SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
SCHEDULE
13D
Under
the Securities Exchange Act of 1934
(Amendment
No.___)*
INFORMATION
TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND
AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)
Standard
Metals Processing, Inc.
(Name
of Issuer)
Common
Stock, par value $0.0001 per share
(Title
of Class of Securities)
853616_10_0
(CUSIP
Number)
Mr.
Michael Markiewicz
Granite
Peak Resources, LLC
1603
Capitol Avenue, Suite 310 A541
Cheyenne,
WY 82001
800-924-2461
With
a copy to:
Stephanie
Salvatore, Esq.
Robinson
Brog Leinwand Greene Genovese & Gluck P.C.
875
Third Avenue, 9
th
Floor
New
York, New York 10022
(212)-603-6300
(Name,
Address and Telephone Number of Person
Authorized
to Receive Notices and Communications)
March
29, 2019
(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
þ
.
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. 853616_10_0
|
13D
|
Page
1 of 19 Pages
|
1
|
NAME OF REPORTING
PERSON
Granite Peak
Resources LLC
|
|
2
|
CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
x
(b)
¨
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF
FUNDS
OO
|
|
5
|
CHECK IF DISCLOSURE
OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
|
¨
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Wyoming
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING
POWER
0
|
8
|
SHARED VOTING
POWER
69,464,434
|
9
|
SOLE DISPOSITIVE
POWER
0
|
10
|
SHARED DISPOSITIVE
POWER
69,464,434
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON
69,464,434
|
|
12
|
CHECK IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
13
|
PERCENT OF
CLASS REPRESENTED BY AMOUNT IN ROW (11)
53.6%
|
|
14
|
TYPE OF REPORTING
PERSON
PN
|
|
CUSIP
No. 853616_10_0
|
13D
|
Page
2 of 19 Pages
|
1
|
NAME OF REPORTING
PERSON
Mountain View
Equity, LLC
|
|
2
|
CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
x
(b)
¨
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF
FUNDS
WC
|
|
5
|
CHECK IF DISCLOSURE
OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
|
¨
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Wyoming
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING
POWER
0
|
8
|
SHARED VOTING
POWER
69,464,434
|
9
|
SOLE DISPOSITIVE
POWER
0
|
10
|
SHARED DISPOSITIVE
POWER
69,464,434
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON
69,464,434
|
|
12
|
CHECK IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
13
|
PERCENT OF
CLASS REPRESENTED BY AMOUNT IN ROW (11)
53.6%
|
|
14
|
TYPE OF REPORTING
PERSON
PN
|
|
CUSIP
No. 853616_10_0
|
13D
|
Page
3 of 19 Pages
|
1
|
NAME OF REPORTING
PERSON
Bennington
Family Island Trust
|
|
2
|
CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
x
(b)
¨
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF
FUNDS
WC
|
|
5
|
CHECK IF DISCLOSURE
OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
|
¨
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
New York
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING
POWER
0
|
8
|
SHARED VOTING
POWER
69,464,434
|
9
|
SOLE DISPOSITIVE
POWER
0
|
10
|
SHARED DISPOSITIVE
POWER
69,464,434
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON
69,464,434
|
|
12
|
CHECK IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
13
|
PERCENT OF
CLASS REPRESENTED BY AMOUNT IN ROW (11)
53.6%
|
|
14
|
TYPE OF REPORTING
PERSON
OO
|
|
CUSIP
No. 853616_10_0
|
13D
|
Page
4 of 19 Pages
|
1
|
NAME OF REPORTING
PERSON
Daniel Takami
|
|
2
|
CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
x
(b)
¨
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF
FUNDS
PF
|
|
5
|
CHECK IF DISCLOSURE
OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
|
¨
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United States
Citizen
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING
POWER
0
|
8
|
SHARED VOTING
POWER
69,464,434
|
9
|
SOLE DISPOSITIVE
POWER
0
|
10
|
SHARED DISPOSITIVE
POWER
69,464,434
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON
69,464,434
|
|
12
|
CHECK IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
13
|
PERCENT OF
CLASS REPRESENTED BY AMOUNT IN ROW (11)
53.6%
|
|
14
|
TYPE OF REPORTING
PERSON
IN
|
