Attached files
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Earliest Event Reported: March 22, 2011
RED MOUNTAIN RESOURCES, INC.
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(Exact name of Company as specified in its charter)
7609 Ralston Road, Arvada, CO 80002
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(Address of Registrant)
N/A
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(Former name or former address, if changed since last report)
Florida 000-164968 27-1739487
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(State or other jurisdiction (Commission File (IRS Employer Identi-
of incorporation) Number) fication Number)
(720) 204-1013
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Company's telephone number, including area code
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the Company 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))
SECTION 2 - FINANCIAL INFORMATION
Item 2.01 - Completion of Acquisition or Disposition of Assets
History of Red Mountain Resources, Inc.
Red Mountain Resources, Inc. ("Red Mountain," "We," "Us," "Our," or "Company"
hereafter) was incorporated on January 19, 2010 in the state of Florida as
Teaching Time, Inc. which intended to design, develop, and market instructional
products and services for the corporate, education, government, and healthcare
e-learning industries. The Company changed the direction of its business plan
and subsequently changed its name to Red Mountain Resources, Inc. to better
reflect its current business plan. Red Mountain Resources, Inc., a Florida
corporation, is an independent, growth oriented, energy company that intends to
acquire and develop oil and gas properties. We currently trade under the symbol
"THCT" on the OTC Bulletin Board. However, we are in the process of changing the
symbol to reflect our recent name change.
The Company has amended the Articles of Incorporation in the State of Florida to
reflect the number of authorized shares as follows:
An increase in common shares to Five Hundred Million (500,000,000)
shares, par value $0.00001 per common share; and
Authorization of One Hundred Million (100,000,000) Preferred shares,
par value $0.0001. Preferred shares are subject to division into Series or
Classes, and the Designations of Rights and Privileges of such Series or
Classes, which shall be determined, in the discretion of the Board of Directors.
Effective March 22, 2011, the Company effectuated a forward split of its issued
and outstanding stock on a 25 for 1 basis.
Business Activities and Recent Developments
Red Mountain's business operations are intended to include oil and gas
exploration, development, production, gathering and transportation. Our planned
areas of operation include the Permian Basin in New Mexico & Texas and onshore
Gulf Coast of Louisiana & Texas. We intend to pursue opportunities in areas
where the proposed management's experience and expertise can be leveraged and
capital investment may generate value to shareholders.
At this time, the Company is in the acquisition and consolidation stage of its
operational activities. There is no current revenue or production in the
Company. We are negotiating the consolidation and acquisition of various
producing oil and gas properties.
Many factors are beyond our ability to control or predict. These factors are not
intended to represent a complete list of the general or specific factors that
may affect us.
General
We intend to generally concentrate our acquisition, exploration and development
efforts in areas where we can apply the technical expertise and experience of
the proposed management and consultants.
Our planned core areas of operation are the Permian Basin in New Mexico and
Texas and onshore Gulf Coast. The proposed management is aware of energy
prospects that consist of proved and unproved locations, which are located in
these regions, and has identified the consolidation and acquisition of various
producing properties, each of which is producing revenue.
We have identified an experienced team of managers and consultants with
significant experience who have:
o Participated in over 1,000 wells in 11 U.S. States and 9 countries
globally
o A history of prospect identification and value creation
Company Strategy
o Acquire and develop oil and gas properties that provide an inventory
of drill sites with limited geologic risk and limited variation of
production from well to well.
o Leverage proposed management's experience and expertise in core areas
to pursue exploitation and development opportunities.
o Deploy capital and technical skills to generate value for our
shareholders.
Present Opportunities Brought by Proposed Management to Acquire, Develop, Grow
and Realize Value
Red Mountain Resources has signed a contract to acquire and develop selected oil
and gas properties in the Permian Basin and has made an offer to acquire the
onshore Gulf Coast properties from a receivership subject to Court approval.
