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): September 10, 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) |
| 1700 Lincoln Street, Suite 2800 Denver, CO |
80203 | |
| (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 8.01 | Other Events. |
On September 10, 2014, Resolute Energy Corporation (“Resolute”) issued a press release (the “Press Release”) reminding holders of its warrants to purchase Resolute common stock (the “Warrants”) and other interested parties that the Warrants will expire at 5:00 pm ET on September 25, 2014 (the “Expiration Time”).
A copy of the Press Release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information in this Current Report on Form 8-K, including Exhibit 99.1 hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| Exhibit 99.1 | Press Release dated September 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: September 11, 2014
| RESOLUTE ENERGY CORPORATION | ||
| By: | /s/ James M. Piccone | |
| James M. Piccone | ||
| President | ||
| Exhibit |
Description | |
| 99.1 | Press Release dated September 10, 2014. | |
RESOLUTE ENERGY CORPORATION WARRANTS TO EXPIRE
ON SEPTEMBER 25, 2014
Denver, Colorado – September 10, 2014 – Resolute Energy Corporation (“Resolute” or the “Company”) (NYSE: REN) reminds holders of its warrants to purchase Resolute common stock (NYSE: REN WS) (CUSIP Number 76116A 116) (the “Warrants”) and other interested parties that the Warrants will expire at 5:00 pm ET on September 25, 2014 (the “Expiration Time”).
Each Warrant entitles the holder to purchase one (1) share of common stock of Resolute Energy Corporation, $0.0001 par value per share, at an exercise price of $13.00 per share. All outstanding Warrants not exercised prior to the Expiration Time will expire worthless and the holder thereof will not receive any shares of Resolute common stock nor any other consideration for such unexercised Warrants. The Warrants will not be automatically exercised at expiration. The Warrants that will expire are comprised of all of the Public Warrants, the Founders’ Warrants and the Sponsors’ Warrants, as such terms are defined in the Warrant Agreement. Detailed information on the terms of the Warrants can be found in the Warrant Agreement filed as Annex D to the Company’s Registration Statement on Form S-4 filed with the SEC on August 6, 2009.
Any interested party holder can obtain further information on exercising Warrants by contacting his or her broker or Continental Stock Transfer & Trust Company (17 Battery Place, 8th Floor, New York, NY 10004 (Ph: 212-509-4000)), the Company’s transfer agent and warrant agent. Brokers are encouraged to contact Depository Trust Company in advance of the Expiration Date to confirm the procedures for exercising Warrants.
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 and the Powder River Basin in Wyoming. The Company also owns exploration properties in the Permian Basin of Texas and the Big Horn and Powder River Basins of Wyoming.
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Contact:
HB Juengling
Vice President - Investor Relations
Resolute Energy Corporation
303-534-4600
hbjuengling@resoluteenergy.com