UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K/A
Amendment No. 1
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 22, 2010
BARON ENERGY, INC.
(Exact Name of Registrant as Specified in Its Charter)
NEVADA
(State or Other Jurisdiction of Incorporation)
333-146627 26-0582528
(Commission File Number) (IRS Employer Identification No.)
392 W. Mill Street, New Braunfels, TX 78130
(Address of Principal Executive Offices) (Zip Code)
(830) 608-0300
(Registrant's Telephone Number, Including Area Code)
Check the appropriate box below if the Form 8-K/A filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[ ] 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
Throughout this Current Report on Form 8-K/A, the terms "we," "us," "our,"
"Baron," the "Company," and "BROE" refer to Baron Energy, Inc. On February 26,
2010, we filed a Current Report on Form 8-K (the "Original Form 8-K"). We are
filing this Current Report on Form 8-K/A to amend the Original Form 8-K to
include under Item 9.01 audited statements of the Combined Financial Statements
of Esconde Resources LP ("Esconde LP") and Permian Legend Petroleum LP ("Permian
LP"), hereinafter collectively referred to as the "Combined Partnerships,"
predecessors-in-interest to Esconde Resources, Inc. ("Esconde") and Permian
Legend Petroleum, Inc. ("Permian"), for the years ended July 31, 2009 and 2008
and unaudited statements for the six months ended January 31, 2010 and 2009 and
related notes thereto, as well as the unaudited pro forma financial information
for the year ended July 31, 2009 and for the six months ended January 31, 2010.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
EXHIBITS
(a) Financial Statements of Business Acquired
Attached hereto are the audited Combined Financial Statements of the Combined
Partnerships as of and for the years ended July 31, 2009 and 2008, together with
the Report of Independent Registered Public Accounting Firm of GBH CPAs, PC
concerning the audited statements and related notes.
(b) Financial Statements of Business Acquired
Attached hereto are the unaudited Combined Financial Statements of the Combined
Partnerships as of January 31, 2010 and July 31, 2009 and for the six months
ended January 31, 2010 and 2009.
(c) Unaudited Combined Financial Information
Attached hereto are the unaudited Pro Forma Combined Balance Sheet as of January
31, 2010, the unaudited Pro Forma Combined Statements of Operations for Baron
for the six months ended January 31, 2010 and the unaudited Pro Forma Combined
Statements of Operations for Baron for the year ended July 31, 2009.
SIGNATURES
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 hereunto duly authorized.
Baron Energy, Inc.
February 15, 2012 By: Ronnie L. Steinocher
--------------------------------------
Name: Ronnie L. Steinocher
Title: Chief Executive Officer
2