Hicks Acquisition Company I, Inc. (AMEX: TOH), a special purpose
acquisition company founded and headed by Thomas O. Hicks,
announced today that Hicks Acquisition’s special meeting of
warrantholders will be held on September 22, 2009 at 10:00 a.m.
central time and will be immediately followed by Hicks
Acquisition’s special meeting of stockholders at 10:30 a.m. central
time (collectively, the “Special Meeting”), each at the offices of
Akin Gump Strauss Hauer & Feld LLP, 1700 Pacific Avenue, 39th
Floor, Dallas, Texas 75201. The record date for determining
warrantholders entitled to vote will be September 8, 2009, and the
record date for determining stockholders entitled to vote will be
August 31, 2009.
Warrantholders of record as of September 8, 2009 will be invited
to attend the Hicks Acquisition special meeting of warrantholders
and to vote on the following warrantholder proposals: (1) to amend
the terms of the warrant agreement governing Hicks Acquisition
warrants exercisable for shares of Hicks Acquisition common stock
in order to allow Hicks Acquisition warrantholders to elect to
receive in the acquisition described below, for each outstanding
Hicks Acquisition warrant that was issued in Hicks Acquisition’s
initial public offering (“Public Warrants”), either (i) $0.55 in
cash or (ii) a new warrant exercisable for one share of Resolute
Energy Corporation (“Resolute”) Common Stock, subject to adjustment
and proration as described in the proxy statement/prospectus
described below; (2) to approve the adjournment of the special
meeting of Hicks Acquisition warrantholders, if necessary, to
permit further solicitation and vote of proxies in favor of the
foregoing proposals; and (3) such other matters as may properly
come before the special meeting of Hicks Acquisition warrantholders
or any adjournment or postponement thereof. If the Acquisition is
consummated, any warrantholder who votes against the foregoing
proposals or who makes no election will receive $0.55 in cash in
exchange for each of its Public Warrants.
Stockholders of record as of August 31, 2009 will be invited to
attend the Hicks Acquisition special meeting of stockholders and to
vote on the following stockholder proposals: (1) to elect four
directors to serve on Hicks Acquisition’s board of directors; (2)
to approve an amendment to Hicks Acquisition’s amended and restated
certificate of incorporation to provide for its perpetual existence
and to permit a business combination with an entity engaged in the
energy industry as its principal business; (3) to adopt the
Purchase and IPO Reorganization Agreement, dated as of August 2,
2009, by and among Hicks Acquisition, Resolute, Resolute Subsidiary
Corporation, a Delaware corporation, Resolute Aneth, LLC, a
Delaware limited liability company, Resolute Holdings, LLC, a
Delaware limited liability company, Resolute Holdings Sub, LLC, a
Delaware limited liability company (“Seller”), and HH-HACI, L.P., a
Delaware limited partnership, and to approve the transactions
contemplated thereby (the “Acquisition”), pursuant to which,
through a series of transactions, Hicks Acquisition stockholders
will acquire a majority of the outstanding common stock of
Resolute, par value $0.0001 per share, and Resolute will acquire
Hicks Acquisition and the business and operations of Seller; (4) to
approve the adjournment of the special meeting of Hicks Acquisition
stockholders, if necessary, in order to permit further solicitation
and vote of proxies in favor of the foregoing proposals; and (5)
such other matters as may properly come before the special meeting
of Hicks Acquisition stockholders or any adjournment or
postponement thereof.
Because purchases of common stock typically settle in three
business days, purchasers of Hicks Acquisition common stock who
currently enter purchase orders will not be holders of record by
August 31, 2009. Thus, to gain the ability to vote on any of the
stockholder proposals described above, any such purchasers would
need to make arrangements to obtain proxies from persons who are
holders of Hicks Acquisition common stock as of the record date in
connection with privately negotiated purchases from them.
The full meeting agenda will be detailed in the definitive
proxy statement/prospectus regarding the Acquisition, which will be
included as part of the Registration Statement on Form S-4 (File
No. 333-161076) of Resolute, which will be mailed to all
stockholders and warrantholders of record. The Registration
Statement has not yet been declared effective by the Securities and
Exchange Commission (“SEC”).
ABOUT HICKS ACQUISITION COMPANY I, INC.
Hicks Acquisition is a special purpose acquisition company,
launched in October 2007 in an initial public offering that was,
with $552 million of gross proceeds, the largest SPAC IPO completed
at that time. Founded by Thomas O. Hicks, Hicks Acquisition was
formed for the purpose of acquiring, or acquiring control of,
through a merger, capital stock exchange, asset acquisition, stock
purchase, reorganization or similar business combination, one or
more businesses or assets. It currently has no operating
businesses.
