UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. __)*
WESTSIDE ENERGY CORPORATION
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
96149R100
(CUSIP Number)
March 26, 2008
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
13G 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).
CUSIP No. 96149R100
--------------------------------------------------------------------------------
(1) Names of Reporting Persons: WS Capital, L.L.C.
I.R.S. Identification Nos. of Above Persons (entities only):
--------------------------------------------------------------------------------
(2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ] (b) [X]
--------------------------------------------------------------------------------
(3) SEC Use Only
--------------------------------------------------------------------------------
(4) Citizenship or Place of Organization: Texas
--------------------------------------------------------------------------------
Number of Shares Beneficially Owned
by Each Reporting Person (5) Sole Voting Power: 0*
--------------------------------------
(6) Shared Voting Power: 658,100*
--------------------------------------
(7) Sole Dispositive Power: 0*
--------------------------------------
(8) Shared Dispositive Power: 658,100*
--------------------------------------
--------------------------------------------------------------------------------
(9) Aggregate Amount Beneficially Owned by Each Reporting Person:
658,100*
--------------------------------------------------------------------------------
(10) Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
[ ]
--------------------------------------------------------------------------------
(11) Percent of Class Represented by Amount in Row (9): 2.6%*
--------------------------------------------------------------------------------
(12) Type of Reporting Person: HC/OO
--------------------------------------------------------------------------------
* Based on information set forth on the Form 10-QSB of Westside Energy
Corporation (the "Company") as filed with the Securities and Exchange Commission
on November 14, 2007, there were 25,200,274 shares of the Company's common
stock, par value $0.01 per share (the "Shares"), issued and outstanding as of
November 13, 2007. As of March 26, 2008 (the "Reporting Date"), Walker Smith
Capital, L.P. ("WSC"), Walker Smith Capital (Q.P.), L.P. ("WSCQP"), Walker Smith
International Fund, Ltd. ("WS International") and HHMI Investments, L.P. ("HHMI"
and collectively with WSC, WSCQP and WS International, the "WS Funds") owned in
the aggregate 658,100 Shares. WS Capital Management, L.P. ("WSC Management") is
the general partner of WSC and WSCQP, the agent and attorney-in-fact for WS
International, and the investment manager for HHMI. WS Capital, L.L.C. ("WS
Capital") is the general partner of WSC Management. Reid S. Walker and G. Stacy
Smith are principals of WS Capital. As a result, WSC Management, WS Capital, and
Messrs. Reid S. Walker and G. Stacy Smith possess shared power to vote and to
direct the disposition of the securities held by the WS Funds. In addition, as
of the Reporting Date, WS Opportunity Fund, L.P. ("WSO"), WS Opportunity Fund
(Q.P.), L.P. ("WSOQP"), and WS Opportunity Fund International, Ltd. ("WSO
International" and collectively with WSO and WSOQP, the "WSO Funds") owned in
the aggregate 712,600 Shares. WS Ventures Management, L.P. ("WSVM") is the
general partner of WSO and WSOQP and the agent and attorney-in-fact for WSO
International. WSV Management, L.L.C. ("WSV") is the general partner of WSVM.
|
Reid S. Walker, G. Stacy Smith and Patrick P. Walker are principals of WSV. As a
result, WSVM, WSV, and Messrs. Reid S. Walker, Patrick P. Walker and G. Stacy
Smith possess shared power to vote and to direct the disposition of the
securities held by the WSO Funds. Thus, as of the Reporting Date, for the
purposes of Reg. Section 240.13d-3, (i) Messrs. Reid S. Walker and G. Stacy
Smith are deemed to beneficially own 1,370,700 Shares, or approximately 5.4% of
the Shares deemed issued and outstanding as of the Reporting Date, (ii) WS
Capital and WSC Management are deemed to beneficially own 658,100 Shares, or
approximately 2.6% of the Shares deemed issued and outstanding as of the
Reporting Date, and (iii) WSVM, WSV, and Mr. Patrick P. Walker are deemed to
beneficially own 712,600 Shares, or approximately 2.8% of the Shares deemed
issued and outstanding as of the Reporting Date. Each of the reporting persons
hereby expressly disclaims membership in a "group" under Section 13(d) of the
Act and the rules and regulations thereunder with respect to the Shares reported
herein, and this Schedule 13G shall not be deemed to be an admission that any
such reporting person is a member of such a group.
CUSIP No. 96149R100
--------------------------------------------------------------------------------
(1) Names of Reporting Persons: WS Capital Management, L.P.
