Resolute Energy Corporation (NYSE:REN) Files An 8-K Entry into a Material Definitive Agreement


Resolute Energy Corporation (NYSE:REN) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01Entry into a Material Definitive Agreement.

Delaware Basin Acquisition Purchase and Sale Agreement

On March 3, 2017, Resolute Natural Resources Southwest, LLC
(Buyer), a wholly-owned subsidiary of Resolute Energy Corporation
(the Company), entered into a Purchase and Sale Agreement (the
Purchase Agreement) with undisclosed private sellers (Sellers) to
which Buyer agreed to acquire certain producing and undeveloped
oil and gas properties in the Delaware Basin in Reeves County,
Texas (the Delaware Basin Acquisition).

Consideration for the acquisition will be $160 million in cash,
subject to customary purchase price adjustments.The closing of
the acquisition is expected to occur on or about May 15, 2017 and
is subject to the satisfaction or waiver of certain customary
conditions, including the material accuracy of the
representations and warranties of Buyer and Sellers, and
performance of covenants.The Delaware Basin Acquisition has an
effective date of May 1, 2017.The Purchase Agreement contains
terms and conditions customary to transactions of this
type.Subject to the right of Buyer to be indemnified for certain
liabilities for a limited period of time and for breaches of
representations, warranties and covenants, Buyer will assume
substantially all liabilities associated with the acquired
properties.The Purchase Agreement also contains certain customary
termination rights for each of Buyer and Sellers.

The properties to be acquired include approximately 4,600 net
acres in Reeves County, Texas, consisting of 2,187 net acres
contiguous to the Companys existing operating area in Reeves
County and 2,405 net acres in southern Reeves County.In addition,
the Company will acquire interests in (i) two operated 4,500 foot
lateral horizontal Wolfcamp wells that currently produce
approximately 800 net Boe per day, (ii) six operated drilled but
uncompleted Wolfcamp wells, four of which have lateral lengths of
approximately 4,500 feet and two with approximately 7,500 foot
laterals; and (iii) one non-operated 10,000 foot lateral Wolfcamp
A well that is currently drilling.

Commitment Letter

The Company is evaluating the optimal financing for the Delaware
Basin Acquisition, and anticipates that the ultimate financing
may have components of long-term debt and equity.In the interim,
however, the Company entered into a commitment letter on March 3,
2017 for a $100 million unsecured bridge financing facility with
BMO Capital Markets (the Commitment Letter).The Commitment Letter
provides the Company with the ability to borrow up to $100
million, subject to satisfaction or waiver of customary
conditions to closing, for the consummation of the Delaware Basin
Acquisition.In the event that the Bridge Commitment is not drawn
in connection with the Delaware Basin Acquisition, then the
obligations of the parties under the Commitment Letter
terminate.Together with borrowing availability under the Companys
revolving credit facility, the bridge facility allows the Company
to close the acquisition without an immediate long-term debt or
equity issuance.A copy of the Commitment Letter is attached to
this Form 8-K as Exhibit 10.1 and incorporated herein by

Item 7.01 Regulation FD Disclosure.

On March 3, 2017, the Company issued a press release announcing
the execution of the Purchase Agreement and the Commitment Letter
and posted an investor presentation on its website
( A copy of the press release is
furnished as Exhibit 99.1 hereto.

The information in this Item 7.01, including Exhibit 99.1 to this
Current Report on Form 8-K, is being furnished and shall not be
deemed to be filed for the purposes of Section 18 of the
Securities and Exchange Act of 1934 (the Exchange Act) or
otherwise subject to the liabilities of such section, nor shall

such information be deemed incorporated by reference in any
filing under the Securities Act of 1933 or the Exchange Act,
except as shall be expressly set forth by specific reference in
such a filing.

Item 9.01Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.



Commitment Letter between Resolute Energy Corporation and
BMO Capital Markets dated March 3, 2017.


Resolute Energy Corporation Press Release Regarding
Delaware Basin Acquisition, dated March 3, 2017.

About Resolute Energy Corporation (NYSE:REN)

Resolute Energy Corporation is an independent oil and gas company. The Company is engaged in the exploitation, development, exploration for and acquisition of oil and gas properties. Its properties are Aneth Field located in the Paradox Basin in southeast Utah (the Aneth Field Properties or Aneth Field), and the Permian Basin in Texas and southeast New Mexico (the Permian Properties or Permian Basin Properties). It has an interest in gas gathering and compression facilities located within and adjacent to its Aneth Field Properties. Aneth Field is an oil field in southeast Utah, which produces approximately 6,290 equivalent barrels of oil per day. It owns working interests in the Aneth Unit, the McElmo Creek Unit and the Ratherford Unit. The Company has interests in approximately 27,750 gross (17,570 net) acres in the Permian Basin of Texas and southeast New Mexico. It covers over two project areas, including the Delaware Basin project area and the Northwest Shelf project area.

Resolute Energy Corporation (NYSE:REN) Recent Trading Information

Resolute Energy Corporation (NYSE:REN) closed its last trading session down -2.51 at 44.49 with 1,867,797 shares trading hands.