|
CUSIP
No. 853616_10_0
|
13D
|
Page
5 of 19 Pages
|
1
|
NAME OF REPORTING
PERSON
Pure Path
Capital Management Company, LLC
|
|
2
|
CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
x
(b)
¨
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF
FUNDS
WC
|
|
5
|
CHECK IF DISCLOSURE
OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
|
¨
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
WY
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING
POWER
0
|
8
|
SHARED VOTING
POWER
69,464,434
|
9
|
SOLE DISPOSITIVE
POWER
0
|
10
|
SHARED DISPOSITIVE
POWER
69,464,434
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON
69,464,434
|
|
12
|
CHECK IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
13
|
PERCENT OF
CLASS REPRESENTED BY AMOUNT IN ROW (11)
53.6%
|
|
14
|
TYPE OF REPORTING
PERSON
PN
|
|
CUSIP
No. 853616_10_0
|
13D
|
Page
6 of 19 Pages
|
1
|
NAME OF REPORTING
PERSON
Paul Renteria
|
|
2
|
CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
x
(b)
¨
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF
FUNDS
PF
|
|
5
|
CHECK IF DISCLOSURE
OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
|
¨
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United States
Citizen
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING
POWER
0
|
8
|
SHARED VOTING
POWER
69,464,434
|
9
|
SOLE DISPOSITIVE
POWER
0
|
10
|
SHARED DISPOSITIVE
POWER
69,464,434
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON
69,464,434
|
|
12
|
CHECK IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
13
|
PERCENT OF
CLASS REPRESENTED BY AMOUNT IN ROW (11)
53.6%
|
|
14
|
TYPE OF REPORTING
PERSON
IN
|
|
CUSIP
No. 853616_10_0
|
13D
|
Page
7 of 19 Pages
|
1
|
NAME OF REPORTING
PERSON
JJA Capital,
LLC
|
|
2
|
CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
x
(b)
¨
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF
FUNDS
WC
|
|
5
|
CHECK IF DISCLOSURE
OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
|
¨
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Kentucky
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING
POWER
0
|
8
|
SHARED VOTING
POWER
69,464,434
|
9
|
SOLE DISPOSITIVE
POWER
0
|
10
|
SHARED DISPOSITIVE
POWER
69,464,434
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON
69,464,434
|
|
12
|
CHECK IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
13
|
PERCENT OF
CLASS REPRESENTED BY AMOUNT IN ROW (11)
53.6%
|
|
14
|
TYPE OF REPORTING
PERSON
PN
|
|
CUSIP
No. 853616_10_0
|
13D
|
Page
8 of 19 Pages
|
1
|
NAME OF REPORTING
PERSON
Jeffrey Alan
Wilson
|
|
2
|
CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
x
(b)
¨
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF
FUNDS
PF
|
|
5
|
CHECK IF DISCLOSURE
OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
|
¨
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United States
Citizen
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING
POWER
0
|
8
|
SHARED VOTING
POWER
69,464,434
|
9
|
SOLE DISPOSITIVE
POWER
0
|
10
|
SHARED DISPOSITIVE
POWER
69,464,434
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON
69,464,434
|
|
12
|
CHECK IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
13
|
PERCENT OF
CLASS REPRESENTED BY AMOUNT IN ROW (11)
53.6%
|
|
14
|
TYPE OF REPORTING
PERSON
IN
|
|
CUSIP
No. 853616_10_0
|
13D
|
Page
9 of 19 Pages
|
1
|
NAME OF REPORTING
PERSON
Sharon Ullman
|
|
2
|
CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
x
(b)
¨
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF
FUNDS
WC PF OO
|
|
5
|
CHECK IF DISCLOSURE
OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
|
¨
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United States
Citizen
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING
POWER
2,500,000
|
8
|
SHARED VOTING
POWER
69,464,434
|
9
|
SOLE DISPOSITIVE
POWER
2,500,000
|
10
|
SHARED DISPOSITIVE
POWER
69,464,434
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON
71,964,434
|
|
12
|
CHECK IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
13
|
PERCENT OF
CLASS REPRESENTED BY AMOUNT IN ROW (11)
55.6%
|
|
14
|
TYPE OF REPORTING
PERSON
IN
|
|
CUSIP
No. 853616_10_0
|
13D
|
Page
10 of 19 Pages
|
1
|