I.R.S. Identification Nos. of Above Persons (entities only):
--------------------------------------------------------------------------------
(2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ] (b) [X]
--------------------------------------------------------------------------------
(3) SEC Use Only
--------------------------------------------------------------------------------
(4) Citizenship or Place of Organization: Texas
--------------------------------------------------------------------------------
Number of Shares Beneficially Owned
by Each Reporting Person (5) Sole Voting Power: 0*
--------------------------------------
(6) Shared Voting Power: 658,100*
--------------------------------------
(7) Sole Dispositive Power: 0*
--------------------------------------
(8) Shared Dispositive Power: 658,100*
--------------------------------------
--------------------------------------------------------------------------------
(9) Aggregate Amount Beneficially Owned by Each Reporting Person:
658,100*
--------------------------------------------------------------------------------
(10) Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
[ ]
--------------------------------------------------------------------------------
(11) Percent of Class Represented by Amount in Row (9): 2.6%*
--------------------------------------------------------------------------------
(12) Type of Reporting Person: IA/PN
--------------------------------------------------------------------------------
* Based on information set forth on the Form 10-QSB of Westside Energy
Corporation (the "Company") as filed with the Securities and Exchange Commission
on November 14, 2007, there were 25,200,274 shares of the Company's common
stock, par value $0.01 per share (the "Shares"), issued and outstanding as of
November 13, 2007. As of March 26, 2008 (the "Reporting Date"), Walker Smith
Capital, L.P. ("WSC"), Walker Smith Capital (Q.P.), L.P. ("WSCQP"), Walker Smith
International Fund, Ltd. ("WS International") and HHMI Investments, L.P. ("HHMI"
and collectively with WSC, WSCQP and WS International, the "WS Funds") owned in
the aggregate 658,100 Shares. WS Capital Management, L.P. ("WSC Management") is
the general partner of WSC and WSCQP, the agent and attorney-in-fact for WS
International, and the investment manager for HHMI. WS Capital, L.L.C. ("WS
Capital") is the general partner of WSC Management. Reid S. Walker and G. Stacy
Smith are principals of WS Capital. As a result, WSC Management, WS Capital, and
Messrs. Reid S. Walker and G. Stacy Smith possess shared power to vote and to
direct the disposition of the securities held by the WS Funds. In addition, as
of the Reporting Date, WS Opportunity Fund, L.P. ("WSO"), WS Opportunity Fund
(Q.P.), L.P. ("WSOQP"), and WS Opportunity Fund International, Ltd. ("WSO
International" and collectively with WSO and WSOQP, the "WSO Funds") owned in
the aggregate 712,600 Shares. WS Ventures Management, L.P. ("WSVM") is the
general partner of WSO and WSOQP and the agent and attorney-in-fact for WSO
International. WSV Management, L.L.C. ("WSV") is the general partner of WSVM.
|
Reid S. Walker, G. Stacy Smith and Patrick P. Walker are principals of WSV. As a
result, WSVM, WSV, and Messrs. Reid S. Walker, Patrick P. Walker and G. Stacy
Smith possess shared power to vote and to direct the disposition of the
securities held by the WSO Funds. Thus, as of the Reporting Date, for the
purposes of Reg. Section 240.13d-3, (i) Messrs. Reid S. Walker and G. Stacy
Smith are deemed to beneficially own 1,370,700 Shares, or approximately 5.4% of
the Shares deemed issued and outstanding as of the Reporting Date, (ii) WS
Capital and WSC Management are deemed to beneficially own 658,100 Shares, or
approximately 2.6% of the Shares deemed issued and outstanding as of the
Reporting Date, and (iii) WSVM, WSV, and Mr. Patrick P. Walker are deemed to
beneficially own 712,600 Shares, or approximately 2.8% of the Shares deemed
issued and outstanding as of the Reporting Date. Each of the reporting persons
hereby expressly disclaims membership in a "group" under Section 13(d) of the
Act and the rules and regulations thereunder with respect to the Shares reported
herein, and this Schedule 13G shall not be deemed to be an admission that any
such reporting person is a member of such a group.
CUSIP No. 96149R100
--------------------------------------------------------------------------------
(1) Names of Reporting Persons: WSV Management, L.L.C.
I.R.S. Identification Nos. of Above Persons (entities only):
--------------------------------------------------------------------------------
(2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ] (b) [X]
--------------------------------------------------------------------------------
(3) SEC Use Only
--------------------------------------------------------------------------------
(4) Citizenship or Place of Organization: Texas
--------------------------------------------------------------------------------
Number of Shares Beneficially Owned
by Each Reporting Person (5) Sole Voting Power: 0*
--------------------------------------
(6) Shared Voting Power: 712,600*
--------------------------------------
(7) Sole Dispositive Power: 0*
--------------------------------------
(8) Shared Dispositive Power: 712,600*
--------------------------------------
--------------------------------------------------------------------------------
(9) Aggregate Amount Beneficially Owned by Each Reporting Person:
712,600*
--------------------------------------------------------------------------------
(10) Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
[ ]
--------------------------------------------------------------------------------
(11) Percent of Class Represented by Amount in Row (9): 2.8%*
--------------------------------------------------------------------------------
(12) Type of Reporting Person: HC/OO
--------------------------------------------------------------------------------
* Based on information set forth on the Form 10-QSB of Westside Energy
Corporation (the "Company") as filed with the Securities and Exchange Commission
on November 14, 2007, there were 25,200,274 shares of the Company's common
stock, par value $0.01 per share (the "Shares"), issued and outstanding as of
November 13, 2007. As of March 26, 2008 (the "Reporting Date"), Walker Smith
Capital, L.P. ("WSC"), Walker Smith Capital (Q.P.), L.P. ("WSCQP"), Walker Smith
International Fund, Ltd. ("WS International") and HHMI Investments, L.P. ("HHMI"
and collectively with WSC, WSCQP and WS International, the "WS Funds") owned in
the aggregate 658,100 Shares. WS Capital Management, L.P. ("WSC Management") is
the general partner of WSC and WSCQP, the agent and attorney-in-fact for WS
International, and the investment manager for HHMI. WS Capital, L.L.C. ("WS
Capital") is the general partner of WSC Management. Reid S. Walker and G. Stacy
Smith are principals of WS Capital. As a result, WSC Management, WS Capital, and
Messrs. Reid S. Walker and G. Stacy Smith possess shared power to vote and to
direct the disposition of the securities held by the WS Funds. In addition, as
of the Reporting Date, WS Opportunity Fund, L.P. ("WSO"), WS Opportunity Fund
(Q.P.), L.P. ("WSOQP"), and WS Opportunity Fund International, Ltd. ("WSO
International" and collectively with WSO and WSOQP, the "WSO Funds") owned in
the aggregate 712,600 Shares. WS Ventures Management, L.P. ("WSVM") is the
general partner of WSO and WSOQP and the agent and attorney-in-fact for WSO
International. WSV Management, L.L.C. ("WSV") is the general partner of WSVM.
