| UNITED STATES | |
| SECURITIES AND EXCHANGE COMMISSION | |
| Washington, D.C. 20549 | |
| | |
| SCHEDULE 13D | |
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED
PURSUANT TO §§ 240.13d-1(a) AND AMENDMENTS
THERETO FILED PURSUANT TO §§ 240.13d-2(a)
(Amendment No. 1)*
(Name of Issuer)
(Title of Class of Securities)
(CUSIP Number)
LPC Investment, LLC
Kevin Paul, Member and Manager
200 South Wilcox Street
Castle Rock, CO 80104
(303) 908-4829
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
(Date of Event Which Requires Filing of this Statement)
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 §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §§ 240.13d-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 which 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 (“Act”) 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. |
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| 1. | Names of Reporting Persons LPC Investment, LLC (beneficially owned by Kevin Paul) |
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| 2. | Check the Appropriate Box if a Member of a Group (See Instructions) |
| | (a) | x |
| | (b) | o |
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| 3. | SEC Use Only |
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| 4. | Source of Funds (See Instructions) PF |
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| 5. | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o |
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| 6. | Citizenship or Place of Organization Colorado |
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Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 1,900,139 |
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8. | Shared Voting Power N/A |
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9. | Sole Dispositive Power 1,900,139 |
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10. | Shared Dispositive Power N/A |
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| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person LPC Investment, LLC 1,900,139 (beneficially owned by Kevin Paul) Kevin Paul as custodian for a minor – 0 |
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| 12. | Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) o |
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| 13. | Percent of Class Represented by Amount in Row (11) 9.9% |
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| 14. | Type of Reporting Person (See Instructions) LPC Investment, LLC (beneficially owned by Kevin Paul) Kevin Paul |
| | | | | |
2
This Amendment No. 1 to a Schedule 13D originally filed with the Securities and Exchange Commission on May 31, 2007 (as so amended, the “Schedule 13D”), is being filed to report the sale of common stock, par value $0.0001 per share (the “Common Stock”), of Sun River Energy, Inc., a Colorado corporation, (the “Issuer”), as more specifically described below. Accordingly, Items 4, 5 and 7 of the Schedule 13D are hereby amended and restated, as follows:
Item 4. | Purpose of Transaction |
| The Schedule 13D filed on May 31, 2007 reflected that this transaction was a private purchase from Issuer of 2,200,000 shares of restricted common stock. Mr. Paul had separately purchase 21,200 of the Issuer's common stock in the open market. Other than the transaction for which this report is filed, Reporting Persons have no further plans which relate to or would result in any of the matters set forth in subparagraphs (a) through (j) of Item 4 of Form 13d. The Reporting Persons are filing this amendment to Schedule 13D to report the disposition of an aggregate of 321,061 shares of the Issuer's Common Stock beneficially owned by Reporting Persons. |
| |
Item 5. | Interest in Securities of the Issuer |
| (a) All percentages set forth in this statement are based on 19,049,995 shares of Common Stock reported in the Issuer's Form 10Q for the quarterly period ending January 31, 2010. Reporting Persons have voting and dispositive control over 1,900,139 shares of the Issuer's Common Stock currently outstanding, representing approximately 9.9% of the Issuer's Common Stock currently outstanding. (b) Reporting Persons have the sole power to vote or direct the vote and sole power to dispose or direct the disposition of 1,900,139 shares of the Issuer's Common Stock. (c) Schedule A annexed hereto lists all transactions in securities of the Issuer by the Reporting Persons since the Schedule D filed on May 31, 2007. (d) No other person is known to have power to direct receipt of dividends from or proceeds from the sale of such securities. (e) Not applicable. |
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Item 7. | Material to be Filed as Exhibits. |
| Exhibit 24 - Power of Attorney dated April 8, 2010 granted by Kevin Paul as the sole Member and Manager of LPC Investment, LLC to Jeffrey M. Knetsch. |
3
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.
| | April 8, 2010 |
| | Date |
| | |
| | |
| | LPC Investment, LLC |
| | |
| | /s/ Kevin Paul |
| | By: Kevin Paul |
| | Member and Manager |
| ATTENTION | |
Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001). |
4
Schedule A
The following table discloses the transactions in shares of Common Stock of the Issuer by the Reporting Persons which have occurred since the Schedule 13D was filed on May 31, 2007. All transactions were made in the open market, except for the transaction that occurred on 4/6/10 which was a gift. The price per share listed below is a weighted average price. This common stock was sold in multiple transactions.