Revenues have the potential to be increased through drilling of proved
undeveloped drilling locations. Management believes that the resulting Free Cash
Flow may then be used to drill additional stepout oil and gas wells in each of
these producing basins. Management also believes that such actions have the
potential to increase the value of Red Mountain's properties if capital is
available for development.
Management believes these opportunities have the following features:
o Proved producing reserves with existing cash flow;
o Non-producing reserves that can be immediately developed to enhance
cash flow;
o Inventory of proved-undeveloped drill sites that can provide
production growth; and
o Values of proved reserves that can be increased in a short period of
time with low risk drilling.
Synopsis of Properties and Assets Being Proposed for Consolidation and
Acquisition:
o South Texas - South East Lopez, Exxun and Wilcox
o Approximately 8,191.42 gross acres (3,631.41 net) in Duval &
Zapata Counties with 20 proved undeveloped drill-sites
o Gross Daily Production - approximately 20,363.10 MCFD (2,519.50
net) & 21.18 BOD (5.68 net)
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o Gross Estimated Potential Reserves - approximately 146 BCF (25.99
net) & 548,379 BBLS (159,326 net)
o PDNP due to prior operator financial difficulties and poor asset
management
o Acreage held by production, thus creating flexibility to drill in
"high commodity price" environments
o Permian Basin
o Low Risk Drilling with Multiple Producing Horizons
o Approximately 2,886 gross acres (2,093.52 net) in Ector & Andrews
Counties, TX and Lea County, NM with 42 potential drilling
locations
o Gross Daily Production - approximately 109 MCFD (81.75 net) &
17.53 BOD (13.04 net)
o Gross Recoverable Reserves - approximately 25.55 BCF (13.07 net)
& 8.82MM BBLS (4.791 net)
o Permian Basin - Devonian Truncation
o 1,900 Acres of Lease Hold with 47 potential drilling locations
o Gross Potential Reserves - approximately 16.45MM BBLS (12.34 net)
& 16.45 BCF (12.34 net)
Goals:
Our focus is to increase shareholder value by pursuing our corporate strategy as
follows:
Pursue concurrent development of our core areas.
We plan to spend up to $25,000,000 to acquire and develop our
properties during 2011. We plan to raise these funds in a Private
Placement of common stock ("Placement" or "Offering") and expect that
the majority of the 2011 and 2012 drilling capital expenditures will be
incurred in our Permian Basin development and exploration prospects.
Many of our targeted prospects are in reservoirs that demonstrate
predictable geologic attributes and consistent reservoir
characteristics, which typically lead to more reliable drilling results
than wildcats.
Achieve consistent reserve growth through repeatable development
We intend to achieve significant reserve growth over the next few years
through a combination of acquisitions and drilling. In 2011 we intend
to achieve significant reserve and production increases as a result of
our acquisitions and development drilling program. We anticipate that
the majority of future reserve and production growth will come through
the execution of our development drilling program on properties pending
as acquisitions, which include many proved and unproved locations. Our
targets generally will consist of locations in fields that demonstrate
low variance in well performance, which leads to predictable and
repeatable field development.
Our reserve estimates, if any, may change continuously and we intend to
periodically evaluate such reserve estimates internally, with
independent engineering evaluation on an annual basis. Deviations in
the market prices of both crude oil and natural gas and the effects of
acquisitions, dispositions and exploratory development activities may
have a significant effect on the quantities and future values of our
reserves, if any. In the Permian Basin, where we plan to focus our
drilling efforts and capital expenditures, prospects generally have
reserves characterized as long-lived with low decline rates.
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Maintain high percentage ownership and operational control over our asset base
We intend to retain a high degree of operational control over our asset
base, through a high average working interest or acting as the operator
in our areas of significant activity. This is designed to provide us
with controlling interests in a multi-year inventory of drilling
locations, positioning us for reserve and production growth through our
drilling operations. We plan to control the timing, level and
allocation of our drilling capital expenditures and the technology and
methods utilized in the planning, drilling and completion process on
related targets. We believe this flexibility to opportunistically
pursue development on properties may provide us with a meaningful
competitive advantage.