|
Reid S. Walker, G. Stacy Smith and Patrick P. Walker are principals of WSV. As a
result, WSVM, WSV, and Messrs. Reid S. Walker, Patrick P. Walker and G. Stacy
Smith possess shared power to vote and to direct the disposition of the
securities held by the WSO Funds. Thus, as of the Reporting Date, for the
purposes of Reg. Section 240.13d-3, (i) Messrs. Reid S. Walker and G. Stacy
Smith are deemed to beneficially own 1,370,700 Shares, or approximately 5.4% of
the Shares deemed issued and outstanding as of the Reporting Date, (ii) WS
Capital and WSC Management are deemed to beneficially own 658,100 Shares, or
approximately 2.6% of the Shares deemed issued and outstanding as of the
Reporting Date, and (iii) WSVM, WSV, and Mr. Patrick P. Walker are deemed to
beneficially own 712,600 Shares, or approximately 2.8% of the Shares deemed
issued and outstanding as of the Reporting Date. Each of the reporting persons
hereby expressly disclaims membership in a "group" under Section 13(d) of the
Act and the rules and regulations thereunder with respect to the Shares reported
herein, and this Schedule 13G shall not be deemed to be an admission that any
such reporting person is a member of such a group.
CUSIP No. 96149R100
--------------------------------------------------------------------------------
(1) Names of Reporting Persons: WS Ventures Management, L.P.
I.R.S. Identification Nos. of Above Persons (entities only):
--------------------------------------------------------------------------------
(2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ] (b) [X]
--------------------------------------------------------------------------------
(3) SEC Use Only
--------------------------------------------------------------------------------
(4) Citizenship or Place of Organization: Texas
--------------------------------------------------------------------------------
Number of Shares Beneficially Owned
by Each Reporting Person (5) Sole Voting Power: 0*
--------------------------------------
(6) Shared Voting Power: 712,600*
--------------------------------------
(7) Sole Dispositive Power: 0*
--------------------------------------
(8) Shared Dispositive Power: 712,600*
--------------------------------------
--------------------------------------------------------------------------------
(9) Aggregate Amount Beneficially Owned by Each Reporting Person:
712,600*
--------------------------------------------------------------------------------
(10) Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
[ ]
--------------------------------------------------------------------------------
(11) Percent of Class Represented by Amount in Row (9): 2.8%*
--------------------------------------------------------------------------------
(12) Type of Reporting Person: IA/PN
--------------------------------------------------------------------------------
* Based on information set forth on the Form 10-QSB of Westside Energy
Corporation (the "Company") as filed with the Securities and Exchange Commission
on November 14, 2007, there were 25,200,274 shares of the Company's common
stock, par value $0.01 per share (the "Shares"), issued and outstanding as of
November 13, 2007. As of March 26, 2008 (the "Reporting Date"), Walker Smith
Capital, L.P. ("WSC"), Walker Smith Capital (Q.P.), L.P. ("WSCQP"), Walker Smith
International Fund, Ltd. ("WS International") and HHMI Investments, L.P. ("HHMI"
and collectively with WSC, WSCQP and WS International, the "WS Funds") owned in
the aggregate 658,100 Shares. WS Capital Management, L.P. ("WSC Management") is
the general partner of WSC and WSCQP, the agent and attorney-in-fact for WS
International, and the investment manager for HHMI. WS Capital, L.L.C. ("WS
Capital") is the general partner of WSC Management. Reid S. Walker and G. Stacy
Smith are principals of WS Capital. As a result, WSC Management, WS Capital, and
Messrs. Reid S. Walker and G. Stacy Smith possess shared power to vote and to
direct the disposition of the securities held by the WS Funds. In addition, as
of the Reporting Date, WS Opportunity Fund, L.P. ("WSO"), WS Opportunity Fund
(Q.P.), L.P. ("WSOQP"), and WS Opportunity Fund International, Ltd. ("WSO
International" and collectively with WSO and WSOQP, the "WSO Funds") owned in
the aggregate 712,600 Shares. WS Ventures Management, L.P. ("WSVM") is the
general partner of WSO and WSOQP and the agent and attorney-in-fact for WSO
International. WSV Management, L.L.C. ("WSV") is the general partner of WSVM.