NAME OF REPORTING
PERSON
Steven Robert
Gross
|
|
2
|
CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
x
(b)
¨
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF
FUNDS
PF
|
|
5
|
CHECK IF DISCLOSURE
OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
|
¨
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United States
Citizen
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING
POWER
0
|
8
|
SHARED VOTING
POWER
69,464,434
|
9
|
SOLE DISPOSITIVE
POWER
0
|
10
|
SHARED DISPOSITIVE
POWER
69,464,434
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON
69,464,434
|
|
12
|
CHECK IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
13
|
PERCENT OF
CLASS REPRESENTED BY AMOUNT IN ROW (11)
53.6%
|
|
14
|
TYPE OF REPORTING
PERSON
IN
|
|
CUSIP
No. 853616_10_0
|
13D
|
Page
11 of 19 Pages
|
1
|
NAME OF REPORTING
PERSON
Winston Marshall
|
|
2
|
CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
x
(b)
¨
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF
FUNDS
PF
|
|
5
|
CHECK IF DISCLOSURE
OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
|
¨
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United States
Citizen
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING
POWER
0
|
8
|
SHARED VOTING
POWER
69,464,434
|
9
|
SOLE DISPOSITIVE
POWER
0
|
10
|
SHARED DISPOSITIVE
POWER
69,464,434
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON
69,464,434
|
|
12
|
CHECK IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
13
|
PERCENT OF
CLASS REPRESENTED BY AMOUNT IN ROW (11)
53.6%
|
|
14
|
TYPE OF REPORTING
PERSON
IN
|
|
CUSIP
No. 853616_10_0
|
13D
|
Page
12 of 19 Pages
|
1
|
NAME OF REPORTING
PERSON
Gabriel Griess
|
|
2
|
CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
x
(b)
¨
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF
FUNDS
PF
|
|
5
|
CHECK IF DISCLOSURE
OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
|
¨
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United States
Citizen
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING
POWER
0
|
8
|
SHARED VOTING
POWER
69,464,434
|
9
|
SOLE DISPOSITIVE
POWER
0
|
10
|
SHARED DISPOSITIVE
POWER
69,464,434
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON
69,464,434
|
|
12
|
CHECK IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
13
|
PERCENT OF
CLASS REPRESENTED BY AMOUNT IN ROW (11)
53.6%
|
|
14
|
TYPE OF REPORTING
PERSON
IN
|
|
CUSIP
No. 853616_10_0
|
13D
|
Page
13 of 19 Pages
|
1
|
NAME OF REPORTING
PERSON
Ron Westervelt
|
|
2
|
CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
x
(b)
¨
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF
FUNDS
PF
|
|
5
|
CHECK IF DISCLOSURE
OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
|
¨
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United States
Citizen
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING
POWER
0
|
8
|
SHARED VOTING
POWER
69,464,434
|
9
|
SOLE DISPOSITIVE
POWER
0
|
10
|
SHARED DISPOSITIVE
POWER
69,464,434
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON
69,464,434
|
|
12
|
CHECK IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
13
|
PERCENT OF
CLASS REPRESENTED BY AMOUNT IN ROW (11)
53.6%
|
|
14
|
TYPE OF REPORTING
PERSON
IN
|
|
CUSIP
No. 853616_10_0
|
13D
|
Page
14 of 19 Pages
|
1
|
NAME OF REPORTING
PERSON
Clint Bond
|
|
2
|
CHECK THE
APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
x
(b)
¨
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF
FUNDS
PF
|
|
5
|
CHECK IF DISCLOSURE
OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
|
¨
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United States
Citizen
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING
POWER
0
|
8
|
SHARED VOTING
POWER
69,464,434
|
9
|
SOLE DISPOSITIVE
POWER
0
|
10
|
SHARED DISPOSITIVE
POWER
69,464,434
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON
69,464,434
|
|
12
|
CHECK IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
¨
|
13
|
PERCENT OF
CLASS REPRESENTED BY AMOUNT IN ROW (11)
53.6%
|
|
14
|
TYPE OF REPORTING
PERSON
IN
|
|
CUSIP
No. 853616_10_0
|
13D
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Page
15 of 19 Pages
|
Item 1. Security
and Issuer.
