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 Report (Date of earliest event reported): August 10, 2012

 

RED MOUNTAIN RESOURCES, INC.

(Exact Name of Registrant as Specified in Charter)

 

Florida 000-54444 27-1739487
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)

 

2515 McKinney Avenue, Suite 900, Dallas, Texas 75201
(Address of Principal Executive Offices) (Zip Code)

 

(214) 871-0400

(Registrant’s Telephone Number, Including Area Code)

 

Not Applicable

(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)

¨ 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))

 

 
 

 

Item 3.02 Unregistered Sales of Equity Securities

 

On August 10, 2012, Red Mountain Resources, Inc. (the “Company”) entered into a stock purchase and sale agreement pursuant to which the Company acquired an aggregate of 384,040 shares of common stock of Cross Border Resources, Inc. (“Cross Border”) in exchange for the issuance of an aggregate of 768,080 shares of the Company’s common stock. The Company now owns approximately 38.5% of the outstanding shares of common stock of Cross Border. The issuance of the Company’s securities to the seller was made on a private placement basis and was exempt pursuant to Section 4(2) of the Securities Act of 1933, as amended.

 

 

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SIGNATURE

 

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: August 13, 2012   RED MOUNTAIN RESOURCES, INC.
       
       
       
    By: /s/ Alan W. Barksdale
      Alan W. Barksdale
      Chief Executive Officer

 

 

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