| | Date of Purchase/ | | Number of Shares | | Price Per | |
Party | | Sale | | of Common Stock | | Share ($) | |
| | | | | | | |
By Son | | 10/30/08 | | 1,093 | | $ | 0.495 | |
By Son | | 11/5/08 | | 500 | | $ | 0.490 | |
By Son | | 2/6/09 | | 5,000 | | $ | 0.55 | |
By Son | | 4/17/09 | | 4,000 | | $ | 1.175 | |
By Son | | 4/20/09 | | 500 | | $ | 1.15 | |
By Son | | 4/21/09 | | 500 | | $ | 1.31 | |
By Son | | 4/29/09 | | 500 | | $ | 1.60 | |
By Son | | 5/4/09 | | 4,106 | | $ | 1.881 | |
By Son | | 5/5/09 | | 3,101 | | $ | 1.99 | |
By Son | | 6/3/09 | | 1,000 | | $ | 2.40 | |
By Son | | 6/4/09 | | 500 | | $ | 2.49 | |
By Son | | 6/5/09 | | 300 | | $ | 2.50 | |
By Son | | 9/14/09 | | 100 | | $ | 2.28 | |
| | | | | | | |
Total | | | | 21,200 | | | |
| | | | | | | |
By LPC Investment LLC | | 5/8/09 | | 20,000 | | $ | 1.943 | |
By LPC Investment LLC | | 5/11/09 | | 7,500 | | $ | 1.93 | |
By LPC Investment LLC | | 5/12/09 | | 8,600 | | $ | 1.898 | |
By LPC Investment LLC | | 5/13/09 | | 3,900 | | $ | 1.90 | |
By LPC Investment LLC | | 5/14/09 | | 5,000 | | $ | 1.838 | |
By LPC Investment LLC | | 5/15/09 | | 2,500 | | $ | 1.843 | |
By LPC Investment LLC | | 5/18/09 | | 15,000 | | $ | 2.008 | |
By LPC Investment LLC | | 5/19/09 | | 20,000 | | $ | 2.009 | |
By LPC Investment LLC | | 5/20/09 | | 12,500 | | $ | 2.083 | |
By LPC Investment LLC | | 5/21/09 | | 7,500 | | $ | 1.909 | |
By LPC Investment LLC | | 5/22/09 | | 20,000 | | $ | 1.868 | |
By LPC Investment LLC | | 5/26/09 | | 3,500 | | $ | 1.808 | |
By LPC Investment LLC | | 5/27/09 | | 4,500 | | $ | 1.80 | |
By LPC Investment LLC | | 5/28/09 | | 4,500 | | $ | 1.81 | |
By LPC Investment LLC | | 5/29/09 | | 8,380 | | $ | 1.806 | |
By LPC Investment LLC | | 6/3/09 | | 6,620 | | $ | 2.318 | |
By LPC Investment LLC | | 10/26/09 | | 3,711 | | $ | 2.073 | |
By LPC Investment LLC | | 10/27/09 | | 2,000 | | $ | 2.025 | |
By LPC Investment LLC | | 10/28/09 | | 9,500 | | $ | 2.001 | |
By LPC Investment LLC | | 11/2/09 | | 3,500 | | $ | 2.003 | |
By LPC Investment LLC | | 11/3/09 | | 5,500 | | $ | 2.005 | |
By LPC Investment LLC | | 11/20/09 | | 1,000 | | $ | 1.75 | |
By LPC Investment LLC | | 11/24/09 | | 2,000 | | $ | 1.74 | |
By LPC Investment LLC | | 12/2/09 | | 500 | | $ | 1.70 | |
By LPC Investment LLC | | 12/8/09 | | 10,000 | | $ | 1.50 | |
By LPC Investment LLC | | 12/14/09 | | 5,500 | | $ | 1.845 | |
By LPC Investment LLC | | 12/15/09 | | 3,000 | | $ | 1.84 | |
By LPC Investment LLC | | 12/16/09 | | 1,000 | | $ | 1.825 | |
By LPC Investment LLC | | 12/24/09 | | 8,500 | | $ | 1.73 | |
By LPC Investment LLC | | 12/28/09 | | 1,000 | | $ | 1.725 | |
By LPC Investment LLC | | 12/29/09 | | 5,000 | | $ | 1.677 | |
By LPC Investment LLC | | 12/30/09 | | 1,000 | | $ | 1.70 | |
By LPC Investment LLC | | 12/31/09 | | 2,000 | | $ | 1.612 | |
By LPC Investment LLC | | 1/13/10 | | 2,400 | | $ | 1.65 | |
By LPC Investment LLC | | 1/14/10 | | 7,200 | | $ | 1.613 | |
By LPC Investment LLC | | 1/15/10 | | 7,000 | | $ | 1.65 | |
By LPC Investment LLC | | 1/20/10 | | 1,000 | | $ | 1.65 | |
By LPC Investment LLC | | 1/22/10 | | 4,500 | | $ | 1.65 | |
By LPC Investment LLC | | 1/27/10 | | 3,150 | | $ | 1.60 | |
By LPC Investment LLC | | 1/28/10 | | 2,500 | | $ | 1.653 | |
By LPC Investment LLC | | 2/2/10 | | 500 | | $ | 1.64 | |
By LPC Investment LLC | | 2/5/10 | | 7,000 | | $ | 1.628 | |
By LPC Investment LLC | | 2/8/10 | | 500 | | $ | 1.62 | |
By LPC Investment LLC | | 2/9/10 | | 1,500 | | $ | 1.62 | |
By LPC Investment LLC | | 2/12/10 | | 9,500 | | $ | 1.568 | |
By LPC Investment LLC | | 3/5/10 | | 1,500 | | $ | 1.57 | |
By LPC Investment LLC | | 3/11/10 | | 6,900 | | $ | 1.623 | |
By LPC Investment LLC | | 4/6/10 | | 30,000 | | $ | 0 | |
(This transaction was a gift). | | | | | | | |
| | | | | | | |
Total | | | | 299,861 | | | |