This
Statement of Beneficial Ownership on Schedule 13D (this “Schedule 13D”) relates to the Common Stock, par value $0.0001
per share (the “Common Stock”), of Standard Metals Processing, Inc., a Nevada corporation (the “Company”).
The Company reports that its principal executive offices are located at 611 Walnut Street, Gadsden, AL 35901.
Item
2. Identity and Background.
This
Schedule 13D is on behalf of Granite Peak Resources LLC (“GPR”) and its members: Mountain View Equity LLC, Bennington
Family Island Trust, Daniel Takami, Pure Path Capital Management Company LLC, Paul Renteria, JJA Capital, LLC, Jeffrey Alan Wilson,
Sharon Ullman, Steven Robert Gross, Winston Marshall, Gabriel Griess, Ron Westervelt and Clint Bond, relating to Common Stock
of the Company.
The
foregoing persons are sometimes referred to herein as a “Reporting Person” on an individual basis, and collectively
as the “Reporting Persons.” The Reporting Persons are filing this Schedule 13D jointly.
The registered office
and principal business address for Granite Peak Resources LLC is 1603 Capitol Avenue, Suite 310 A541. Cheyenne, WY 82001.
None
of the Reporting Persons has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations
or similar misdemeanors).
None
of the Reporting Persons has, during the last five years, been a party to a civil proceeding of a judicial or administrative body
of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining
future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation
with respect to such laws.
Item
3. Source and Amount of Funds or Other Consideration.
The Common Stock reported herein as
being beneficially owned by the Reporting Persons was acquired using working capital or personal funds. The members contributed
their shares of Standard Metals Processing, Inc. to Granite Peak Resources LLC in exchange for a pro-rata equity interest. Such
shares and other securities were acquired through open market purchases and transactions with the Company.
Item
4. Purpose of Transaction.
The
Reporting Persons originally acquired shares of Common Stock of the Company for investment purposes because they believed such
shares represented an attractive investment opportunity. On March 29, 2019, the members contributed their shares of stock of the
Company to GPR to combine their voting power. The purpose is to assist the Company in executing its business plan and resolving
its obligations and other claims which cast doubt on the Company’s ability to execute its business plan. No changes in the
board of directors, management or officer positions are anticipated at this time. No changes to the Company’s charter or
other governing instruments are anticipated at this time.
The
Reporting Persons intend to review their investments in the Company on a continuing basis. In connection with such ongoing evaluation,
the Reporting Persons may seek additional calls and meetings with members of the Company’s officers and/or the board of
directors of the Company. In addition, the Reporting Persons, as they may deem appropriate, may elect to communicate publicly
or privately with other stockholders or third parties to articulate its views on issues relating to the strategic direction undertaken
by the Company and other matters of interest to stockholders generally, including corporate and management performance, the Company’s
financial position, the stock price, and the Company’s strategic direction. As part of such evaluation and any such discussions,
GPR may make recommendations, suggestions or proposals to the Company’s officers or directors regarding changes to the Company’s
capital structure and the sale of material assets or other extraordinary corporate transaction, including a sale of the Company,
although it has no current plans to do so.
