Amended Statement of Beneficial Ownership (sc 13d/a)
December 31 2012 - 12:03PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS
FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO
FILED PURSUANT TO
RULE 13d-2(a)
(Amendment No. 12)*
CROSS BORDER RESOURCES, INC.
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(Name of Issuer)
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Common Stock
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(Title of Class of Securities)
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227443108
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(CUSIP Number)
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Alan W. Barksdale
2515 McKinney Avenue, Suite 900
Dallas, Texas 75201
214-871-0400
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
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December 24, 2012
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(Date of Event which Requires Filing of this Statement)
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If the filing person
has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box.
¨
Note:
Schedules
filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for
other parties to whom copies are to be sent.
* 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 that would alter disclosures provided in a prior cover page.
The information required
on 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 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. 227443108
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SCHEDULE 13D
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Page
2 of 6 Pages
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1
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NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Red Mountain Resources, Inc.
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2
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CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP (SEE INSTRUCTIONS) (a)
[_]
(b)
[_]
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
OO
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
[_]
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Florida
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7
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SOLE VOTING POWER
15,155,941
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8
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SHARED VOTING POWER
0
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9
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SOLE DISPOSITIVE POWER
15,155,941
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10
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SHARED DISPOSITIVE POWER
0
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,155,941
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12
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CHECK IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
[_]
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
81.2%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
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CUSIP No. 227443108
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SCHEDULE 13D
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Page 3 of 6 Pages
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1
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NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Black Rock Capital, Inc.
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2
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CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP (SEE INSTRUCTIONS) (a)
[_]
(b)
[_]
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3
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SEC USE ONLY
|
4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
N/A
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5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
[_]
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Arkansas
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7
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SOLE VOTING POWER
0
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8
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SHARED VOTING POWER
4,272,328
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9
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SOLE DISPOSITIVE POWER
0
|
10
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SHARED DISPOSITIVE POWER
4,272,328
|
11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,272,328
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12
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CHECK IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
[_]
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
23.4%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
CO
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CUSIP No. 227443108
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SCHEDULE 13D
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Page 4 of 6 Pages
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1
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NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Alan W. Barksdale
|
2
|
CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP (SEE INSTRUCTIONS) (a)
[_]
(b)
[_]
|
3
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SEC USE ONLY
|
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
N/A
|
5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
[_]
|
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
15,155,941
|
8
|
SHARED VOTING POWER
0
|
9
|
SOLE DISPOSITIVE POWER
15,155,941
|
10
|
SHARED DISPOSITIVE POWER
0
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
15,155,941
|
12
|
CHECK IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
[_]
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
81.2%
|
14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
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CUSIP No. 227443108
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SCHEDULE 13D
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Page 5 of 6 Pages
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This Amendment No. 12 amends the original
Schedule 13D and its Amendments Nos. 1 through 11 (together, “
Schedule 13D
”) previously filed by Red Mountain
Resources, Inc. (“
Red Mountain
”), Black Rock Capital, Inc. (“
Black Rock
”) and Alan W. Barksdale
(“
Barksdale
”) (collectively herein referred to as the “
Reporting Persons
”) with respect to
ownership of the common stock, par value $0.001 per share (“
Common Stock
”), of Cross Border Resources, Inc.,
a Nevada corporation (the “
Issuer
”). Unless set forth below, all previous Items are unchanged. Capitalized terms
used herein which are not defined herein have the meanings given to them in the Schedule 13D, as amended, previously filed with
the SEC.
The percentage of beneficial ownership calculation
reflected in this Schedule 13D is based upon 16,151,946 shares of Common Stock outstanding as of November 12, 2012, as set forth
in the Quarterly Report on Form 10-Q filed with the SEC on November 14, 2012.
Item 3.
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Source of Funds or Other Consideration.
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Item 3 of the Schedule 13D is hereby amended to add the following:
On December 24, 2012, Red Mountain entered
into a purchase and sale agreement pursuant to which Red Mountain acquired 907,145 shares of Common Stock in exchange for 1,814,290
shares of Red Mountain’s common stock.
Item 5.
|
Interest in Securities of the Issuer.
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Item 5 of the Schedule 13D is hereby amended in its entirety
to read as follows:
Each of Red Mountain and Barksdale is deemed
to be the beneficial owner of 15,155,941 shares of the Issuer’s Common Stock, or approximately 81.2% of the Issuer’s
outstanding Common Stock. This represents 10,516,946 shares of Common Stock held by Red Mountain and 2,136,164 shares of Common
Stock held by Black Rock, Red Mountain’s wholly owned subsidiary. This also includes: (i) warrants to purchase 366,667 shares
of Common Stock held by Red Mountain and (ii) warrants to purchase 2,136,164 shares of Common Stock of the Issuer held by Black
Rock, all of which are immediately exercisable. Barksdale is the Chief Executive Officer of Red Mountain and an officer of Black
Rock. As such, Barksdale has the authority to vote the shares of Common Stock on behalf of Red Mountain and Black Rock.
Since the Reporting Persons’ most
recent filing on this Schedule 13D (Amendment No. 11) on December 18, 2012, Red Mountain effected the transactions described under
Item 3 and such transactions are incorporated by reference herein.
CUSIP No. 227443108
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SCHEDULE 13D
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Page 6 of 6 Pages
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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.
Dated December 28, 2012
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RED MOUNTAIN RESOURCES, INC.
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By:
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/s/ Alan W. Barksdale
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Alan W. Barksdale, CEO
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BLACK ROCK CAPITAL, INC.
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By:
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/s/ Alan W. Barksdale
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Alan W. Barksdale, President
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/s/ Alan W. Barksdale
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Alan W. Barksdale
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