|
Reid S. Walker, G. Stacy Smith and Patrick P. Walker are principals of WSV. As a
result, WSVM, WSV, and Messrs. Reid S. Walker, Patrick P. Walker and G. Stacy
Smith possess shared power to vote and to direct the disposition of the
securities held by the WSO Funds. Thus, as of the Reporting Date, for the
purposes of Reg. Section 240.13d-3, (i) Messrs. Reid S. Walker and G. Stacy
Smith are deemed to beneficially own 1,370,700 Shares, or approximately 5.4% of
the Shares deemed issued and outstanding as of the Reporting Date, (ii) WS
Capital and WSC Management are deemed to beneficially own 658,100 Shares, or
approximately 2.6% of the Shares deemed issued and outstanding as of the
Reporting Date, and (iii) WSVM, WSV, and Mr. Patrick P. Walker are deemed to
beneficially own 712,600 Shares, or approximately 2.8% of the Shares deemed
issued and outstanding as of the Reporting Date. Each of the reporting persons
hereby expressly disclaims membership in a "group" under Section 13(d) of the
Act and the rules and regulations thereunder with respect to the Shares reported
herein, and this Schedule 13G shall not be deemed to be an admission that any
such reporting person is a member of such a group.
CUSIP No. 96149R100
--------------------------------------------------------------------------------
(1) Names of Reporting Persons: Reid S. Walker
I.R.S. Identification Nos. of Above Persons (entities only):
--------------------------------------------------------------------------------
(2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ] (b) [X]
--------------------------------------------------------------------------------
(3) SEC Use Only
--------------------------------------------------------------------------------
(4) Citizenship or Place of Organization: United States
--------------------------------------------------------------------------------
Number of Shares Beneficially Owned
by Each Reporting Person (5) Sole Voting Power: 0*
--------------------------------------
(6) Shared Voting Power: 1,370,700*
--------------------------------------
(7) Sole Dispositive Power: 0*
--------------------------------------
(8) Shared Dispositive Power: 1,370,700*
--------------------------------------
--------------------------------------------------------------------------------
(9) Aggregate Amount Beneficially Owned by Each Reporting Person:
1,370,700*
--------------------------------------------------------------------------------
(10) Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
[ ]
--------------------------------------------------------------------------------
(11) Percent of Class Represented by Amount in Row (9): 5.4%*
--------------------------------------------------------------------------------
(12) Type of Reporting Person: IN
--------------------------------------------------------------------------------
* Based on information set forth on the Form 10-QSB of Westside Energy
Corporation (the "Company") as filed with the Securities and Exchange Commission
on November 14, 2007, there were 25,200,274 shares of the Company's common
stock, par value $0.01 per share (the "Shares"), issued and outstanding as of
November 13, 2007. As of March 26, 2008 (the "Reporting Date"), Walker Smith
Capital, L.P. ("WSC"), Walker Smith Capital (Q.P.), L.P. ("WSCQP"), Walker Smith
International Fund, Ltd. ("WS International") and HHMI Investments, L.P. ("HHMI"
and collectively with WSC, WSCQP and WS International, the "WS Funds") owned in
the aggregate 658,100 Shares. WS Capital Management, L.P. ("WSC Management") is
the general partner of WSC and WSCQP, the agent and attorney-in-fact for WS
International, and the investment manager for HHMI. WS Capital, L.L.C. ("WS
Capital") is the general partner of WSC Management. Reid S. Walker and G. Stacy
Smith are principals of WS Capital. As a result, WSC Management, WS Capital, and
Messrs. Reid S. Walker and G. Stacy Smith possess shared power to vote and to
direct the disposition of the securities held by the WS Funds. In addition, as
of the Reporting Date, WS Opportunity Fund, L.P. ("WSO"), WS Opportunity Fund
(Q.P.), L.P. ("WSOQP"), and WS Opportunity Fund International, Ltd. ("WSO
International" and collectively with WSO and WSOQP, the "WSO Funds") owned in
the aggregate 712,600 Shares. WS Ventures Management, L.P. ("WSVM") is the
general partner of WSO and WSOQP and the agent and attorney-in-fact for WSO
International. WSV Management, L.L.C. ("WSV") is the general partner of WSVM.
|
Reid S. Walker, G. Stacy Smith and Patrick P. Walker are principals of WSV. As a
result, WSVM, WSV, and Messrs. Reid S. Walker, Patrick P. Walker and G. Stacy
Smith possess shared power to vote and to direct the disposition of the
securities held by the WSO Funds. Thus, as of the Reporting Date, for the
purposes of Reg. Section 240.13d-3, (i) Messrs. Reid S. Walker and G. Stacy
Smith are deemed to beneficially own 1,370,700 Shares, or approximately 5.4% of
the Shares deemed issued and outstanding as of the Reporting Date, (ii) WS
Capital and WSC Management are deemed to beneficially own 658,100 Shares, or
approximately 2.6% of the Shares deemed issued and outstanding as of the
Reporting Date, and (iii) WSVM, WSV, and Mr. Patrick P. Walker are deemed to
beneficially own 712,600 Shares, or approximately 2.8% of the Shares deemed
issued and outstanding as of the Reporting Date. Each of the reporting persons
hereby expressly disclaims membership in a "group" under Section 13(d) of the
Act and the rules and regulations thereunder with respect to the Shares reported
herein, and this Schedule 13G shall not be deemed to be an admission that any
such reporting person is a member of such a group.
