SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
AMENDMENT NO. 1
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
April 23, 2012
RED MOUNTAIN RESOURCES, INC.
(Exact Name of Registrant as Specified in
|(State or Other Jurisdiction
|2515 McKinney Avenue, Suite 900, Dallas, Texas
|(Address of Principal Executive Offices)
(Registrant’s Telephone Number, Including
(Former Name or Former Address, if Changed
Since Last Report)
Check the appropriate box below
if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e 4(c))
Item 8.01 Other Events.
reported, on April 23, 2012, Red Mountain Resources, Inc. (the “Company”) entered into a settlement agreement
(“Agreement”) with Cross Border Resources, Inc. (“Cross Border”). Pursuant to the Agreement, Everett Willard
Gray, II, Lawrence J. Risley, and Brad E. Heidelberg were to resign from the Board of Directors of Cross Border (with Richard F.
LaRoche, Jr. and John W. Hawkins remaining as board members of Cross Border) and Alan W. Barksdale, Randell K. Ford and Paul N.
Vassilakos, each a member of the Company’s board of directors, were to be appointed as directors of Cross Border to fill
the vacancies, effective upon the day after the tenth day following the mailing of the Information Statement (defined below) to
Cross Border’s stockholders.
with the Agreement, the Company was to withdraw its complaint filed against Cross Border with the District Court for Clark
County, Nevada (the “Complaint”) and cause a dismissal of such lawsuit with prejudice.
On April 27, 2012, Cross Border filed with
the Securities and Exchange Commission, and mailed to stockholders, an information statement (“Information Statement”)
for the purpose of notifying Cross Border’s stockholders of the above-referenced transactions and change in the majority
of its Board.
Accordingly, on May 8, 2012, the day after
the tenth day following the mailing of the Information Statement, Messrs. Gray, Risley and Heidelberg resigned from the Board of Directors
of Cross Border and Messrs. Barksdale, Ford and Vassilakos were appointed as directors to fill the vacancies. Additionally on such
date, the Company withdrew its Complaint and caused its dismissal with prejudice as required by the Agreement.
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|Dated: May 9, 2012
||RED MOUNTAIN RESOURCES, INC.|
||/s/ Alan W. Barksdale|
||Alan W. Barksdale|
||Chief Executive Officer|