HighPoint Resources logo

HPR - HighPoint Resources News Story

$4.73 -0.7  -13.5%

Last Trade - 01/04/21

Sector
Energy
Size
Micro Cap
Market Cap £n/a
Enterprise Value £n/a
Revenue £181.8m
Position in Universe th / 7273

Bonanza Creek Energy and HighPoint Resources Announce Expected Closing Date of Merger

Fri 26th March, 2021 9:16pm
For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20210326:nGNX4s4mBW&default-theme=true


DENVER, March 26, 2021 (GLOBE NEWSWIRE) -- Bonanza Creek Energy, Inc. (NYSE:
BCEI) (the “Company” or “Bonanza Creek”) and HighPoint Resources
Corporation (NYSE: HPR) (“HighPoint”) today announced that they expect to
close the previously announced merger (the “Merger”) on April 1, 2021. The
closing of the Merger remains subject to the conditions set forth in
HighPoint’s prepackaged plan of reorganization (the “Prepackaged Plan”),
the Agreement and Plan of Merger, dated as of November 9, 2020, by and among
Bonanza Creek, HighPoint, and Boron Merger Sub, Inc. (the “Merger
Agreement”), the Transaction Support Agreement, dated as of November 9,
2020, by and among HighPoint, HighPoint Operating Corporation, Fifth Pocket
Production, LLC, certain consenting holders of HighPoint Operating
Corporation’s 7.0% Senior Notes due October 15, 2022 and 8.75% Senior Notes
due June 15, 2025 (collectively, the “HighPoint Senior Notes”), and
certain consenting HighPoint stockholders, and related transaction documents.

Based on the number of shares of HighPoint common stock outstanding as of the
date of the Merger Agreement, the transaction implies an exchange ratio of
0.114 shares of Bonanza Creek common stock for each share of HighPoint common
stock. Based on Bonanza Creek’s closing stock price of $36.39 on March 26,
2021, and the estimated exchange ratio of 0.114, in the Merger, each share of
HighPoint common stock will receive Bonanza Creek common stock (or cash in
lieu of fractional shares) with a value of $4.15.

Bonanza Creek expects to file a Form 8-K in conjunction with the closing on
April 1, and then to issue a press release on Monday, April 5 after market,
announcing 2021 guidance for the combined company. An updated investor
presentation will also be posted to its website at the time of the April 5
release.

Eric Greager, President and Chief Executive Officer, commented, “We are
pleased to announce the closing date of our merger with HighPoint. The
structure of the transaction with HighPoint was complex, and I am extremely
proud of the work many have done to get this deal closed ahead of schedule.”

About the Companies

Bonanza Creek Energy, Inc. is an independent oil and natural gas company
engaged in the acquisition, exploration, development, and production of oil
and associated liquids-rich natural gas in the Rocky Mountain region of the
United States. The Company’s assets and operations are concentrated in
rural, unincorporated Weld County, Colorado, within the Wattenberg Field,
focused on the Niobrara and Codell formations. The Company’s common shares
are listed for trading on the NYSE under the symbol: “BCEI.” For more
information about the Company, please visit www.bonanzacrk.com. Please note
that the Company routinely posts important information about the Company under
the Investor Relations section of its website.

HighPoint Resources Corporation (NYSE: HPR) is a Denver, Colorado based
company focused on the development of oil and natural gas assets located in
the Denver-Julesburg Basin of Colorado. Additional information about HighPoint
may be found on its website at www.hpres.com.

No Offer or Solicitation

This communication relates to the Merger between Bonanza Creek and HighPoint,
pursuant to which Bonanza Creek and HighPoint solicited approval of the
Prepackaged Plan (the “Solicitation” and, together with the Merger, the
“Transaction”). Communications in this document do not constitute an offer
to sell or the solicitation of an offer to subscribe for or buy any securities
or a solicitation of any vote or approval with respect to the Merger, the
Solicitation or other aspect of the Transaction, nor shall there be any sale,
issuance or transfer of securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or qualification
under the securities laws of any such jurisdiction. No offer of securities
shall be made except by means of a prospectus meeting the requirements of
Section 10 of the Securities Act of 1933.

Important Additional Information

In connection with the Transaction, Bonanza Creek and HighPoint filed
materials with the U.S. Securities and Exchange Commission (the “SEC”),
including (1) a joint proxy statement/prospectus with respect to the Merger
(the “Joint Proxy Statement/Prospectus”), (2) a prospectus and consent
solicitation statement with respect to certain restructuring transactions (the
“Restructuring Prospectus”), of which the Prepackaged Plan forms a part,
(3) a Registration Statement on Form S-4, Registration No. 333-251401, with
respect to the Merger (the “Merger Registration Statement”), of which the
Joint Proxy Statement/Prospectus forms a part, and (4) a Registration
Statement on Form S-4, Registration No. 333-251402, with respect to certain
restructuring transactions (together with the Merger Registration Statement,
the “Registration Statements”), of which the Restructuring Prospectus
forms a part. The Registration Statements were declared effective by the SEC
on February 9, 2021. On February 10, 2021, Bonanza Creek filed the Joint Proxy
Statement/Prospectus and the Restructuring Prospectus and began mailing the
Joint Proxy Statement/Prospectus to the Company’s stockholders and sending
the definitive form of the Restructuring Prospectus to the holders of the
HighPoint Senior Notes. On February 10, 2021, HighPoint also filed a
definitive proxy statement and began mailing the definitive proxy statement to
its stockholders. This document is not a substitute for the Joint Proxy
Statement/Prospectus, Restructuring Prospectus or Registration Statements or
for any other document that Bonanza Creek or HighPoint has filed or may file
with the SEC and send to Bonanza Creek’s shareholders or HighPoint’s
shareholders or debt holders in connection with the Transaction. INVESTORS
AND SECURITY HOLDERS OF BONANZA CREEK AND HIGHPOINT ARE URGED TO CAREFULLY AND
THOROUGHLY READ THE RESTRUCTURING PROSPECTUS, JOINT PROXY
STATEMENT/PROSPECTUS, AND REGISTRATION STATEMENTS, AS EACH MAY BE AMENDED OR
SUPPLEMENTED FROM TIME TO TIME, AND OTHER RELEVANT DOCUMENTS FILED BY BONANZA
CREEK AND HIGHPOINT WITH THE SEC, WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL
CONTAIN IMPORTANT INFORMATION ABOUT BONANZA CREEK, HIGHPOINT, THE TRANSACTION,
THE RISKS RELATED THERETO AND RELATED MATTERS.