CUSIP No. 96149R100
--------------------------------------------------------------------------------
(1) Names of Reporting Persons: G. Stacy Smith
I.R.S. Identification Nos. of Above Persons (entities only):
--------------------------------------------------------------------------------
(2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ] (b) [X]
--------------------------------------------------------------------------------
(3) SEC Use Only
--------------------------------------------------------------------------------
(4) Citizenship or Place of Organization: United States
--------------------------------------------------------------------------------
Number of Shares Beneficially Owned
by Each Reporting Person (5) Sole Voting Power: 0*
--------------------------------------
(6) Shared Voting Power: 1,370,700*
--------------------------------------
(7) Sole Dispositive Power: 0*
--------------------------------------
(8) Shared Dispositive Power: 1,370,700*
--------------------------------------
--------------------------------------------------------------------------------
(9) Aggregate Amount Beneficially Owned by Each Reporting Person:
1,370,700*
--------------------------------------------------------------------------------
(10) Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
[ ]
--------------------------------------------------------------------------------
(11) Percent of Class Represented by Amount in Row (9): 5.4%*
--------------------------------------------------------------------------------
(12) Type of Reporting Person: IN
--------------------------------------------------------------------------------
* Based on information set forth on the Form 10-QSB of Westside Energy
Corporation (the "Company") as filed with the Securities and Exchange Commission
on November 14, 2007, there were 25,200,274 shares of the Company's common
stock, par value $0.01 per share (the "Shares"), issued and outstanding as of
November 13, 2007. As of March 26, 2008 (the "Reporting Date"), Walker Smith
Capital, L.P. ("WSC"), Walker Smith Capital (Q.P.), L.P. ("WSCQP"), Walker Smith
International Fund, Ltd. ("WS International") and HHMI Investments, L.P. ("HHMI"
and collectively with WSC, WSCQP and WS International, the "WS Funds") owned in
the aggregate 658,100 Shares. WS Capital Management, L.P. ("WSC Management") is
the general partner of WSC and WSCQP, the agent and attorney-in-fact for WS
International, and the investment manager for HHMI. WS Capital, L.L.C. ("WS
Capital") is the general partner of WSC Management. Reid S. Walker and G. Stacy
Smith are principals of WS Capital. As a result, WSC Management, WS Capital, and
Messrs. Reid S. Walker and G. Stacy Smith possess shared power to vote and to
direct the disposition of the securities held by the WS Funds. In addition, as
of the Reporting Date, WS Opportunity Fund, L.P. ("WSO"), WS Opportunity Fund
(Q.P.), L.P. ("WSOQP"), and WS Opportunity Fund International, Ltd. ("WSO
International" and collectively with WSO and WSOQP, the "WSO Funds") owned in
the aggregate 712,600 Shares. WS Ventures Management, L.P. ("WSVM") is the
general partner of WSO and WSOQP and the agent and attorney-in-fact for WSO
International. WSV Management, L.L.C. ("WSV") is the general partner of WSVM.
|
Reid S. Walker, G. Stacy Smith and Patrick P. Walker are principals of WSV. As a
result, WSVM, WSV, and Messrs. Reid S. Walker, Patrick P. Walker and G. Stacy
Smith possess shared power to vote and to direct the disposition of the
securities held by the WSO Funds. Thus, as of the Reporting Date, for the
purposes of Reg. Section 240.13d-3, (i) Messrs. Reid S. Walker and G. Stacy
Smith are deemed to beneficially own 1,370,700 Shares, or approximately 5.4% of
the Shares deemed issued and outstanding as of the Reporting Date, (ii) WS
Capital and WSC Management are deemed to beneficially own 658,100 Shares, or
approximately 2.6% of the Shares deemed issued and outstanding as of the
Reporting Date, and (iii) WSVM, WSV, and Mr. Patrick P. Walker are deemed to
beneficially own 712,600 Shares, or approximately 2.8% of the Shares deemed
issued and outstanding as of the Reporting Date. Each of the reporting persons
hereby expressly disclaims membership in a "group" under Section 13(d) of the
Act and the rules and regulations thereunder with respect to the Shares reported
herein, and this Schedule 13G shall not be deemed to be an admission that any
such reporting person is a member of such a group.
