UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
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 7, 2014
RESOLUTE ENERGY CORPORATION
(Exact name of registrant as specified in its charter)
| Delaware | 001-34464 | 27-0659371 | ||
| (State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(I.R.S. Employer Identification Number) | ||
| 1675 Broadway, Suite 1950 Denver, CO |
80202 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: 303-534-4600
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | 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)) |
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
The Board of Directors (the “Board”) of Resolute Energy Corporation (the “Company”) has appointed Gary L. Hultquist as a Class III director of the Company and member of the Compensation Committee and Corporate Governance/Nominating Committee of the Board, effective February 7, 2014.
There is no arrangement or understanding between Mr. Hultquist and any other person pursuant to which he was selected to serve as a director. Additionally, there are no transactions involving the Company and Mr. Hultquist that the Company would be required to report pursuant to Item 404(a) of Regulation S-K.
Mr. Hultquist will receive compensation in accordance with the Company’s standard director compensation arrangements as described in its 2013 Proxy Statement, dated April 25, 2013.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| Exhibit No. |
Description | |
| 99.1 | Press Release dated February 10, 2014 | |
SIGNATURE
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.
Date: February 10, 2014
| RESOLUTE ENERGY CORPORATION | ||
| By: | /s/ James M. Piccone | |
| James M. Piccone | ||
| President | ||
2
EXHIBIT INDEX
| Exhibit No. |
Description | |
| 99.1 | Press Release dated February 10, 2014 | |
3
Exhibit 99.1
RESOLUTE ENERGY CORPORATION
ANNOUNCES APPOINTMENT OF GARY L. HULTQUIST
TO BOARD OF DIRECTORS
Denver, Colorado – February 10, 2014 – Resolute Energy Corporation (“Resolute” or the “Company”) (NYSE: REN) announced today that its Board of Directors has approved the appointment of Gary L. Hultquist to the Board.
Nicholas J. Sutton, Chairman of the Board of Directors and Chief Executive Officer of Resolute, commented: “I am pleased to announce the appointment of Gary L. Hultquist to the Resolute Board of Directors. In conjunction with his appointment to the Board, he has also been designated to serve on the Compensation Committee and the Corporate Governance / Nominating Committee. Gary’s extensive experience in the oil and gas industry as well as his long and accomplished background in the legal and finance areas will be an invaluable asset to our Board over the coming years.”
Mr. Hultquist has been a Director of NYSE-listed Kinder Morgan Management, LLC (NYSE: KMR), the Delegate of the General Partner of Kinder Morgan Energy Partners, L.P. (NYSE: KMP), since its formation in 2001. He has also been a Director of Kinder Morgan G.P., Inc., the General Partner of Kinder Morgan Energy Partners, L.P., since 1999, where he currently serves as Lead Independent Director, Chair of the Compensation Committee and Member of the Audit Committee and Nominating and Governance Committee. Previously, from 1995 to 1997, Mr. Hultquist also served on the Board of Directors and as Chair of the Audit Committee of OnTrak Systems, Inc. (NASDAQ: ONTK) during its IPO and subsequent merger with Lam Research (NASDAQ: LRCX) for over $400 million. He also served as Board member and advisor to Rodel, Inc., during its acquisition by Rohm and Haas (NYSE). Mr. Hultquist holds securities licenses 7, 63 and 24 (General Securities Principal) from FINRA and is a member of the California Bar Association. Mr. Hultquist practiced law in San Francisco and Palo Alto, California for over 13 years. Since 1986, he has been an international investment banker and strategic advisor, to public and private company clients in the U.S., Europe and Asia, handling corporate financings, mergers and acquisitions and is currently affiliated with Viant Capital, LLC, an investment banking firm in San Francisco, specializing in energy and technology. Mr. Hultquist has also served on the Boards of Directors of several private companies. He received his B.S. Degree in Accounting-Finance from Northwest Missouri State University, a J.D. degree from the University of Missouri Law School and attended the George Washington University Law School’s LLM in Taxation program.
About Resolute Energy Corporation
Resolute is an independent oil and gas company focused on the acquisition, exploration, exploitation and development of oil and gas properties, with a particular emphasis on liquids-focused, long-lived onshore U.S. opportunities. Resolute’s producing properties are located in the Paradox Basin in Utah, the Permian Basin in Texas and New Mexico, the Powder River Basin in Wyoming and the Bakken trend of North Dakota. The Company also owns exploration properties in the Permian Basin of Texas and the Big Horn and Powder River Basins of Wyoming.
1
# # #
Contact:
HB Juengling
Vice President - Investor Relations
Resolute Energy Corporation
303-534-4600
hbjuengling@resoluteenergy.com
2