Acquire and maintain acreage positions in our core areas
We believe that our intended acquisitions and development of known
production prospects in our core areas should be supplemented with
exploratory efforts that may lead to new discoveries in the future. We
intend to continually evaluate our opportunities and pursue attractive
potential opportunities that take advantage of our strengths. We are
examining several other Permian and Gulf Coast prospects, each of which
has gained substantial interest within the exploration and production
sector due to their relatively known nature and the potential for
meaningful hydrocarbon recoveries. There are other mid-size and large
independent exploration and production companies conducting drilling
activities in these plays.
Pursue a disciplined acquisition strategy in our core areas of operation
We intend to also focus on growing through targeted acquisitions.
Although drilling prospects may provide us with the opportunity to grow
reserves and production without acquisitions, we continue to evaluate
acquisition opportunities, primarily in our core areas of operation.
Experienced proposed management and operational team with advanced exploration
and development technology
Our proposed management team and consultants have over 160 years of
combined experience in the oil and gas industry, and have a proven
track record of creating value both organically and through strategic
acquisitions. Our proposed management team will be supported by an
active board of directors with experience in the oil and gas industry,
capital markets and public companies. We intend to utilize
sophisticated geologic and 3-D seismic models to enhance predictability
and reproducibility over significantly larger areas than historically
possible. We also intend to utilize multi-zone, multi-stage artificial
stimulation ("frac") technology in completing wells to substantially
increase near-term production, resulting in faster payback periods and
higher rates of return and present values. Our proposed team has
successfully applied these techniques, normally associated with
completions in the most advanced Permian Basin fields, to improve
initial and ultimate production and returns, in other companies.
Competition, Markets, Regulation and Taxation
Competition
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There are a large number of companies and individuals engaged in the exploration
for oil and gas and oil workover projects; accordingly, there is a high degree
of competition for desirable properties. Many of the companies and individuals
so engaged have substantially greater technical and financial resources than we
have.
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Markets
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The availability of a ready market for oil and gas discovered, if any, may
depend on factors beyond the control of the Company, including the proximity and
capacity of refineries, pipelines, and the effect of state regulation of
production and of federal regulations of products sold in interstate commerce,
and recent intrastate sales. The market price of oil and gas is volatile and
beyond the control of the Company. The market for natural gas is also unsettled,
and gas prices have increased dramatically in the past four years with
substantial fluctuation, seasonally and annually.
There generally are only a limited number of gas transmission companies with
existing pipelines in the vicinity of a gas well or wells. In the event that
producing gas properties are not subject to purchase contracts or that any such
contracts terminate and other parties do not purchase the Company's gas
production, there is no assurance that the Company will be able to enter into
purchase contracts with any transmission companies or other purchasers of
natural gas and there can be no assurance regarding the price which such
purchasers would be willing to pay for such gas. There presently exists an
oversupply of gas in certain areas of the marketplace due to pipeline capacity,
the extent and duration of which is unknown. Such oversupply may result in
restrictions of purchases by principal gas pipeline purchasers.
Effect of Changing Industry Conditions on Drilling and Rework Completion
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Activity
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Lower oil and gas prices have caused a decline in drilling activity in the U.S.
from time-to-time. Currently there is a high demand for drilling and workover
contractors and costs are higher compared to historical periods. The Company
cannot predict what oil and gas prices will be in the future and what effect
those prices may have on drilling activity in general, or on its ability to
generate economic drilling prospects and to raise the necessary funds or
generate funds from production, with which to drill them.