CUSIP No. 96149R100
--------------------------------------------------------------------------------
(1) Names of Reporting Persons: Patrick P. Walker
I.R.S. Identification Nos. of Above Persons (entities only):
--------------------------------------------------------------------------------
(2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ] (b) [X]
--------------------------------------------------------------------------------
(3) SEC Use Only
--------------------------------------------------------------------------------
(4) Citizenship or Place of Organization: United States
--------------------------------------------------------------------------------
Number of Shares Beneficially Owned
by Each Reporting Person (5) Sole Voting Power: 0*
--------------------------------------
(6) Shared Voting Power: 712,600*
--------------------------------------
(7) Sole Dispositive Power: 0*
--------------------------------------
(8) Shared Dispositive Power: 712,600*
--------------------------------------
--------------------------------------------------------------------------------
(9) Aggregate Amount Beneficially Owned by Each Reporting Person:
712,600*
--------------------------------------------------------------------------------
(10) Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
[ ]
--------------------------------------------------------------------------------
(11) Percent of Class Represented by Amount in Row (9): 2.8%*
--------------------------------------------------------------------------------
(12) Type of Reporting Person: IN
--------------------------------------------------------------------------------
* Based on information set forth on the Form 10-QSB of Westside Energy
Corporation (the "Company") as filed with the Securities and Exchange Commission
on November 14, 2007, there were 25,200,274 shares of the Company's common
stock, par value $0.01 per share (the "Shares"), issued and outstanding as of
November 13, 2007. As of March 26, 2008 (the "Reporting Date"), Walker Smith
Capital, L.P. ("WSC"), Walker Smith Capital (Q.P.), L.P. ("WSCQP"), Walker Smith
International Fund, Ltd. ("WS International") and HHMI Investments, L.P. ("HHMI"
and collectively with WSC, WSCQP and WS International, the "WS Funds") owned in
the aggregate 658,100 Shares. WS Capital Management, L.P. ("WSC Management") is
the general partner of WSC and WSCQP, the agent and attorney-in-fact for WS
International, and the investment manager for HHMI. WS Capital, L.L.C. ("WS
Capital") is the general partner of WSC Management. Reid S. Walker and G. Stacy
Smith are principals of WS Capital. As a result, WSC Management, WS Capital, and
Messrs. Reid S. Walker and G. Stacy Smith possess shared power to vote and to
direct the disposition of the securities held by the WS Funds. In addition, as
of the Reporting Date, WS Opportunity Fund, L.P. ("WSO"), WS Opportunity Fund
(Q.P.), L.P. ("WSOQP"), and WS Opportunity Fund International, Ltd. ("WSO
International" and collectively with WSO and WSOQP, the "WSO Funds") owned in
the aggregate 712,600 Shares. WS Ventures Management, L.P. ("WSVM") is the
general partner of WSO and WSOQP and the agent and attorney-in-fact for WSO
International. WSV Management, L.L.C. ("WSV") is the general partner of WSVM.
|
Reid S. Walker, G. Stacy Smith and Patrick P. Walker are principals of WSV. As a
result, WSVM, WSV, and Messrs. Reid S. Walker, Patrick P. Walker and G. Stacy
Smith possess shared power to vote and to direct the disposition of the
securities held by the WSO Funds. Thus, as of the Reporting Date, for the
purposes of Reg. Section 240.13d-3, (i) Messrs. Reid S. Walker and G. Stacy
Smith are deemed to beneficially own 1,370,700 Shares, or approximately 5.4% of
the Shares deemed issued and outstanding as of the Reporting Date, (ii) WS
Capital and WSC Management are deemed to beneficially own 658,100 Shares, or
approximately 2.6% of the Shares deemed issued and outstanding as of the
Reporting Date, and (iii) WSVM, WSV, and Mr. Patrick P. Walker are deemed to
beneficially own 712,600 Shares, or approximately 2.8% of the Shares deemed
issued and outstanding as of the Reporting Date. Each of the reporting persons
hereby expressly disclaims membership in a "group" under Section 13(d) of the
Act and the rules and regulations thereunder with respect to the Shares reported
herein, and this Schedule 13G shall not be deemed to be an admission that any
such reporting person is a member of such a group.
Item 1(a). Name of Issuer: Westside Energy Corporation
Item 1(b). Address of Issuer's Principal Executive Offices:
3131 Turtle Creek Blvd., Suite 1300
Dallas, Texas 75219
Item 2(a). Name of Person Filing:
WS Capital, L.L.C.
WS Capital Management, L.P.
WSV Management, L.L.C.
WS Ventures Management, L.P.
Reid S. Walker
G. Stacy Smith
Patrick P. Walker
Item 2(b). Address of Principal Business Office or, if none, Residence:
300 Crescent Court, Suite 1111
Dallas, Texas 75201
Item 2(c). Citizenship:
WS Capital, L.L.C.: Texas
WS Capital Management, L.P.: Texas
WSV Management, L.L.C.: Texas
WS Ventures Management, L.P.: Texas
Reid S. Walker: United States
G. Stacy Smith: United States
Patrick P. Walker: United States
Item 2(d). Title of Class of Securities: Common Stock, par value $0.01 per
share
|
Item 2(e). CUSIP Number: 96149R100
Item 3. Not Applicable.
