UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
(Amendment No. 1)
Commission File Number: 000-53632
![[d30385002.gif]](d30385002.gif)
BAKKEN RESOURCES, INC.
(Exact name of small business issuer as specified in its charter)
Nevada (State or other jurisdiction of incorporation or organization) | 26-2973652 (I.R.S. employer identification number) |
1425 Birch Ave. Suite A; Helena, MT 59601 (Address of principal executive offices and zip code) (406) 442-9444 (Registrant’s telephone number, including area code) | |
Securities registered pursuant to Section 12(b) of the Act:
None
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, $.001 par value
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YES [ ] NO [X]
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act. YES [ ] NO [X]
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES [X] NO [ ]
Indicate by check mark if the disclosure of delinquent filers in response to Item 405 of Regulation S-K is not contained in this herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [X]
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definition of “accelerated filer,” “larger accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer [ ] Accelerated filer [ ] Non- accelerated filer [ ] Smaller reporting company [X]
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES [ ] NO [X]
The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant, as of December 31, 2012 is $7,839,623 based on the average closing price of the Registrant’s common stock as currently listed on the OTC Bulletin Board exchange. Shares of Common Stock held by each officer and director and by each person who is known by the registrant to own 10% or more of the outstanding Common Stock, if any, have been excluded in that such persons may be deemed to be affiliates of the registrant. The determination of affiliate status is not necessarily a conclusive determination for any other purpose. The shares of our company are currently listed on the OTC Bulletin Board exchange, symbol “BKKN”.
Number of shares outstanding of the issuer’s common stock as of April 16, 2013 is 56,735,350 shares.
DOCUMENTS INCORPORATED BY REFERENCE
None.
Explanatory Note
The Registrant’s Annual Report on Form 10-K for the year ended December 31, 2012 filed yesterday with the SEC had inadvertently left off the signature of Herman R. Landeis, a director of Bakken Resources, Inc. (the “Company”) on the signature page to the body of the filing. The purpose of this Form 10-K/A is to provide a corrected signature page.
This Form 10-K/A does not reflect events occurring after the original filing of our Annual Report on Form 10-K on April 16, 2013 and no attempt has been made in this Form 10-K/A to modify or update other disclosures as presented in the original filing of our Annual Report on Form 10-K. Accordingly, this Form 10-K/A should be read in conjunction with our filings with the SEC subsequent to the original filing of our Annual Report on Form 10-K.
In addition, as required by Rule 12b-15 under the Securities Exchange Act of 1934, as amended, new certifications by our principal executive officer and principal financial officer are filed as exhibits to this Form 10-K/A.
SIGNATURES
In accordance with Section 13 or 15(d) of the Exchange Act of 1934, as amended, the registrant caused this Annual Report on Form 10-K to be signed on its behalf by the undersigned, thereunto duly authorized, in Helena, MT on this 16th day of April, 2013.
| BAKKEN RESOURCES, INC. | |
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Date: April 15, 2013 | By: | /s/ Val M. Holms |
| Val M. Holms President, CEO, and Director (principal executive officer) | |
In accordance with Section 13 or 15(d) of the Exchange Act of 1934, as amended, this Annual Report on Form 10-K has been signed below by the following persons on behalf of the registrant in the capacities indicated below on this 16th day of April, 2013.
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Date: April 15, 2013 | By: | /s/ Val M. Holms |
| Val M. Holms President, CEO, and Director | |
| (principal executive officer) | |
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Date: April 15, 2013 | By: | /s/ David Deffinbaugh |
| David Deffinbaugh Chief Financial Officer and Director | |
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| (principal financial and accounting officer) |
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Date: April 15, 2013 | By: | /s/ Karen Midtlyng |
| Karen Midtlyng | |
| Secretary and Director | |
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Date: April 15, 2013 | By: | /s/ Bill M. Baber |
| Bill M. Baber | |
| Director | |
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Date: April 15, 2013 | By: | /s/ W. Edward Nichols |
| Edward W. Nichols | |
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| Director |
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Date: April 15, 2013 | By: | /s/ Herman R. Landeis |
| Herman R. Landeis | |
| Director | |
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| BAKKEN RESOURCES, INC. | |
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Date: April 17, 2013 | By: | /s/ Val M. Holms |
| Val M. Holms President, CEO, and Director (principal executive officer) | |