Regulation and Pricing of Natural Gas
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The Company's operations may be subject to the jurisdiction of the Federal
Energy Regulatory Commission (FERC) with respect to the sale of natural gas for
resale in interstate and intrastate commerce. State regulatory agencies may
exercise or attempt to exercise similar powers with respect to intrastate sales
of gas. Because of its complexity and broad scope, the price impact of future
legislation on the operation of the Company cannot be determined at this time.
Crude Oil and Natural Gas Liquids Price and Allocation Regulation
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Pursuant to Executive Order Number 12287, issued January 28, 1981, President
Reagan lifted all existing federal price and allocation controls over the sale
and distribution of crude oil and natural gas liquids. Executive Order Number
12287 was made effective as of January 28, 1981, and consequently, sales of
crude oil and natural gas liquids after January 27, 1981 are free from federal
regulation. The price for such sales and the supplier-purchaser relationship
will be determined by private contract and prevailing market conditions. As a
result of this action, oil which may be sold by the Company will be sold at
deregulated or free market prices. At various times, certain groups have
advocated the reestablishment of regulations and control on the sale of domestic
oil and gas, and the Company will have no control over any regulation
legislation in the future.
State Regulations
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The Company's production of oil and gas if any will be subject to regulation by
state regulatory authorities in the states in which the Company may produce oil
and gas such as the Texas Railroad Commission. In general, these regulatory
authorities are empowered to make and enforce regulations to prevent waste of
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oil and gas and to protect correlative rights and opportunities to produce oil
and gas as between owners of a common reservoir. Some regulatory authorities may
also regulate the amount of oil and gas produced by assigning allowable rates of
production.
Proposed Legislation
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A number of legislative proposals have been and probably will continue to be
introduced in Congress and in the legislatures of various states, which, if
enacted, would significantly affect the petroleum industries. Such proposals and
executive actions involve, among other things, the imposition of land use
controls such as prohibiting drilling activities on certain federal and state
lands in roadless wilderness areas. At present, it is impossible to predict what
proposals, if any, will actually be enacted by Congress or the various state
legislatures and what effect, if any, such proposals will have. However,
President Clinton's establishment of numerous National Monuments by executive
order has had the effect of precluding drilling across vast areas, which has
been continued in the current Administration through the Department of Interior.
Environmental Laws
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Oil and gas exploration and development is specifically subject to existing
federal and state laws and regulations governing environmental quality and
pollution control. Such laws and regulations may substantially increase the
costs of exploring for, developing or producing oil and gas and may prevent or
delay the commencement or continuation of a given operation.
All operations by the Company involving the exploration for or the production of
any minerals are subject to existing laws and regulations relating to
exploration procedures, safety precautions, employee health and safety, air
quality standards, pollution of stream and fresh water sources, odor, noise,
dust and other environmental protection controls adopted by federal, state and
local governmental authorities as well as the right of adjoining property
owners. The Company may be required to prepare and present to federal, state or
local authorities data pertaining to the effect or impact that any proposed
exploration for or production of minerals may have upon the environment. All
requirements imposed by any such authorities may be costly, time consuming, and
may delay commencement or continuation of exploration or production operations.
It may be anticipated that future legislation will significantly emphasize the
protection of the environment, and that, as a consequence, the activities of the
Company may be more closely regulated to further the cause of environmental
protection. Such legislation, as well as future interpretation of existing laws,
may require substantial increases in equipment and operating costs to the
Company and delays, interruptions or a termination of operations, the extent to
which cannot now be predicted.
Compliance with Environmental Laws and Regulations
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Our operations are subject to local, state and federal laws and regulations
governing environmental quality and pollution control. To date, compliance with
these regulations by us has had no material effect on our operations, capital,
earnings, or competitive position, and the cost of such compliance has not been
material. We are unable to assess or predict at this time what effect additional
regulations or legislation could have on its activities.
