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): May 11, 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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| (Address of principal |
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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 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer
of Listing.
As
previously reported, on February 10, 2009 Hicks Acquisition Company I, Inc. (the “Company”) received a deficiency letter
from NYSE Amex LLC (the “Exchange”) indicating that the Company was not in compliance with the
annual stockholder meeting requirements of Section 704 of the NYSE Amex Company Guide (the “Company
Guide”), because the Company did not hold an annual stockholders meeting during the year ended
December 31, 2008. The Company was afforded the opportunity to submit a plan to the Exchange by
March 10, 2009, advising the Exchange of actions taken, or to be taken, to bring the Company into
compliance with Section 704 of the Company Guide (the
“Plan”) by August 11, 2009. The Company submitted its Plan to the Exchange on March 5, 2009. The Company requested that the
Exchange defer the required August 11, 2009 stockholder meeting until September 28, 2009.
On May
11, 2009 the Exchange notified the Company that it accepted the Company’s plan of compliance but
granted the Company an extension until August 11, 2009 (in lieu of the requested September 28, 2009
extension) to regain compliance with the continued listing standards. The Company will be required
to provide the Exchange staff with updates in conjunction with the initiatives of the plan as
appropriate or upon request of the Exchange and the Company will be subject to periodic review by
the Exchange staff during the extension period. Failure to make progress consistent with the plan
or to regain compliance with the continued listing standards by the end of the extension period
could result in the Company being delisted from the Exchange.
The Company issued a press release on May 12, 2009 announcing, among other things, receipt of the
Exchange’s letter in accordance with Section 1009 of the Company Guide. A copy of the press
release is attached as Exhibit 99.1 hereto and is incorporated herein by reference.
Information Concerning Forward-Looking Statements
This Report includes “forward-looking statements” within the meaning of the safe harbor provisions
of the United States Private Securities Litigation Reform Act of 1995. Words such as “expect,”
“contemplates,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,”
“will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions
are intended to identify such forward-looking statements. 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. We have no intention, and disclaim any obligation, to
update or revise any forward-looking statements, whether as a result of new information, future
results or otherwise. For a discussion of such risks and uncertainties, which could cause actual
results to differ from those contained in the forward-looking statements, see “Risk Factors” in the
Company’s Annual Report on Form 10-K for the most recently ended fiscal year. Risk factors may be
updated in Item 1A in each of the Company’s Quarterly Reports on Form 10-Q for each quarterly
period subsequent to the Company’s most recent Form 10-K.