Parent Guarantor

The condensed consolidating financial information as of and for the periods ended March 31, 2019 and 2018 presents the results of operations, financial position and cash flows of HighPoint Resources Corporation, or parent guarantor, and HighPoint Operating Corporation (f/k/a Bill Barrett), or subsidiary issuer, as well as the consolidating adjustments necessary to present HighPoint Resources Corporation's results on a consolidated basis. The parent guarantor fully and unconditionally guarantees the debt securities of the subsidiary issuer. The indentures governing those securities limit the ability of the subsidiary issuer to pay dividends or otherwise provide funding to the parent guarantor.

For the purpose of the following financial information, investments in subsidiaries are reflected in accordance with the equity method of accounting. The financial information may not necessarily be indicative of results of operations, cash flows, or financial position had the parent and the subsidiary operated as independent entities.

Condensed Consolidating Balance Sheets



	As of March 31, 2019
	Parent Guarantor		Subsidiary Issuer		Intercompany Eliminations			Consolidated
	(in thousands)
Assets:
Cash and cash equivalents	$	—	$	44,658	$	—		$	44,658
Accounts receivable, net of allowance for doubtful accounts	—		57,473		—			57,473
Other current assets	—		4,914		—			4,914
Property and equipment, net	—		2,096,160		—			2,096,160
Investment in subsidiaries	1,116,475		—		(1,116,475		)	—
Noncurrent assets	—		9,331		—			9,331
Total assets	$	1,116,475	$	2,212,536	$	(1,116,475	)	$	2,212,536
Liabilities and Stockholders' Equity:
Accounts payable and other accrued liabilities	$	—	$	135,762	$	—		$	135,762
Other current liabilities	—		113,993		—			113,993
Long-term debt	—		687,768		—			687,768
Deferred income taxes	—		109,823		—			109,823
Other noncurrent liabilities	—		48,715		—			48,715
Stockholders' equity	1,116,475		1,116,475		(1,116,475		)	1,116,475
Total liabilities and stockholders' equity	$	1,116,475	$	2,212,536	$	(1,116,475	)	$	2,212,536



	As of December 31, 2018
	Parent Guarantor		Subsidiary Issuer		Intercompany Eliminations			Consolidated
	(in thousands)
Assets:
Cash and cash equivalents	$	—	$	32,774	$	—		$	32,774
Accounts receivable, net of allowance for doubtful accounts	—		72,943		—			72,943
Other current assets	—		84,064		—			84,064
Property and equipment, net	—		2,029,523		—			2,029,523
Investment in subsidiaries	1,212,098		—		(1,212,098		)	—
Noncurrent assets	—		33,156		—			33,156
Total assets	$	1,212,098	$	2,252,460	$	(1,212,098	)	$	2,252,460
Liabilities and Stockholders' Equity:
Accounts payable and other accrued liabilities	$	—	$	131,379	$	—		$	131,379
Other current liabilities	—		116,806		—			116,806
Long-term debt	—		617,387		—			617,387
Deferred income taxes	—		139,534		—			139,534
Other noncurrent liabilities	—		35,256		—			35,256
Stockholders' equity	1,212,098		1,212,098		(1,212,098		)	1,212,098
Total liabilities and stockholders' equity	$	1,212,098	$	2,252,460	$	(1,212,098	)	$	2,252,460

Condensed Consolidating Statements of Operations



	Three Months Ended March 31, 2019
	Parent Guarantor			Subsidiary Issuer			Intercompany Eliminations		Consolidated
	(in thousands)
Operating and other revenues	$	—		$	101,980		$	—	$	101,980
Operating expenses	—			(94,290		)	—		(94,290		)
General and administrative	—			(12,660		)	—		(12,660		)
Merger transaction expense	—			(2,414		)	—		(2,414		)
Interest expense	—			(13,679		)	—		(13,679		)
Interest income and other income (expense)	—			(104,877		)	—		(104,877		)
Income (loss) before income taxes and equity in earnings (loss) of subsidiaries	—			(125,940		)	—		(125,940		)
(Provision for) benefit from income taxes	—			29,711			—		29,711
Equity in earnings (loss) of subsidiaries	(96,229		)	—			96,229		—
Net income (loss)	$	(96,229	)	$	(96,229	)	$	96,229	$	(96,229	)



	Three Months Ended March 31, 2018
	Parent Guarantor			Subsidiary Issuer			Intercompany Eliminations		Consolidated
	(in thousands)
Operating and other revenues	$	—		$	80,810		$	—	$	80,810
Operating expenses	—			(58,145		)	—		(58,145		)
General and administrative	—			(10,107		)	—		(10,107		)
Merger transaction expense	—			(4,763		)	—		(4,763		)
Interest expense	—			(13,090		)	—		(13,090		)
Interest income and other income (expense)	—			(19,642		)	—		(19,642		)
Income (loss) before income taxes and equity in earnings (loss) of subsidiaries	—			(24,937		)	—		(24,937		)
(Provision for) benefit from income taxes	—			—			—		—
Equity in earnings (loss) of subsidiaries	(24,937		)	—			24,937		—
Net income (loss)	$	(24,937	)	$	(24,937	)	$	24,937	$	(24,937	)

Condensed Consolidating Statements of Cash Flows



	Three Months Ended March 31, 2019
	Parent Guarantor		Subsidiary Issuer			Intercompany Eliminations		Consolidated
	(in thousands)
Cash flows from operating activities	$	—	$	77,683		$	—	$	77,683
Cash flows from investing activities:
Additions to oil and gas properties, including acquisitions	—		(130,862		)	—		(130,862		)
Additions to furniture, fixtures and other	—		(1,309		)	—		(1,309		)
Other investing activities	—		(273		)	—		(273		)
Cash flows from financing activities:
Proceeds from debt	—		70,000			—		70,000
Principal payments on debt	—		(1,859		)	—		(1,859		)
Other financing activities	—		(1,496		)	—		(1,496		)
Change in cash and cash equivalents	—		11,884			—		11,884
Beginning cash and cash equivalents	—		32,774			—		32,774
Ending cash and cash equivalents	$	—	$	44,658		$	—	$	44,658



	Three Months Ended March 31, 2018
	Parent Guarantor		Subsidiary Issuer			Intercompany Eliminations		Consolidated
	(in thousands)
Cash flows from operating activities	$	—	$	54,317		$	—	$	54,317
Cash flows from investing activities:
Additions to oil and gas properties, including acquisitions	—		(88,854		)	—		(88,854		)
Additions to furniture, fixtures and other	—		(122		)	—		(122		)
Payment of acquiree's debt associated with merger, net of cash acquired	—		(53,357		)	—		(53,357		)
Other investing activities	—		(157		)	—		(157		)
Cash flows from financing activities:
Principal payments on debt	—		(116		)	—		(116		)
Other financing activities	—		(1,485		)	—		(1,485		)
Change in cash and cash equivalents	—		(89,774		)	—		(89,774		)
Beginning cash and cash equivalents	—		314,466			—		314,466
Ending cash and cash equivalents	$	—	$	224,692		$	—	$	224,692