Item 4. Ownership:
(a) Amount Beneficially Owned:
WS Capital, L.L.C.: 658,100*
WS Capital Management, L.P.: 658,100*
_________________________________
|
* Based on information set forth on the Form 10-QSB of Westside Energy
Corporation (the "Company") as filed with the Securities and Exchange Commission
on November 14, 2007, there were 25,200,274 shares of the Company's common
stock, par value $0.01 per share (the "Shares"), issued and outstanding as of
November 13, 2007. As of March 26, 2008 (the "Reporting Date"), Walker Smith
Capital, L.P. ("WSC"), Walker Smith Capital (Q.P.), L.P. ("WSCQP"), Walker Smith
International Fund, Ltd. ("WS International") and HHMI Investments, L.P. ("HHMI"
and collectively with WSC, WSCQP and WS International, the "WS Funds") owned in
WSV Management, L.L.C.: 712,600*
WS Ventures Management, L.P.: 712,600*
Reid S. Walker: 1,370,700*
G. Stacy Smith: 1,370,700*
Patrick P. Walker: 712,600*
(b) Percent of Class:
WS Capital, L.L.C.: 2.6%*
WS Capital Management, L.P.: 2.6%*
WSV Management, L.L.C.: 2.8%*
WS Ventures Management, L.P.: 2.8%*
Reid S. Walker: 5.4%*
G. Stacy Smith: 5.4%*
Patrick P. Walker: 2.8%*
|
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: 0*
(ii) shared power to vote or to direct the vote:
WS Capital, L.L.C.: 658,100*
WS Capital Management, L.P.: 658,100*
WSV Management, L.L.C.: 712,600*
_________________________________
|
the aggregate 658,100 Shares. WS Capital Management, L.P. ("WSC Management") is
the general partner of WSC and WSCQP, the agent and attorney-in-fact for WS
International, and the investment manager for HHMI. WS Capital, L.L.C. ("WS
Capital") is the general partner of WSC Management. Reid S. Walker and G. Stacy
Smith are principals of WS Capital. As a result, WSC Management, WS Capital, and
Messrs. Reid S. Walker and G. Stacy Smith possess shared power to vote and to
direct the disposition of the securities held by the WS Funds. In addition, as
of the Reporting Date, WS Opportunity Fund, L.P. ("WSO"), WS Opportunity Fund
(Q.P.), L.P. ("WSOQP"), and WS Opportunity Fund International, Ltd. ("WSO
International" and collectively with WSO and WSOQP, the "WSO Funds") owned in
the aggregate 712,600 Shares. WS Ventures Management, L.P. ("WSVM") is the
general partner of WSO and WSOQP and the agent and attorney-in-fact for WSO
International. WSV Management, L.L.C. ("WSV") is the general partner of WSVM.
Reid S. Walker, G. Stacy Smith and Patrick P. Walker are principals of WSV. As a
result, WSVM, WSV, and Messrs. Reid S. Walker, Patrick P. Walker and G. Stacy
Smith possess shared power to vote and to direct the disposition of the
securities held by the WSO Funds. Thus, as of the Reporting Date, for the
purposes of Reg. Section 240.13d-3, (i) Messrs. Reid S. Walker and G. Stacy
Smith are deemed to beneficially own 1,370,700 Shares, or approximately 5.4% of
the Shares deemed issued and outstanding as of the Reporting Date, (ii) WS
Capital and WSC Management are deemed to beneficially own 658,100 Shares, or
approximately 2.6% of the Shares deemed issued and outstanding as of the
Reporting Date, and (iii) WSVM, WSV, and Mr. Patrick P. Walker are deemed to
beneficially own 712,600 Shares, or approximately 2.8% of the Shares deemed
issued and outstanding as of the Reporting Date. Each of the reporting persons
hereby expressly disclaims membership in a "group" under Section 13(d) of the
Act and the rules and regulations thereunder with respect to the Shares reported
herein, and this Schedule 13G shall not be deemed to be an admission that any
such reporting person is a member of such a group.
* Based on information set forth on the Form 10-QSB of the Company as filed with
the Securities and Exchange Commission on November 14, 2007, there were
25,200,274 Shares issued and outstanding as of November 13, 2007. As of March
26, 2008 the WS Funds owned in the aggregate 658,100 Shares. WSC Management is
the general partner of WSC and WSCQP, the agent and attorney-in-fact for WS
International, and the investment manager for HHMI. WS Capital is the general
partner of WSC Management. Reid S. Walker and G. Stacy Smith are principals of
WS Capital. As a result, WSC Management, WS Capital, and Messrs. Reid S. Walker
and G. Stacy Smith possess shared power to vote and to direct the disposition of
the securities held by the WS Funds. In addition, as of the Reporting Date, the
WSO Funds owned in the aggregate 712,600 Shares. WSVM is the general partner of
WSO and WSOQP and the agent and attorney-in-fact for WSO International. WSV is
the general partner of WSVM. Reid S. Walker, G. Stacy Smith and Patrick P.
Walker are principals of WSV. As a result, WSVM, WSV, and Messrs. Reid S.
Walker, Patrick P. Walker and G. Stacy Smith possess shared power to vote and to
direct the disposition of the securities held by the WSO Funds. Thus, as of the
Reporting Date, for the purposes of Reg. Section 240.13d-3, (i) Messrs. Reid S.
Walker and G. Stacy Smith are deemed to beneficially own 1,370,700 Shares, or
approximately 5.4% of the Shares deemed issued and outstanding as of the
Reporting Date, (ii) WS Capital and WSC Management are deemed to beneficially
own 658,100 Shares, or approximately 2.6% of the Shares deemed issued and
outstanding as of the Reporting Date, and (iii) WSVM, WSV, and Mr. Patrick P.
Walker are deemed to beneficially own 712,600 Shares, or approximately 2.8% of
the Shares deemed issued and outstanding as of the Reporting Date. Each of the
reporting persons hereby expressly disclaims membership in a "group" under
Section 13(d) of the Act and the rules and regulations thereunder with respect
to the Shares reported herein, and this Schedule 13G shall not be deemed to be
an admission that any such reporting person is a member of such a group.
