Attached files

file filename
EX-2.1 - EXHIBIT 2.1 - COLOMBIA ENERGY RESOURCES, INC.v301792_ex2-1.htm
EX-10.2 - EXHIBIT 10.2 - COLOMBIA ENERGY RESOURCES, INC.v301792_ex10-2.htm
EX-10.1 - EXHIBIT 10.1 - COLOMBIA ENERGY RESOURCES, INC.v301792_ex10-1.htm
EX-10.3 - EXHIBIT 10.3 - COLOMBIA ENERGY RESOURCES, INC.v301792_ex10-3.htm

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q/A

(Mark One)

 

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended September 30, 2011.

or

 

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from _______________________ to ___________________________

 

Commission File Number: 000-327350

 

COLOMBIA ENERGY RESOURCES, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   87-0567033
(State or other jurisdiction of incorporation or organization)   (I.R.S. Employer Identification No.)
     
One Embarcadero Center, Suite 500, San Francisco, CA   94111
(Address of principal executive offices)   (Zip Code)

 

(415) 460-1165

(Registrant’s telephone number, including area code)

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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. x Yes o No

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes x No o

 

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 the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer o Accelerated filer o
   
Non-accelerated filer o 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 o No x

 

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 23,218,887 shares of common stock, par value $0.001 per share, were outstanding as of October 21, 2011.

 

 
 

 

EXPLANATORY NOTE

 

Certain exhibits designated in the Exhibits Index of the Form 10-Q for the quarter ended September 30, 2011 (the “Original 10-Q”) of Colombia Energy Resources, Inc. were inadvertently omitted from the filing with the Commission. These exhibits are included with this Amendment No. 1 and are set forth in Item 6 of this amendment.

 

This Amendment No. 1 continues to speak as of the date of the Original Form 10-Q, and the Company has not updated or amended the disclosures contained in the amended items to reflect events that have occurred since the filing of the Original Form 10-Q, or modified or updated those disclosures in any way other than as described in the preceding paragraph. Accordingly, this Amendment No. 1 should be read in conjunction with the Company’s filings made with the SEC subsequent to the filing of the Original Form 10-Q on November 14, 2011. In addition, forward-looking statements made in the Original Form 10-Q have not been revised to reflect the passage of time, events, results or developments that occurred or facts that became known after the Original Form 10-Q, and such forward-looking statements should be read in their historical context and in the context of the Company’s subsequent reports filed with the SEC.

 

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Item 6. Exhibits

 

The following exhibits are included with this amended report:

 

Exhibit

Number

 

 

Description of Exhibit

2.1   Partial Assignment and Business Collaboration Contract of Mining Rights for the Development of a Mining Project dated August 22, 2011, with Howerd Milton Cubides Botia for the Ruku Project
     
10.1   Ronald G. Stovash Employment Agreement dated August 28, 2011
     
10.2   Edward Mooney Consulting Agreement dated September 1, 2011
     
10.3   Compensation Agreement dated August 24, 2011, with Peter B. Lilly

 

SIGNATURES

 

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this amended Report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  Colombia Energy Resources, Inc.  
       
February 8, 2012 By: /s/ Ronald G. Stovash  
    Ronald G. Stovash, President and Chief Executive Officer (Principal Executive Officer)  
       

 

     
       
February 8, 2012 By: /s/ James A. Flores  
   

James A. Flores, Chief Financial Officer

(Principal Financial Officer and

Principal Accounting Officer)

 

 

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