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 19, 2009
HICKS ACQUISITION COMPANY I, INC.
(Exact Name of Registrant as Specified in Charter)
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| Delaware
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001-33704
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20-8521842 |
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(Commission File Number)
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(I.R.S. Employer |
| incorporation)
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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 |
Item 7.01 Regulation FD Disclosure
In connection with the previously announced transaction contemplated by that certain Purchase and
IPO Reorganization Agreement, dated as of August 2, 2009, by and among the Hicks Acquisition
Company I, Inc. (the “Company”), Resolute Energy Corporation, a Delaware corporation (“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”), attached hereto as Exhibit 99.1 are updated road show materials
be presented to certain existing and potential stockholders of the Company.
Participants In The Solicitation
The Company, REC and their respective 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 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
REC. The Company’s stockholders may obtain additional information about the interests of the
directors and officers of the Company and REC in the Acquisition by reading any other materials to
be filed with the Securities and Exchange Commission (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 joint 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 the Company at 100 Crescent Court, Suite 1200, Dallas, TX 75201 or by contacting the
Company at (214) 615-2300.
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