19 Apr 2021listing compliance notice▼ BadMajor
HighPoint Resources Corp terminated the registration of a class of securities, ending its reporting obligation for them.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
5 Apr 2021director interest notice● Neutral
HighPoint Resources Corp director Andrew C Kidd disposed of 4,079 shares via option/appreciation-right settlement.
5 Apr 2021listing compliance notice● NeutralMajor
HighPoint Resources Corp's exchange filed to remove a class of its securities from listing.
5 Apr 2021director interest notice● Neutral
HighPoint Resources Corp SVP - General Counsel Kenneth A. Wonstolen disposed of 3,594 shares via option/appreciation-right settlement.
5 Apr 2021director interest notice● Neutral
HighPoint Resources Corp Chief Financial Officer William M Crawford disposed of 10,304 shares via option/appreciation-right settlement.
5 Apr 2021director interest notice● Neutral
HighPoint Resources Corp director Randy I Stein disposed of 2,159 shares via option/appreciation-right settlement.
5 Apr 2021director interest notice● Neutral
HighPoint Resources Corp director Jim W Mogg disposed of 1,996 shares via option/appreciation-right settlement.
5 Apr 2021director interest notice● Neutral
HighPoint Resources Corp CEO and President R Scot Woodall disposed of 15,108 shares via option/appreciation-right settlement.
5 Apr 2021director interest notice● Neutral
HighPoint Resources Corp director Lori A Lancaster disposed of 3,486 shares via option/appreciation-right settlement.
5 Apr 2021director interest notice● Neutral
HighPoint Resources Corp director Edmund P Segner III disposed of 5,336 shares via option/appreciation-right settlement.
1 Apr 2021securities registration● Neutral
HighPoint Resources Corp amended its automatic shelf registration statement.
1 Apr 2021bankruptcy or receivership● NeutralMajor
On April 1, 2021, Bonanza Creek completed its acquisition of HighPoint through the confirmed plan, and HighPoint is now a wholly owned Bonanza Creek subsidiary. Each HighPoint share was converted into 0.11464 Bonanza Creek shares (cash for fractions), the $625 million of senior notes were cancelled for 9,314,214 Bonanza Creek shares and $100 million of new notes, and the credit facility was paid off in full and terminated. Shares will be suspended from the NYSE before the open on April 5, 2021, all directors left and Woodall, Crawford and Wonstolen were deemed to have resigned, and the company intends to file a Form 15 to stop its SEC reporting.
1 Apr 2021securities registration● Neutral
HighPoint Resources Corp amended its automatic shelf registration statement.
24 Mar 2021bankruptcy or receivership● NeutralMajor
On March 18, 2021, the Delaware bankruptcy court confirmed HighPoint's prepackaged plan, four days after the filing. The plan terms are unchanged from the earlier filing: noteholders receive 9,314,214 Bonanza Creek shares plus $100 million of new notes, and existing shareholders receive a share of 490,221 Bonanza Creek shares (about 1.6%). Closing still depends on the remaining conditions in the plan, merger agreement and related documents.
15 Mar 2021bankruptcy or receivership▼ BadMajor
On March 14, 2021, HighPoint and two subsidiaries filed for Chapter 11 in Delaware to carry out the prepackaged plan that implements the Bonanza Creek merger, so the out-of-court route was not completed. Under the plan, existing HighPoint shareholders get a share of 490,221 Bonanza Creek shares (about 1.6% of the combined company) and noteholders get 9,314,214 shares (about 30.4%) plus $100 million of new 7.5% notes. The filing also says the bankruptcy filing accelerated $140 million of credit facility borrowings, $350 million of 2022 notes and $275 million of 2025 notes, but enforcement is stayed, and it warns that trading in the securities is highly speculative.
4 Mar 2021director interest notice● Neutral
HighPoint Resources Corp CEO and President R Scot Woodall sold 5,878 shares at $8.31.
4 Mar 2021director interest notice● Neutral
HighPoint Resources Corp SVP - General Counsel Kenneth A. Wonstolen sold 1,470 shares at $9.80.
18 Feb 2021director interest notice● Neutral
HighPoint Resources Corp Chief Financial Officer William M Crawford had 1,197 shares withheld for taxes on vesting stock.
18 Feb 2021director interest notice● Neutral
HighPoint Resources Corp CEO and President R Scot Woodall had 5,512 shares withheld for taxes on vesting stock.
18 Feb 2021director interest notice● Neutral
HighPoint Resources Corp Chief Operating Officer Paul W Geiger III had 1,170 shares withheld for taxes on vesting stock.
18 Feb 2021director interest notice● Neutral
HighPoint Resources Corp Chief Operating Officer Paul W Geiger III had 1,170 shares withheld for taxes on vesting stock.
18 Feb 2021director interest notice● Neutral
HighPoint Resources Corp SVP - General Counsel Kenneth A. Wonstolen had 1,029 shares withheld for taxes on vesting stock.
12 Feb 2021business combination● NeutralMajor
HighPoint announced that its shareholder vote on the Bonanza Creek merger will be a special meeting on March 12, 2021 (record date February 1, 2021), which settles the meeting date left open earlier. Bonanza Creek also began offers to swap HighPoint's 7.0% 2022 and 8.75% 2025 notes for Bonanza Creek shares and new 7.5% notes due 2026, with a vote on the prepackaged Chapter 11 plan running alongside as the fallback if the merger is not approved or 97.5% of each note series does not participate. The filing says the merger registration statements were declared effective February 9, 2021, resolving the earlier open point that they were not yet effective.
10 Feb 2021business combination● NeutralMajor
HighPoint filed the final joint proxy statement asking its shareholders to vote on the Bonanza Creek merger, which Bonanza Creek shareholders will vote on at a March 12, 2021 meeting. It repeats the terms: about 1.6% of the combined company for HighPoint shareholders (0.114 Bonanza Creek share per HighPoint share) and about 30.4% for participating noteholders. Shareholders also vote on a prepackaged bankruptcy plan to be used if the out-of-court route fails. Fifth Creek holds about 46.5% of HighPoint's shares and has agreed to vote for the merger. The HighPoint meeting date is not in the excerpt shown.
5 Feb 2021debt financing● Neutral
On February 1, 2021, HighPoint and its operating subsidiary agreed with JPMorgan (the agent) and consenting lenders that a 'going concern' warning in the 2020 audit report will not count as a default under the credit facility. This relates to the covenant breach HighPoint expected in 2021, which was described in its November 2020 quarterly report. The credit facility is otherwise unchanged.
1 Feb 2021business combination● Neutral
On January 29, 2021, HighPoint, Bonanza Creek and the merger subsidiary amended the November 2020 merger agreement. The 97.5% tender threshold now applies to each series of HighPoint notes separately, rather than 97.5% in total plus a majority of each series. Other main terms stay substantially the same. This filing also notes the merger registration statements had not yet been declared effective.
14 Dec 2020director interest notice● Neutral
HighPoint Resources Corp CEO and President R Scot Woodall sold 17,822 shares.
14 Dec 2020director interest notice● Neutral
HighPoint Resources Corp director Jim W Mogg sold 6,169 shares at $12.55.
8 Dec 2020director interest notice● Neutral
HighPoint Resources Corp CEO and President R Scot Woodall sold 44 shares at $10.75.
27 Nov 2020director interest notice● Neutral
HighPoint Resources Corp SVP - General Counsel Kenneth A. Wonstolen disposed of 22 shares via option/appreciation-right settlement.