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Title to Properties
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The Company is not the record owner of its interest in its properties and relies
instead on contracts with the owner or operator of the property or assignment of
leases, pursuant to which, among other things, the Company has the right to have
its interest placed of record. As is customary in the oil and gas industry, a
preliminary title examination will be conducted at the time properties or
interests are acquired by us. Prior to commencement of operations on such
acreage and prior to the acquisition of properties, a title examination will
usually be conducted and significant defects remedied before proceeding with
operations or the acquisition of proved properties, as appropriate.
The properties are subject to royalty, overriding royalty and other interests
customary in the industry, liens incident to agreements, current taxes and other
burdens, minor encumbrances, easements and restrictions. Although we are not
aware of any material title defects or disputes with respect to our prospective
acreage acquisitions, to the extent such defects or disputes exist, we could
suffer title failures.
Backlog of Orders
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There are currently no orders for sales of oil and gas at this time.
Government Contracts
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None at this time.
Competitive Conditions
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There are numerous competitors in the oil and gas industry with far greater
resources, financial and marketing, to exploit oil and gas prospects which might
compete with Red Mountain Resources, Inc. Such resources could overwhelm our
efforts to acquire oil and gas production and cause our business failure.
Company Sponsored Research and Development
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No research is being conducted.
Governmental Regulation
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Oil and gas: The oil and gas business in the United States is subject to
regulation by both federal and state authorities, particularly with respect to
pricing, allowable rates of production, marketing and environmental matters.
The production of crude oil and gas has, in recent years, been the subject of
increasing state and federal controls. No assurance can be given that newly
imposed or changed federal laws will not adversely affect the economic viability
of any oil and gas properties we may acquire in the future. Federal income tax
deductions for energy exploration or production and "windfall profit" taxes have
in the past affected the economic viability of such properties, and may do so in
the future if enacted by Congress.
SECTION 5 - CORPORATE GOVERNANCE AND MANAGEMENT
ITEM 5.01 - Changes in Control of Company
On February 1, 2011, the Company's sole officer and Director, Lisa Lamson, (i)
submitted her resignation as officer and director of the Company effective
February 2, 2011, (ii) increased the size of the Board from two to three members
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effective February 2, 2011, (iii) elected as new directors V. Ray Harlow,
Kenneth J. Koock and Lynden B. Rose, also effective February 2, 2011, each to
serve until the next annual meeting of shareholders or until their respective
successors are duly elected and qualified or upon the earlier of their death,
resignation or removal, (iv) appointed Paul Vassilakos as President and Chief
Executive Officer of the Company effective February 2, 2011.
Shares shown reflect the retirement of 9,000,000 (pre-forward split) common
shares of Lisa Lamson, former Officer and control shareholder, concurrent with
the Black Rock Capital, LLC asset closing.
The Board also authorized the issuance of 50,000 shares of the Company's Common
Stock to each new director and to its new President and Chief Executive Officer
in consideration of their services to the Company in 2011.
Effective March 15, 2011, Paul Vassilakos resigned as Chief Executive Officer,
and Kenneth J. Koock was appointed Chief Executive Officer.
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
NOTE: ALL INFORMATION IN THIS TABLE IS PRESENTED ON A POST ACQUISITION BASIS,
I.E. AFTER THE COMPLETION OF THE TWO PENDING ACQUISITIONS. NO ADJUSTMENT OR
ALLOCATION IS MADE IN THIS TABLE FOR WARRANT SHARES WHICH MAY BE EARNED BY
BROKER DEALERS WHICH PARTICIPATE IN THE SELLING OF THE PLACEMENT DUE TO
INABILITY TO ESTIMATE AMOUNTS.
Beneficial owners of five percent (5%) or greater, of the Company's Common
Stock. (No Preferred Stock is outstanding at the date of the Offering.)
There were 10,200,000 Common shares (pre-split) issued and outstanding as of
March 1, 2011. The Company has effectuated a 25 for 1 forward split effective
March 22, 2011 and after such forward split and after the cancellation of
9,000,000 (pre-split) shares to treasury, it will have 30,200,000 shares of
common stock issued and outstanding After the proposed Black Rock Capital, LLC
Acquisition and the Bamco Gas, LLC Acquisition, the Company will have 62,475,000
shares issued and outstanding (does not include shares issued in the Offering).
