SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D/A
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(Amendment No. 12)*
EnerJex Resources, Inc.
(Name of Issuer)
Common Stock, par value $0.001
(Title of Class of Securities)
292758208
(CUSIP Number)
West Coast Opportunity Fund, LLC
c/o West Coast Asset Management, Inc.
1205 Coast Village Road
Montecito, California 93108
Attention: R. Atticus Lowe
Telephone: (805) 653-5333
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
April 10, 2014
(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 Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box ¨.
Note. Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7(b) 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 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.: 292758208
| ||||||
| 1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
West Coast Opportunity Fund, LLC | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS
WC | |||||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨
| |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -
0 | ||||
| 8 | SHARED VOTING POWER -
51,592,871 | |||||
| 9 | SOLE DISPOSITIVE POWER -
0 | |||||
| 10 | SHARED DISPOSITIVE POWER -
51,592,871 | |||||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
51,592,871 | |||||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
47.22% | |||||
| 14 | TYPE OF REPORTING PERSON
OO | |||||
| 2 |
CUSIP No.: 292758208
| ||||||
| 1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
West Coast Asset Management, Inc. | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS
AF | |||||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨
| |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
California | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -
0 | ||||
| 8 | SHARED VOTING POWER -
51,592,871 | |||||
| 9 | SOLE DISPOSITIVE POWER -
0 | |||||
| 10 | SHARED DISPOSITIVE POWER -
51,592,871 | |||||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
51,592,871 | |||||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
47.22% | |||||
| 14 | TYPE OF REPORTING PERSON
CO, IA | |||||
| 3 |
CUSIP No.: 292758208
| ||||||
| 1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
R. Atticus Lowe | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS
AF | |||||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨
| |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
United States | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -
128,585 | ||||
| 8 | SHARED VOTING POWER -
51,592,871 | |||||
| 9 | SOLE DISPOSITIVE POWER -
0 | |||||
| 10 | SHARED DISPOSITIVE POWER -
51,592,871 | |||||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
51,721,456 | |||||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
47.34% | |||||
| 14 | TYPE OF REPORTING PERSON
IN, HC | |||||
| 4 |
CUSIP No.: 292758208
| ||||||
| 1 | NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Lance W. Helfert | |||||
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) ¨
| |||||
| 3 | SEC USE ONLY
| |||||
| 4 | SOURCE OF FUNDS
AF | |||||
| 5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) ¨
| |||||
| 6 | CITIZENSHIP OR PLACE OF ORGANIZATION
United States | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER -
201,999 | ||||
| 8 | SHARED VOTING POWER -
51,592,871 | |||||
| 9 | SOLE DISPOSITIVE POWER -
201,999 | |||||
| 10 | SHARED DISPOSITIVE POWER -
51,592,871 | |||||
| 11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
51,794,870 | |||||
| 12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
| |||||
| 13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
47.40% | |||||
| 14 | TYPE OF REPORTING PERSON
IN, HC | |||||
| 5 |
The following constitutes Amendment No. 12 to the Schedule 13D filed by the Reporting Persons to reflect a change in percentage of interest held by Reporting Persons. All other Items are unchanged.
| ITEM 5. | INTEREST IN SECURITIES OF ISSUER |
| (a) | As a result of certain relationships, each of the Reporting Persons may be deemed to directly and/or indirectly beneficially own 51,592,871 share of common stock, representing in the aggregate approximately 47.22% of Issuer's outstanding shares of common stock, based upon 109,254,045 shares of common stock issued and outstanding as of March 14, 2014. |
Due to their relationship with each other, the Reporting Persons may be deemed to constitute a "group" under Section 13(d)(3) of the Securities and Exchange Act of 1934, as amended (the "Act"), with respect to their beneficial ownership of the shares of common stock. The Reporting Persons, however, expressly disclaim such status and declare that the filing on this Schedule 13D is not and should not be deemed an admission that any Reporting Person, for purposes of Section 13(d)(3) of the Act or otherwise, is the beneficial owner of the shares of common stock held by any other Reporting Person.