In
connection with their ongoing evaluation of the Company, the Reporting Persons may propose or take such actions with respect to
their investments in the Company as they deem appropriate, including, without limitation, purchasing additional shares of the
Company’s Common Stock (or other financial instruments), whether through open market purchases or private transactions,
selling some or all of their beneficial or economic holdings, engaging in hedging or similar transactions with respect to the
securities relating to the Company and/or otherwise changing their intention with respect to any and all matters described in
subsections (a) through (j) of Item 4 in Rule 13d-101 under the Securities Exchange Act of 1934, as amended.
Item
5. Interest in Securities of the Issuer.
(a)
The Reporting Persons beneficially own 69,464,434 shares of Common Stock (including 4,500,000 warrants to purchase common stock),
which, collectively, represents approximately 53.6% of the Company’s outstanding shares of Common Stock. The foregoing percentage
is calculated based on 129,497,423 shares of Common Stock outstanding as of March 28, 2019.
(b) Granite
Peak Resources LLC will be managed by Michael Markiewicz. Tony Russo has voting and dispositive control of Mountain View Equity
LLC. Randy Mittasch has voting and dispositive control of Bennington Family Island Trust. Daniel Takami owns his shares in his
individual name and in AIRA Consulting LLC of which he has voting and dispositive control. Mikael Pschera has voting and dispositive
control of Pure Path Capital Management Company LLC. Mark Zachman has voting and dispositive control of JJA Capital LLC. Sharon
Ullman owns her shares and warrants in her individual name and in Afignis LLC of which she has voting and dispositive control.
See
also Items 7 to 10 of the cover page for each Reporting Person and Item 2 above.
(c) None.
(d)
Not
applicable.
(e) Not
applicable.
Item 6. Contracts,
Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
The information provided
in Items 3, 4 and 5 is incorporated herein by reference.
Item 7. Material
to be Filed as Exhibits.
Operating
Agreement for GPR and template Exchange Agreement wherein the members contributed their shares of Standard Metals Processing,
Inc. to GPR in exchange for a pro-rata equity interest in GPR.
SIGNATURE
After
reasonable inquiry and to the best of our knowledge and belief, the undersigned certifies that the information set forth in this
Statement is true, complete and correct.
In
accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to
the joint filing on behalf of each of them of this Statement on Schedule 13D with respect to the shares of Common Stock of the
Company.
March
29, 2019
|
GRANITE
PEAK RESOURCES LLC
|
|
|
|
|
By:
|
/s/
Michael Markiewicz
|
|
|
Michael
Markiewicz
|
|
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Manager
|
|
|
|
|
MOUNTAIN
VIEW EQUITY, LLC
|
|
|
|
|
By:
|
/s/
Anthony Russo
|
|
|
Anthony
Russo
|
|
|
Manager
|
|
|
|
|
Bennington
Family Island Trust
|
|
|
|
|
By:
|
/s/
Randy Mittasch
|
|
|
Randy
Mittasch
|
|
|
Trustee
|
|
/s/
Daniel Takami
|
|
Daniel
Takami
|
|
Individually
and as Manager of:
|
|
AIRA
Consulting, LLC
|
|
PURE
PATH CAPITAL MANAGEMENT COMPANY LLC
|
|
By:
|
/s/
Mikael J. Pschera
|
|
|
Mikael
J. Pschera
|
|
|
Authorized
Signatory
|
|
/s/
Paul Renteria
|
|
Paul
Renteria
|
|
|
|
JJA
CAPITAL LLC
|
|
By:
|
/s/
Mark Zachman
|
|
|
Mark
Zachman
|
|
|
Manager
|
|
/s/
Jeffrey Alan Wilson
|
|
Jeffrey
Alan Wilson
|
|
|
|
/s/
Sharon Ullman
|
|
Sharon
Ullman
|
|
Individually
and as Manager of:
|
|
Afignis
LLC
|
|
/s/
Steven Robert Gross
|
|
Steven
Robert Gross
|
|
|
|
/s/
Winston Marshall
|
|
Winston
Marshall
|
|
|
|
/s/
Gabriel Griess
|
|
Gabriel
Griess
|
|
|
|
/s/
Ron Westervelt
|
|
Ron
Westervelt
|
|
|
|
/s/
Clint Bond
|
|
Clint
Bond
|
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