(Name of Issuer)
Common Stock, par value $0.001 per share
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(Title of Class of Securities)
08884A200
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(CUSIP Number)
Kevin B. Halter, Jr.
2591 Dallas Parkway, Suite 102.
Frisco, Texas 75034
(469) 633-0101
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
November 7, 2011
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(Date of Event which Requires Filing of this Statement)
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CUSIP No. 08884A200
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Page 2 of 6
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1
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NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Halter Energy Capital Corporation
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP(a) o (b) o
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
WC
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) o
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Texas
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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
44,500,000
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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
44,500,000
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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
44,500,000
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
80.18%
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14
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TYPE OF REPORTING PERSON
CO
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CUSIP No. 08884A200
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Page 3 of 6
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1
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NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Kevin B. Halter, Jr.
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2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP(a) o (b) o
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
|
||
5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) o
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Texas
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||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
|
8
|
SHARED VOTING POWER
44,500,000
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||
9
|
SOLE DISPOSITIVE POWER
0
|
||
10
|
SHARED DISPOSITIVE POWER
44,500,000
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
44,500,000
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES o
|
||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
80.18%
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14
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TYPE OF REPORTING PERSON
IN
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(a)
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Name. The name of the Reporting Person is Halter Energy Capital Corporation. The Reporting Person is owned and managed by Kevin B. Halter, Jr.
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(b)
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Business Address. The business address for the Reporting Person is 2591 Dallas Parkway, Suite 102, Frisco. Texas 75034.
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(c)
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Occupation and Employment. The Reporting Person is a corporation intending to engage in the oil and gas industry.
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(d) and (e)
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Proceedings. During the previous five (5) years, the Reporting Person has not been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors) nor has the Reporting Person been party to a civil proceeding of a judicial or administrative body of competent jurisdiction such that, as a result of such proceeding, the Reporting Person was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activity subject to, federal or state securities laws or finding any violation with respect to such laws. On March 3, 2011 in Administrative Proceeding File No. 3-14285, In the Matter of Securities Transfer Corporation and Kevin Halter, Jr., an agreed order was entered censuring Securities Transfer Corporation (“STC”) and requiring STC to retain a consultant to review all internal systems and recommend procedures to safeguard the funds and securities of its customers on deposit and to submit to continuing oversight review by such consultant. STC was fined $10,000, and Kevin Halter, Jr. was suspended for three months from associating in a supervisory capacity with a transfer agent, broker-dealer or investment advisor. Such order arose from a situation in which a former financial officer of STC commingled funds of STC and of its clients.
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(f)
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Citizenship. The Reporting Person is a Texas corporation. Mr. Halter is a citizen of the United States.
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·
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any extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries;
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·
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a sale or transfer of a material amount of the assets of the Issuer or any of its subsidiaries;
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·
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any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board, other than as described in the Agreement;
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·
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any material change in the present capitalization or dividend policy of the Issuer;
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·
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any other material change in the Issuer’s business or corporate structure including, but not limited to, if the Issuer is a registered closed-end investment company, any plans or proposals to make any changes in its investment policy for which a vote is required by Section 13 of the Investment Company Act of 1940;
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·
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changes in the Issuer’s charter, bylaws or instruments corresponding thereto or other actions which may impede acquisition of control of the Issuer by any person;
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·
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causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association;
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·
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a class of equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or
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·
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any action similar to any of those enumerated above.
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(a)
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Aggregate Number and Percentage of Securities. The Reporting Person is the beneficial owner of 44,500,000 shares of Common Stock of the Issuer, representing approximately 80.18% of the class.
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(b)
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Power to Vote and Dispose. The Reporting Person has sole voting and dispositive power over the shares identified in response to Item 5(a) above.
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(c)
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Transactions Within the Past 60 Days. Except as noted herein, the Reporting Person has not effected any other transactions in the Issuer’s securities, including its shares of Common Stock, within sixty (60) days preceding the date hereof.
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(d)
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Certain Rights of Other Persons. Not applicable.
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ITEM 7.
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Material to be Filed as Exhibits.
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No.
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Document
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1.
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Joint Filing Agreement
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2.
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Stock Purchase Agreement (filed as Exhibit 10.1 to the Issuer’s Current Report on Form 8-K filed on October 11, 2011 and incorporated herein by reference)
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HALTER ENERGY CAPITAL CORPORATION
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By: /s/ Kevin B. Halter, Jr.
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Kevin B. Halter, Jr., President
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/s/ Kevin B. Halter, Jr.
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Kevin B. Halter, Jr.
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HALTER ENERGY CAPITAL CORPORATION
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By: /s/ Kevin B. Halter, Jr.
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Kevin B. Halter, Jr., President
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/s/ Kevin B. Halter, Jr.
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Kevin B. Halter, Jr.
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