Investors will be able to obtain free copies of the Registration Statements,
Joint Proxy Statement/Prospectus and Restructuring Prospectus, as each may be
amended from time to time, and other relevant documents filed by Bonanza Creek
and HighPoint with the SEC (when they become available) through the website
maintained by the SEC at www.sec.gov. Copies of documents filed with the SEC
by Bonanza Creek will be available free of charge from Bonanza Creek’s
website at www.bonanzacrk.com under the “For Investors” tab or by
contacting Bonanza Creek’s Investor Relations Department at (720)
225-6679 or slandreth@bonanzacrk.com. Copies of documents filed with the SEC
by HighPoint will be available free of charge from HighPoint’s website at
www.hpres.com under the “Investors” tab or by contacting HighPoint’s
Investor Relations Department at (303) 312-8514 or lbusnardo@hpres.com.

Forward-Looking Statements and Cautionary Statements

Certain statements in this document concerning the Transaction, including any
statements regarding the expected timetable for completing the Transaction,
the results, effects, benefits and synergies of the Transaction, future
opportunities for the combined company, future financial performance and
condition, guidance and any other statements regarding Bonanza Creek’s or
HighPoint’s future expectations, beliefs, plans, objectives, financial
conditions, assumptions or future events or performance that are not
historical facts are “forward-looking” statements based on assumptions
currently believed to be valid. Forward-looking statements are all statements
other than statements of historical facts. The words “anticipate,”
“believe,” “ensure,” “expect,” “if,” “intend,”
“estimate,” “probable,” “project,” “forecasts,” “predict,”
“outlook,” “aim,” “will,” “could,” “should,” “would,”
“potential,” “may,” “might,” “anticipate,” “likely”
“plan,” “positioned,” “strategy,” and similar expressions or other
words of similar meaning, and the negatives thereof, are intended to identify
forward-looking statements. The forward-looking statements are intended to be
subject to the safe harbor provided by Section 27A of the Securities Act of
1933, Section 21E of the Securities Exchange Act of 1934 and the Private
Securities Litigation Reform Act of 1995.

These forward-looking statements involve significant risks and uncertainties
that could cause actual results to differ materially from those anticipated,
including, but not limited to, the risk that a condition to closing of the
Transaction may not be satisfied, that either party may terminate the Merger
Agreement or that the closing of the Transaction might be delayed or not occur
at all; potential adverse reactions or changes to business or employee
relationships, including those resulting from the announcement or completion
of the Transaction; the diversion of management time on Transaction-related
issues; the ultimate timing, outcome and results of integrating the operations
of Bonanza Creek and HighPoint; the effects of the business combination of
Bonanza Creek and HighPoint, including the combined company’s future
financial condition, results of operations, strategy and plans; the ability of
the combined company to realize anticipated synergies in the timeframe
expected or at all; changes in capital markets and the ability of the combined
company to finance operations in the manner expected; regulatory approval of
the Transaction; the effects of commodity prices; the risks of oil and gas
activities; the risks and unpredictability inherent in the bankruptcy process;
and the fact that operating costs and business disruption may be greater than
expected following the public announcement or consummation of the Transaction.
Expectations regarding business outlook, including changes in revenue,
pricing, capital expenditures, cash flow generation, strategies for our
operations, oil and natural gas market conditions, legal, economic and
regulatory conditions, and environmental matters are only forecasts regarding
these matters.

Additional factors that could cause results to differ materially can be found
in (i) the Company’s Annual Report on Form 10-K for the year ended December
31, 2020, which is on file with the SEC and available from the Company’s
website at www.bonanzacrk.com under the “For Investors” tab, (ii) in other
documents the Company files with the SEC and (iii) HighPoint’s Annual Report
on Form 10-K for the year ended December 31, 2020 attached to the Company’s
report on Form 8-K filed on March 1, 2021.

All forward-looking statements speak only as of the date they are made and are
based on information available at that time. Neither Bonanza Creek nor
HighPoint assume any obligation to update forward-looking statements to
reflect circumstances or events that occur after the date the forward-looking
statements were made or to reflect the occurrence of unanticipated events
except as required by federal securities laws. As forward-looking statements
involve significant risks and uncertainties, caution should be exercised
against placing undue reliance on such statements.

For further information contact:
Scott Landreth
Senior Director, Finance & Investor Relations and Treasurer
720-225-6679
slandreth@bonanzacrk.com

Larry C. Busnardo
Vice President, Investor Relations
303-312-8514
lbusnardo@hpres.com

 



GlobeNewswire, Inc. 2021
© Stockopedia 2021, Refinitiv, Share Data Services.
This site cannot substitute for professional investment advice or independent factual verification. To use it, you must accept our Terms of Use, Privacy and Disclaimer policies.