Amended Current Report Filing (8-k/a)
February 14 2013 - 4:58PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
Amendment No. 2
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
February 14, 2013
(
November 28, 2012)
Santa Fe Petroleum, Inc.
(Exact name of registrant as specified
in its charter)
Delaware
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333-173302
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99-0362658
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(state or other jurisdiction of incorporation or organization)
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(Commission File Number)
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(I.R.S. Employer I.D. No.)
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4011 West Plano Parkway, Suite 126
Plano, TX 75093
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(Address of principal executive offices)
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888-870-7060
(Issuer's telephone number)
with a copy to:
Zouvas Law Group, P.C.
2368 Second Avenue
San Diego, CA 92101
Telephone (619) 688-1116
Facsimile: (619) 688-1716
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:
☐
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))
Explanatory
Note
This Amendment
No. 2 to our Current Report on Form 8-K (the “Amended Filing”), originally filed on November 22, 2012 (the “Original
Filing”), is being made to respond to certain comments received from the Staff of the Securities and Exchange Commission.
Furthermore, this Amended Filing has been updated to include disclosures regarding the business of experience of one of the
Company’s officers and directors. For convenience and ease of reference, the Company is filing this Form 8-K/A in its entirety
with all applicable changes and unless otherwise stated, all information contained in this amendment is as of November 22, 2012,
the filing date of the Original Filing. Except as stated herein, this Form 8-K/A does not reflect events or transactions occurring
after such filing date or modify or update those disclosures in the Original Filing that may have been affected by events or transactions
occurring subsequent to such filing date.
SANTA FE PETROLEUM, INC.
Form 8-K
Current Report
ITEM 5.02
DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY
ARRANGEMENTS OF CERTAIN OFFICERS
Termination
On
November 28, 2012, Santa Fe Petroleum, Inc., a Delaware Corporation, (
the “Company”) terminated Mr. Bruce Hall
as the CEO, CFO and a Director of the Company.
The termination was not the result of any disagreement
with the Company on any matter relating to the Company’s operations, policies or practices.
Appointments
On November 28, 2012, Mr.
Tom Griffin (“Mr. Griffin”) was appointed to serve as the Company’s CEO and has accepted such appointment. Mr.
Griffin will continue in his positions as the Company’s President, Secretary and Chairman of the Board of Directors.
On November 28, 2012, Mr.
Mark Zouvas (“Mr. Zouvas”) was appointed to serve as the Company’s CFO, Treasurer and as a Director and has accepted
such appointment. The biography for Mr. Zouvas is set forth below.
Mr. Mark Zouvas
(age 50) –
Mr. Zouvas has a BA from the University of California at Berkeley (Accounting and Philosophy). After
graduating, he joined Price Waterhouse where he performed services for clients in the banking and real estate industries. He was
formerly a licensed real estate broker and an accountant in the state of California. Mr. Zouvas was involved in commodities trading
and served as the CFO for an independent clearing firm on the Chicago Mercantile Exchange. From August 2012 to the present, Mr.
Zouvas has also served as the CFO and Director of Casablanca Mining, Ltd., a Nevada corporation engaged in the acquisition, exploration,
development, and operation of precious metal properties. From February 2007 to November 2010, Mr. Zouvas has served as the CEO
and/or Director of ReoStar Energy Corporation, a Nevada corporation engaged in the exploration, development and acquisition of
oil and gas properties. From December 2011 to December 2011, Mr. Zouvas served as the CEO of Carbon Credits International, Inc.,
a Nevada corporation engaged in the business of marketing electrical energy savings products. From April 2012 to the present, Mr.
Zouvas has served as the CFO, Treasurer and as a Director of Cuba Beverage Company, a Wyoming corporation engaged in the development
and distribution of herbal energy beverages. From August 2012 to the present, Mr. Zouvas has served as the CEO, CFO and Director
of Antaga International Corp, a Nevada corporation engaged in the distribution of nutritional supplements.
As a result
of his extensive experience as an executive-level officer and director of several publicly traded entities, he has excellent knowledge
of SEC and FINRA reporting guidelines. Mr. Zouvas’ responsibilities have included asset development and fund raising. He
has had over twenty-five years of experience in preparing investment summaries and has raised over $500 million through debt and
equity offerings to investors both domestically and abroad. Mr. Zouvas passed all parts of the California CPA exam in 1991.
Family Relationships
Mr. Griffin is not related to any officer or
Director of the Company.
Mr. Zouvas is not related to any officer or
Director of the Company.
Related Party Transactions
There are no related party transactions reportable
under Item 5.02 of Form 8-K and Item 404(a) of Regulation S-K.
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 thereunto duly authorized.
Date:
February 14
, 2013
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SANTA FE PETROLEUM, INC.
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By:
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/s/ Tom Griffin
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Tom Griffin
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Chief Executive Officer
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