(b)
| Reporting Person | No. of Shares with sole voting and dispositive power | No. of Shares with Shared Voting and Dispositive Power | Percentage of Class Beneficially Owned | |||||||||
| West Coast Opportunity Fund, LLC | 51,592,871 | -0- | 47.22 | % | ||||||||
| West Coast Asset Management, Inc. | 51,592,871 | 47.22 | % | |||||||||
| R. Atticus Lowe | 128,585 | 51,721,456 | 47.34 | % | ||||||||
| Lance Helfert | 201,999 | 51,794,870 | 47.40 | % | ||||||||
| (c) | West Coast Opportunity Fund, LLC, assigned 1,225,000 shares of common stock to former directors and employees of Black Raven Energy, Inc., as reward for services rendered and employment retention through the merger transaction with Issuer. |
| (d) | No other persons have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the common stock. |
| (e) | Not Applicable. |
| ITEM 7. | Material to be Filed as Exhibits. |
| Exhibit No. | Description | |
| Exhibit A | Joint Filing Agreement dated May 6, 2014. | |
| Exhibit B | Power of Attorney dated May 6, 2014. |
| 6 |
SIGNATURE
After reasonable inquiry and to the best of its knowledge and belief, the undersigned each certifies that the information with respect to it set forth in this Statement is true, complete and correct.
Dated: May 6, 2014.
| WEST COAST OPPORTUNITY FUND, LLC | |||
| WEST COAST ASSET MANAGEMENT, INC. | |||
| R. ATTICUS LOWE | |||
| LANCE W. HELFERT | |||
| By: | /s/ Lance W. Helfert | ||
| Name | Lance W. Helfert | ||
| Title: | President of the Managing Member (for itself and as the Managing Member of the Fund) and Attorney-in-fact for each of the Principals | ||
| 7 |
EXHIBIT INDEX
Exhibit A – Joint Filing Agreement dated May 6, 2014.
Exhibit B – Power of Attorney dated May 6, 2014.
| 8 |
EXHIBIT A
JOINT FILING AGREEMENT
The undersigned hereby agree that the statement on Schedule 13D with respect to the Common Stock, $0.001 par value, of EnerJex Resources, Inc. is, and any amendments thereto signed by each of the undersigned shall be, filed pursuant to and in accordance with the provisions of Rule 13(d)-1(k) under the Securities Exchange Act of 1934, as amended.
Dated: May 6, 2014.
| WEST COAST OPPORTUNITY FUND, LLC | |||
| WEST COAST ASSET MANAGEMENT, INC. | |||
| R. ATTICUS LOWE | |||
| LANCE W. HELFERT | |||
| By: | /s/ Lance W. Helfert | ||
| Name | Lance W. Helfert | ||
| Title: | President of the Managing Member (for itself and as the Managing Member of the Fund) and Attorney-in-fact for each of the Principals | ||
| 9 |
EXHIBIT B
POWER OF ATTORNEY
BE IT KNOWN, that the undersigned Lance W. Helfert, and R. Atticus Lowe, hereby each constitutes and appoints Lance W. Helfert and R. Atticus Lowe, and each of them, as applicable, as true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution in name, place and stead, to sign any reports on Form 3 (Initial Statement of Beneficial Ownership of Securities), Form 4 (Statement of Changes in Beneficial Ownership of Securities) and Form 5 (Annual Statement of Beneficial Ownership of Securities) relating to transactions by the undersigned in Common Shares or other securities and all amendments thereto, and all filings on Schedule 13D or Schedule 13G, and all amendments thereto, and to file the same, with the Securities and Exchange Commission and the appropriate securities exchange, granting unto said attorneys-in-fact and agents, and each of them, or their substitutes, full power and authority to do and perform each and every act and thing requisite or necessary to be done in and about the premises, as fully to all intents and purposes as the undersigned might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, and each of them, or their substitutes, may lawfully do or cause to be done by virtue hereof.
This Power of Attorney shall be effective until such time as the undersigned delivers a written revocation thereof to the above-named attorneys-in-fact and agents.
The undersigned each acknowledge that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.
| Dated:May 6, 2014 | /s/ Lance W. Helfert | |||
| Lance W. Helfert | ||||
| Dated:May 6, 2014 | /s/ R. Atticus Lowe | |||
| R. Atticus Lowe | ||||
| 10 |
