UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB/A
(Mark One)
| x | QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 |
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2006
| ¨ | TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 |
FOR THE TRANSITION PERIOD FROM TO .
Commission File Number 000-51423
Oakmont Acquisition Corp.
(Exact Name of Small Business Issuer as Specified in Its Charter)
| Delaware | 20-2679740 | |
(State or other Jurisdiction of incorporation) | (I.R.S. Employer Identification No.) |
33 Bloomfield Hills Pkwy, Suite 240
Bloomfield Hills, MI 48304
(Address of Principal Executive Office)
(248)594-0693
(Issuer’s Telephone Number, Including Area Code)
Check whether the issuer (1) 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 ¨
As of May 11, 2006, 10,575,166 shares of common stock, par value $.0001 per share, were issued and outstanding.
Transitional Small Business Disclosure Format (check one): Yes ¨ No x
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act): Yes x No ¨
Explanatory Note
This Amendment No. 1 on Form 10-Q/A is being filed by Oakmont Acquisition Corp. (the “Company”) to amend and restate Part I, Item 4 “Controls and Procedures” of its Quarterly Report on Form 10-Q for the quarter ended March 31, 2006, as filed with the Securities and Exchange Commission on May 15, 2006 (the “Report”), to clarify disclosures contained in Item 4 of the Report. This amendment to the Report does not alter any part of the Report except for the changes provided herein. This amendment continues to speak as of the date of the Report. We have not updated the disclosures contained in this amendment to reflect any events that occurred at a date subsequent to the filing of the Report. The filing of this amendment is not a representation that any statement contained in the Report or this amendment are true or complete as of any date subsequent to the date of the Report. This amendment does not affect the information set fort in the other items of the Report, the remaining provisions of which have not been amended.
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FINANCIAL INFORMATION
| Item 4. | Controls and Procedures |
An evaluation of the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report was made under the supervision and with the participation of our management, including our principal accounting officer, who performs the function of a chief financial officer, and our chief executive officer. Based on this evaluation, our chief executive officer and principal accounting officer concluded as of the evaluation date that our disclosure controls and procedures were effective such that the information relating to the Company, including consolidated subsidiaries, required to be disclosed in our Securities and Exchange Commission (“SEC”) reports (i) is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms, and (ii) is accumulated and communicated to the Company’s management, including our chief executive officer and principal accounting officer, as appropriate to allow timely decisions regarding required disclosure. During the most recently completed fiscal quarter, there has been no significant change in our internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
OTHER INFORMATION
| Item 6: | Exhibits and Reports on Form 8-K |
| 31.1 Section 302 Certification by Chief Executive Officer |
| 31.2 Section 302 Certification by Principal Accounting Officer |
| 32.1 Section 906 Certification by Chief Executive Officer |
| 32.2 Section 906 Certification by Principal Accounting Officer |
In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Dated: June 14, 2007
| OAKMONT ACQUISITION CORP. |
/s/ Michael C. Azar |
| Michael C. Azar |
| President, Secretary, Principal Accounting Officer and Director |
| Number | Description | |
| (a) Exhibits: | ||
| 31.1 Section 302 Certification by Chief Executive Officer | ||
| 31.2 Section 302 Certification by Principal Accounting Officer | ||
| 32.1 Section 906 Certification by Chief Executive Officer | ||
| 32.2 Section 906 Certification by Principal Accounting Officer | ||