The following sets forth information with respect to ownership by holders of
more than five percent (5%) of the Company's Common Stock known by the Company,
assuming the completion of the acquisitions:
Name and Address Title of Class Amount and Nature % before % after Minimum % after Maximum
of Beneficial Owner (1) of Beneficial Offering Offering Offering
Ownership (2) (3) (4) (5)
=========================== ================ ===================== =============== ================= =================
Alan Barksdale (6) Common Stock 18,000,000 0.00% 26.68% 20.58%
Steve Harrington Common Stock 4,500,000 0.00% 6.67% 5.14%
(1) Unless otherwise stated, the address is c/o Red Mountain Resources, Inc.,
7609 Ralston Road, Arvada, Colorado 80002
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(2) Shares shown reflect the retirement of 9,000,000 (pre-forward split) common
shares of Lisa Lamson, former Officer and control shareholder, concurrent with
the Black Rock Capital, LLC asset closing.
(3) Based on 62,475,000 shares issued and outstanding post-forward split and the
after the retirement of 9,000,000 (pre-forward split) shares held by Lisa
Lamson, former Officer and control shareholder. (4) Based on 67,475,000 shares
issued and outstanding, assuming post acquisitions and post-forward split and
after the retirement of 9,000,000 (pre-forward split) shares held by Lisa
Lamson, former Officer and control shareholder and the issuance of minimum
offering amount of 5,000,000 shares.
(5) Based on 87,475,000 shares issued and outstanding, assuming post
acquisitions and post-forward split and after the retirement of 9,000,000
(pre-forward split) shares held by Lisa Lamson, former Officer and control
shareholder and the issuance of maximum offering amount of 25,000,000 shares.
(6) Mr. Barksdale disclaims any ownership in any shares involving the Bamco Gas,
LLC Receivership estate.
OFFICERS AND DIRECTORS
The following table sets forth certain information regarding the new directors
and officer:
Name Age Position(s)
V. Ray Harlow 58 Director
Kenneth J. Koock 66 Director, Chief Executive Officer
Lynden B. Rose 50 Director
Alan Barksdale 33 Proposed Chief Executive Officer
The principal occupations and business experience for the new directors and
officer are as follows:
V. Ray Harlow, Director, Mr. Harlow has served as the Chief Executive Officer
and Managing Member since 2007 of Palm Acquisition Partners, LLC, a Fort
Lauderdale-based company which is in the business of acquiring underperforming
stripper oil operations. Mr. Harlow also serves as the Chief Executive Officer
of Latitude Energy Services, LLC from February 2011. Mr. Harlow served as the
Chief Executive Officer and as a Director of Maverick Oil and Gas, Inc. from
March 2005 until August 2006. From August 2003 until March 2005, Mr. Harlow was
Chief Executive Officer and Managing Member of Hurricane Energy, LLC. From
August 1987 until October 1997, he was with Sun Company, Inc. (Sunoco), where he
served as Chairman and Managing Director of Sun International Oil Company from
1991 to 1997. Prior to his tenure at Sunoco, Mr. Harlow held executive
management positions with Arco, Amoco and Transcontinental Oil. Mr. Harlow
received a Bachelor of Science Degree in Geology and Chemistry from Abilene
Christian University.
