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): August 6, 2009
HICKS ACQUISITION COMPANY I, INC.
(Exact Name of Registrant as Specified in Charter)
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| Delaware
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20-8521842 |
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001-33704
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(I.R.S. Employer |
| incorporation)
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(Commission File Number)
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Identification Number) |
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| 100 Crescent Court, Suite 1200 |
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| Dallas, TX |
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75201 |
| executive offices)
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(Zip code) |
(214) 615-2300
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K is intended to simultaneously
satisfy the filing obligation of the Registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
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Resolute Energy Corporation, a Delaware corporation (“REC”), has filed with the Securities and
Exchange Commission (the “SEC”) a preliminary Registration Statement on Form S-4 (File No.
333-161076) (the “Registration Statement”) that includes a preliminary proxy statement of Hicks
Acquisition Company I, Inc., a Delaware corporation (the “Company”), and constitutes a preliminary
prospectus of REC. The Registration Statement was filed in connection
with that certain Purchase and IPO Reorganization Agreement, dated as of August 2, 2009, by and
among the Company, REC, Resolute Holdings Sub, LLC, Resolute Subsidiary Corporation, a wholly-owned
subsidiary of REC, Resolute Aneth, LLC, Resolute Holdings, LLC, and HH-HACI, L.P., pursuant to
which the Company’s stockholders will acquire a majority of the outstanding shares of capital stock
of REC (collectively, the “Acquisition”).
Participants In The Solicitation
The Company and its directors and officers may be deemed participants in the solicitation of
proxies to the Company’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 Company is contained in
(i) the Company’s annual report on Form 10-K for the fiscal
year ended December 31, 2008, which was filed with
the SEC on March 11, 2009 and (ii) the preliminary proxy statement/prospectus regarding the
Acquisition, which is included as part of the Registration Statement. The Company’s stockholders
may obtain additional information about the interests of the directors and officers of the Company
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, the Company and REC have filed the preliminary proxy
statement/prospectus, which is included as part of the Registration Statement. The Company and REC
may file other relevant documents concerning the Acquisition, including any amendments to the
Registration Statement that may be filed by REC. INVESTORS ARE URGED TO READ THE PROXY
STATEMENT/PROSPECTUS 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.
Forward-Looking Statements
This report contains forward-looking statements within the meaning of the Securities Act of 1933,
as amended, and the Securities Exchange Act of 1934, as amended, regarding the Acquisition and the
Company’s plans, objectives, and intentions. Words such as expects, anticipates, intends, plans,
believes, seeks, estimates, and similar expressions or variations of such words are intended to
identify forward-looking statements, but are not the exclusive means of identifying forward-looking
statements in this report.
Forward-looking statements in this report 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 report. Such risk
factors include, among others: uncertainties as to the timing of the Acquisition; approval of the
Acquisition by the Company’s stockholders; approval of the warrant amendment by the holders of
public warrants; approval of the amendment to the Company’s certificate of incorporation by the
Company’s stockholders; the satisfaction of other closing conditions to the Acquisition, including
the receipt of any required regulatory approvals; costs related to the Acquisition; 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 REC’s operating subsidiaries; the
success of the business and financial strategy, hedging strategies, and plans of REC; the amount,
nature and timing of capital expenditures of REC, including future development costs; availability
and terms of capital; the effectiveness of the CO2 flood program of REC’s operating
subsidiaries; the timing and amount of future production of oil and gas; availability of drilling
and production equipment; operating costs and other expenses of REC’s operating subsidiaries; the
success of prospect development and property