WS Ventures Management, L.P.: 712,600*
Reid S. Walker: 1,370,700*
G. Stacy Smith: 1,370,700*
Patrick P. Walker: 712,600*
|
(iii) sole power to dispose or to direct the disposition of: 0*
(iv) shared power to dispose or to direct the disposition of:
WS Capital, L.L.C.: 658,100*
WS Capital Management, L.P.: 658,100*
WSV Management, L.L.C.: 712,600*
WS Ventures Management, L.P.: 712,600*
Reid S. Walker: 1,370,700*
G. Stacy Smith: 1,370,700*
Patrick P. Walker: 712,600*
|
Item 5. 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 five percent of the class of securities, check the following
[ ].
Item 6. Ownership of More than Five Percent on Behalf of Another Person:
Not applicable.
Item 7. Identification and Classification of Subsidiary Which Acquired the
Securities: Not applicable.
Item 8. Identification and Classification of Members of the Group:
Not applicable.
Item 9. Notice of Dissolution of Group:
Not applicable.
* Based on information set forth on the Form 10-QSB of the Company as filed with
the Securities and Exchange Commission on November 14, 2007, there were
25,200,274 Shares issued and outstanding as of November 13, 2007. As of March
26, 2008 the WS Funds owned in the aggregate 658,100 Shares. WSC Management is
the general partner of WSC and WSCQP, the agent and attorney-in-fact for WS
International, and the investment manager for HHMI. WS Capital is the general
partner of WSC Management. Reid S. Walker and G. Stacy Smith are principals of
WS Capital. As a result, WSC Management, WS Capital, and Messrs. Reid S. Walker
and G. Stacy Smith possess shared power to vote and to direct the disposition of
the securities held by the WS Funds. In addition, as of the Reporting Date, the
WSO Funds owned in the aggregate 712,600 Shares. WSVM is the general partner of
WSO and WSOQP and the agent and attorney-in-fact for WSO International. WSV is
the general partner of WSVM. Reid S. Walker, G. Stacy Smith and Patrick P.
Walker are principals of WSV. As a result, WSVM, WSV, and Messrs. Reid S.
Walker, Patrick P. Walker and G. Stacy Smith possess shared power to vote and to
direct the disposition of the securities held by the WSO Funds. Thus, as of the
Reporting Date, for the purposes of Reg. Section 240.13d-3, (i) Messrs. Reid S.
Walker and G. Stacy Smith are deemed to beneficially own 1,370,700 Shares, or
approximately 5.4% of the Shares deemed issued and outstanding as of the
Reporting Date, (ii) WS Capital and WSC Management are deemed to beneficially
own 658,100 Shares, or approximately 2.6% of the Shares deemed issued and
outstanding as of the Reporting Date, and (iii) WSVM, WSV, and Mr. Patrick P.
Walker are deemed to beneficially own 712,600 Shares, or approximately 2.8% of
the Shares deemed issued and outstanding as of the Reporting Date. Each of the
reporting persons hereby expressly disclaims membership in a "group" under
Section 13(d) of the Act and the rules and regulations thereunder with respect
to the Shares reported herein, and this Schedule 13G shall not be deemed to be
an admission that any such reporting person is a member of such a 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.
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.
March 28, 2008
WS CAPITAL, L.L.C.
By: /s/ Reid S. Walker
---------------------------------------------
Reid S. Walker, Member
|
WS CAPITAL MANAGEMENT, L.P.
By: WS Capital, L.L.C., its general partner
By: /s/ Reid S. Walker
---------------------------------------------
Reid S. Walker, Member
|
WSV MANAGEMENT, L.L.C.
By: /s/ Reid S. Walker
---------------------------------------------
Reid S. Walker, Member
|
WS VENTURES MANAGEMENT, L.P.
By: WSV Management, L.L.C., its general partner
By: /s/ Reid S. Walker
---------------------------------------------
Reid S. Walker, Member
/s/ Reid S. Walker
-----------------------------------------
REID S. WALKER
|
/s/ G. Stacy Smith
-----------------------------------------
G. STACY SMITH
/s/ Patrick P. Walker
-----------------------------------------
PATRICK P. WALKER
|
Attention: Intentional misstatements or omissions of fact constitute
Federal criminal violations (See 18 U.S.C. 1001)
EXHIBIT 1
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act
of 1934, as amended, the persons named below agree to the joint filing on behalf
of each of them a Statement on Schedule 13G (including amendments thereto) with
regard to the common stock of Westside Energy Corporation and further agree that
this Joint Filing Agreement be included as an Exhibit to such joint filings. In
evidence thereof, the undersigned, being duly authorized, hereby execute this
Joint Filing Agreement as of March 28, 2008.
WS CAPITAL, L.L.C.
By: /s/ Reid S. Walker
---------------------------------------------
Reid S. Walker, Member
|
WS CAPITAL MANAGEMENT, L.P.
By: WS Capital, L.L.C., its general partner
By: /s/ Reid S. Walker
---------------------------------------------
Reid S. Walker, Member
|
WSV MANAGEMENT, L.L.C.
By: /s/ Reid S. Walker
---------------------------------------------
Reid S. Walker, Member
|
WS VENTURES MANAGEMENT, L.P.
By: WSV Management, L.L.C., its general partner
By: /s/ Reid S. Walker
---------------------------------------------
Reid S. Walker, Member
|
/s/ Reid S. Walker
-----------------------------------------
REID S. WALKER
/s/ G. Stacy Smith
-----------------------------------------
G. STACY SMITH
/s/ Patrick P. Walker
-----------------------------------------
PATRICK P. WALKER
|
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