Kenneth J. Koock, President and Chief Executive Officer, Interim Acting Chief
Financial Officer, and Director, Mr. Koock has served as the Chief Executive
Officer of Sydys Corporation since May 2006. Mr. Koock serves on the Board of
Directors Latitude Solutions, Inc. since March 2010. In March 2003, he founded
Kenneth J. Koock & Assoc., a financial consulting firm which assists public and
private companies on business and financial matters. He also served as Vice
Chairman of M.H. Meyerson, an investment banking firm until 2003. During his
nearly 30-year investment banking and corporate finance career, Mr. Koock has
developed a broad range of experience in capitalizing public and private
companies through various stages of fund raising. Mr. Koock currently serves as
the Chairman of the Board of Directors of Angstrom Technologies, Inc., a
technology company specializing in security. Mr. Koock has been a member of the
New York Bar Association since 1966, was a member of the Security Traders
Association of New York from 1977 to 2003, and held Series 7, 55 and 63
licenses. Mr. Koock earned a Bachelor of Arts Degree from Duke University and a
Juris Doctor degree from St. Johns Law School.
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Lynden B. Rose, Director, Mr. Rose is a partner in the law firm of Stanley,
Frank & Rose, LLP in Houston. Since 1992, he also has served as counsel to the
West Palm Beach law firm The Rose Law Firm. From 2004 until 2007, Mr. Rose was a
partner in the law firm of Lynden B. Rose, P.C. and from 2002 until 2004, Mr.
Rose was a sole practitioner in the law firm of Lynden B. Rose, Attorney at Law,
in Houston. From 1992 until 2000, he was a Partner in the law firm of Wilson
Rose & Associates. Since 2003, Mr. Rose also served as President of LM Rose
Consulting Group, and since 1991, he has served as President of Rose Sports
Management, Inc. Mr. Rose is a member of the Oil, Gas and Energy Resources Law
Section of the State Bar of Texas. From 1982 until 1984, he was a professional
basketball player drafted by the Los Angeles Lakers and played with the Las
Vegas Silvers and in Europe. Mr. Rose graduated from the University of Houston
and received his Juris Doctorate from the University of Houston.
Alan Barksdale, Proposed Chief Executive Officer (Post Black Rock Capital, LLC
Acquisition), Mr. Barksdale has been the owner and president of The StoneStreet
Group, Inc. ("SSG") since 2008. Mr. Barksdale formed SSG to provide advisory and
management services and pursue merchant banking activities. At SSG, Mr.
Barksdale oversees the firm's capital investments, manages its subsidiaries and
serves as the senior advisor to SSG's clients. Through its wholly owned
subsidiaries, SSG owns and operates upstream and midstream oil and gas assets, a
portfolio of real assets and various investments in oilfield service companies.
Mr. Barksdale has extensive experience in transaction execution and capital
markets. In 2002 Mr. Barksdale started his investment banking career at a
regional investment bank. Mr. Barksdale's job entailed providing investment
banking and financial advisory services to corporations (for profit and
non-profit) and state and local governments. Mr. Barksdale was a Director in the
Capital Markets Group and served as senior banker for approximately 115
transactions.
Mr. Barksdale graduated from the University of Arkansas at Little Rock in 2001
where he received a Bachelor of Business Administration with an emphasis in
Finance. He is registered with FINRA, MSRB, PSA and various state securities
departments throughout the U.S. Mr. Barksdale also holds a Series 7 and Series
63 licenses.
SECTION 9 FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01 Financial Statements and Exhibits
(a) Financial Statements - None
(b) Exhibits. The following is a complete list of exhibits filed as
part of this Report. Exhibit numbers correspond to the numbers in the exhibit
table of Item 601 of Regulation S-K.
Exhibit Number Description
10.1 Acquisition and Exchange Agreement with Bamco Gas LLC
The contract has been submitted to the Court and is
subject to the Court's approval.
10.2 Plan of Reorganization and Share Exchange Agreement
with Black Rock Capital LLC
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Company has duly caused this Report to be signed on its behalf by the
undersigned, hereunto duly authorized.
RED MOUNTAIN RESOURCES, INC.
By: /s/ Kenneth J. Koock
------------------------------------
Kenneth J. Koock, Chief Executive
Officer
Date: March 28, 2011
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