ Rule 13d-1(c)

☐ Rule 13d-1(d)


CUSIP No. 65343M100		13G/A

*	SEE INSTRUCTIONS BEFORE FILLING OUT

**	SEE ITEM 4(b).


CUSIP No. 65343M100		13G/A

*	SEE INSTRUCTIONS BEFORE FILLING OUT

**	SEE ITEM 4(b).


CUSIP No. 65343M100		13G/A

*	SEE INSTRUCTIONS BEFORE FILLING OUT

**	SEE ITEM 4(b).


CUSIP No. 65343M100		13G/A

*	SEE INSTRUCTIONS BEFORE FILLING OUT

**	SEE ITEM 4(b).


CUSIP No. 65343M100		13G/A

*	SEE INSTRUCTIONS BEFORE FILLING OUT

**	SEE ITEM 4(b).


CUSIP No. 65343M100		13G/A

*	SEE INSTRUCTIONS BEFORE FILLING OUT

**	SEE ITEM 4(b).

SCHEDULE 13G

This Amendment No. 3 to Schedule 13G (this Amendment) relates to shares of Common Stock, $0.001 (Common Stock), of NextSource Materials Inc., a Canadian corporation, formerly known as Energizer Resources Inc., a Minnesota corporation (the Issuer), and is being filed on behalf of (i) VR Global Partners, L.P. (the Fund), a Cayman Islands exempted limited partnership, (ii) VR Advisory Services Ltd (VR), a Cayman Islands exempted company, as the general partner of the Fund, (iii) VR Capital Participation Ltd. (VRCP), a Cayman Islands exempted company, as the sole shareholder of VR, (iv) VR Capital Group Ltd. (VRCG), a Cayman Islands exempted company, as the sole shareholder of VRCP, (v) VR Capital Holdings Ltd. (VRCH), a Cayman Islands exempted company, as the sole shareholder of VRCG and (vi) Richard Deitz, the principal of VR, VRCP, VRCG, VRCH (collectively with the Fund, VR, VRCP, VRCG and VRCH, the Reporting Persons). All shares of Common Stock are held by the Fund and VRCG. This Amendment amends and restates the original Schedule 13G filed with the Securities and Exchange Commission on December 29, 2015 (the Original 13G), as such Original 13G was amended and restated by Amendment No. 1 filed with the Securities and Exchange Commission on February 14, 2017 and Amendment No. 2 filed with the Securities and Exchange Commission on February 14, 2018 (together with the Original 13G, the Previous 13G/A) by the Reporting Persons.

Item 2(e)

CUSIP Number.

Item 2(e) of the Previous 13G/A is hereby amended and restated to read as follows:

65343M100

Item 4

Ownership.

Item 4 of the Previous 13G/A is hereby amended and restated to read as follows:

For the Fund:

Sole Beneficial

Ownership

Shared Beneficial
Ownership

Percentage of
Outstanding (1)

22,479,809

4.6%

For VR:

Sole Beneficial

Ownership

Shared Beneficial
Ownership

Percentage of
Outstanding (1)

22,479,809

4.6%

For VRCP:

Sole Beneficial

Ownership

Shared Beneficial
Ownership

Percentage of
Outstanding (1)

22,479,809

4.6%

For VRCG:

Sole Beneficial

Ownership

Shared Beneficial
Ownership

Percentage of
Outstanding (1)

6,511,904

22,479,809

5.9%

For VRCH:

Sole Beneficial

Ownership

Shared Beneficial
Ownership

Percentage of
Outstanding (1)

28,991,713

5.9%

For Mr. Deitz:

Sole Beneficial

Ownership

Shared Beneficial
Ownership

Percentage of
Outstanding (1)

28,991,713

5.9%

(1)	The above percentages were computed using the 491,330,595 publicly reported shares of Common Stock outstanding as of September 30, 2018 according to the Issuers Form 6-K filed with the Securities Exchange Commission on November 1, 2018.

The filing of this Amendment shall not be construed as an admission that VR, VRCP, VRCG, VRCH or Mr. Deitz is or was the beneficial owner of any of the Common Stock of the Issuer purchased by the Fund. Pursuant to Rule 16a-1, VR, VRCP, VRCG, VRCH and Mr. Deitz disclaim such beneficial ownership except to the extent of its or his respective pecuniary interest therein.

Item 5

Ownership of Five Percent or Less of a Class.

Item 5 of the Previous 13G/A is hereby amended and restated to read as follows:

With respect to the Fund, VR, and VRCP:

If this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owners of more than five percent of the class of securities, check the following ☒.

Item 10

Certification.

For VR, VRCP, VRCG, VRCH and Mr. Deitz:

By signing below each of the Reporting Persons certifies that, to the best of such persons knowledge and belief, the securities referred to above were acquired and held in the ordinary course of business and were not acquired and were 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.

For the Fund:

By signing below each of the Reporting Persons certifies that, to the best of such persons 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..

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.

Date: February 14, 2019


VR Global Partners, L.P.

By: VR Advisory Services Ltd, its general partner

	By:	/s/ Richard Deitz
	Name:	Richard Deitz
	Title:	Authorized Person

VR Advisory Services Ltd

	By:	/s/ Richard Deitz
	Name:	Richard Deitz
	Title:	Authorized Person

VR Capital Participation Ltd.

	By:	/s/ Emile du Toit
	Name:	Emile du Toit
	Title:	Authorized Person

VR Capital Group Ltd.

	By:	/s/ Emile du Toit
	Name:	Emile du Toit
	Title:	Authorized Person

VR Capital Holdings Ltd.

	By:	/s/ Emile du Toit
	Name:	Emile du Toit
	Title:	Authorized Person

/s/ Richard Deitz
Richard Deitz