ABOUT RESOLUTE NATURAL RESOURCES COMPANY
Resolute is an independent oil and gas company engaged in the
acquisition, exploitation and development of oil and gas
properties. The company operates producing properties in Utah and
Wyoming. In addition, Resolute owns exploration properties in
Wyoming and Alabama.
PARTICIPANTS IN THE SOLICITATION
Hicks Acquisition, Resolute, and their respective directors and
officers may be deemed participants in the solicitation of proxies
to Hicks Acquisition’s stockholders with respect to the
Acquisition. A list of the names of those directors and officers
and a description of their interests in the Acquisition is
contained in the preliminary proxy statement/prospectus regarding
the Acquisition, which is included as part of the preliminary
Registration Statement on Form S-4 (File No. 333-161076) of
Resolute. Hicks Acquisition’s stockholders may obtain additional
information about the interests of the directors and officers of
Hicks Acquisition and Resolute in the Acquisition by reading any
other materials to be filed with the SEC regarding the Acquisition
when such information becomes available.
IMPORTANT ADDITIONAL INFORMATION REGARDING THE ACQUISITION
WILL BE FILED WITH THE SEC
In connection with the Acquisition, Hicks Acquisition and
Resolute have filed the preliminary proxy statement/prospectus,
which is included as part of the Registration Statement. Hicks
Acquisition and Resolute may file other relevant documents
concerning the Acquisition, including any amendments to the
Registration Statement that may be filed by Resolute. INVESTORS ARE
URGED TO READ THE DEFINITIVE PROXY STATEMENT/PROSPECTUS (WHEN
AVAILABLE) INCLUDED AS PART OF THE REGISTRATION STATEMENT AND ANY
OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, BECAUSE THEY CONTAIN
IMPORTANT INFORMATION REGARDING THE ACQUISITION. Investors and
security holders may obtain a free copy of the proxy
statement/prospectus (when available) and the other documents free
of charge at the website maintained by the SEC at www.sec.gov. Investors may also obtain
these documents, free of charge, by directing a request to Hicks
Acquisition at 100 Crescent Court, Suite 1200, Dallas, TX 75201 or
by contacting Hicks Acquisition at (214) 615-2300.
FORWARD LOOKING STATEMENTS
This press release includes “forward-looking statements” within
the meaning of the safe harbor provisions of the United States
Private Securities Litigation Reform Act of 1995. Words such as
“expect,” “estimate,” “project,” “budget,” “forecast,”
“anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,”
“poised”, “believes,” “predicts,” “potential,” “continue,” and
similar expressions are intended to identify such forward-looking
statements. Forward-looking statements in this presentation include
matters that involve known and unknown risks, uncertainties and
other factors that may cause actual results, levels of activity,
performance or achievements to differ materially from results
expressed or implied by this press release. Such risk factors
include, among others: uncertainties as to the timing of the
transaction, approval of the transaction by Hicks Acquisition’s
stockholders; the satisfaction of other closing conditions to the
transaction, including the receipt of any required regulatory
approvals; the approval of the charter amendment by Hicks
Acquisition’s stockholders and the warrant amendment by Hicks
Acquisition’s warrantholders; costs related to the transaction; the
volatility of oil and gas prices; discovery, estimation,
development and replacement of oil and gas reserves; the future
cash flow, liquidity and financial position of Resolute; the
success of the business and financial strategy, hedging strategies
and plans of Resolute; the amount, nature and timing of capital
expenditures of Resolute, including future development costs;
availability and terms of capital; the effectiveness of Resolute’s
CO2 flood program; the timing and amount of future production of
oil and gas; availability of drilling and production equipment;
operating costs and other expenses of Resolute; the success of
prospect development and property acquisition of Resolute; the
success of Resolute in marketing oil and gas; competition in the
oil and gas industry; Resolute’s relationship with the Navajo
Nation and Navajo Nation Oil and Gas, as well as the timing of when
certain purchase rights held by Navajo Nation Oil and Gas become
exercisable; the impact of weather and the occurrence of disasters,
such as fires, floods and other events and natural disasters;
government regulation of the oil and gas industry; developments in
oil-producing and gas-producing countries; the success of strategic
plans, expectations and objectives for future operations of
Resolute. Actual results may differ materially from those contained
in the forward-looking statements in this press release. Hicks
Acquisition and Resolute undertake no obligation and do not intend
to update these forward-looking statements to reflect events or
circumstances occurring after the date of this press release. You
are cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date of this press release.
All forward-looking statements are qualified in their entirety by
this cautionary statement.
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