Hicks Acquisition’s Merger with Resolute Energy Corporation Approved by Stockholders and Warrantholders
September 25 2009 - 1:37PM
Business Wire
Hicks Acquisition Company I, Inc. (AMEX: TOH) (“Hicks
Acquisition”), a special purpose acquisition company founded
and headed by Thomas O. Hicks, announced today that its
stockholders and warrantholders approved all proposals related to a
definitive agreement pursuant to which Resolute Natural Resources
Company, a privately-held independent oil and gas company with
long-lived oil reserves, will go public through a transaction with
Hicks Acquisition. The special meeting of stockholders and
warrantholders was held on Friday, September 25, 2009. The
transaction is expected to close Friday September 25, 2009, at
which time Hicks Acquisition will become a subsidiary of Resolute
Energy Corporation (“Resolute”) and on Monday September 28,
2009, Resolute expects to begin trading its common stock and
warrants on the New York Stock Exchange under the symbols “REN” and
“REN WS”.
Thomas O. Hicks commented, “When we brought this deal to the
market, we were absolutely confident that Resolute had all the
essential characteristics to succeed as a public company. The
successful completion of this transaction, and the remarkable
roster of investors who decided to invest in the long-term
prospects of Resolute, confirms our belief that Resolute has the
track record and requisite operational, financial and investment
know-how to generate strong returns for investors. Importantly, a
successful equity offering in what continues to be a challenging
market is testament to the quality of Resolute and its exceptional
management team, themes we heard consistently in our conversations
with the investment community during the past two months. We look
forward to working with Nick Sutton and his team at Resolute to
achieve continued success.”
Nicholas J. Sutton, Chairman and CEO of Resolute, added,
“Becoming a public company is an exciting new chapter for our
company. The fundamentals and outlook for our business and for the
oil and gas industry are strong. Our operations are strategically
located on properties with large, well identified quantities of oil
in place, and through proven techniques such as waterflooding and
CO2 injection we believe we have the opportunity to significantly
increase our oil production. Importantly, our base of investors,
who are some of the most well-known and respected in the world,
agree that this is the right time to invest in our business. With
the continued support of Hicks and Natural Gas Partners, both of
which have been instrumental in our transition to becoming a public
company, we are focused on taking full advantage of the growth
prospects that lie ahead of us.”
Approximately 72% of Hicks Acquisition’s stockholders approved
both of the proposals to amend the company’s certificate of
incorporation to provide for the company’s perpetual existence and
to permit a business combination with an entity engaged in the
energy industry.
Approximately 72% of Hicks Acquisition’s stockholders also
approved the proposal to adopt the acquisition agreement with
Resolute Energy Corporation. Approximately 21% of the holders of
common stock issued in the company’s initial public offering voted
against such proposal and exercised the conversion rights granted
to stockholders in the company’s certificate of incorporation.
In addition, approximately 91% of the holders of Hicks
Acquisition’s public warrants approved the proposal to amend the
warrant agreement governing such warrants to allow public
warrantholders to receive, in exchange for their existing public
warrants, either $0.55 in cash or a new warrant to purchase shares
of Resolute common stock, subject to proration and adjustment.
ABOUT HICKS ACQUISITION
The Company 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, the Company 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
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,
which were legacy properties acquired from two major oil companies,
in connection with a strategic alliance with Navajo Nation Oil and
Gas Company (wholly owned by the Navajo Nation) and in Wyoming and
Oklahoma, which were acquired through the acquisition of a
privately held oil and gas producer. In addition, Resolute owns
exploration properties in Wyoming and Alabama.
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; 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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