DENVER, Feb. 11, 2019 /PRNewswire/ -- Cimarex Energy Co.
(NYSE: XEC) ("Cimarex") and Resolute Energy Corporation (NYSE: REN) ("Resolute") today announced that, in connection with
Cimarex's pending acquisition of Resolute, the election deadline for holders of shares of Resolute's common stock and holders of
shares of Resolute's restricted stock (time and/or performance vested), outperformance share rights and/or options to elect the
form of merger consideration they wish to receive in connection with the transaction, subject to proration, is 5:00 p.m. Eastern time on February 22, 2019.
Accordingly, an election will be valid only if a properly completed and signed election form, together with all required
documents and materials set forth in the election form and the instructions thereto, is received by the exchange agent,
Continental Stock Transfer & Trust Company, before 5:00 p.m. Eastern time on February 22, 2019. Holders of Resolute equity awards and stockholders who hold their shares through a
bank, broker or other nominee may be subject to an earlier deadline and should carefully read the instructions from Resolute or
their bank, broker or nominee, respectively, regarding making elections.
The election form was sent to Resolute stockholders and Resolute equity award holders on or about January 31, 2019. You may contact Continental Stock Transfer & Trust Company directly with any
questions at (917) 262-2378 or via email at reorg@continentalstock.com.
About Cimarex
Denver-based Cimarex is an independent oil and gas exploration and production company with
principal operations in the Permian Basin and Mid-Continent areas of the U.S. For more information, visit https://www.cimarex.com. The company's common stock is traded on the NYSE under the ticker symbol "XEC."
About Resolute
Resolute is an independent oil and gas company focused on the acquisition and development of unconventional oil and gas
properties in the Delaware Basin portion of the Permian Basin of west Texas. For more information, visit www.resoluteenergy.com. The company routinely posts important information about the Company under the Investor
Relations section of its website. The company's common stock is traded on the NYSE under the ticker symbol "REN."
Additional Information and Where to Find It
This communication does not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securities
or a solicitation of any vote or approval. This communication relates to a proposed transaction between Cimarex and Resolute.
In connection with the proposed transaction, Cimarex has filed with the SEC a registration statement on Form S-4, as amended,
that includes a proxy statement of Resolute and a prospectus of Cimarex. The registration statement became effective on
January 30, 2019. Resolute filed with the SEC a definitive proxy statement on Schedule 14A on
January 30, 2019. The proxy statement/prospectus was mailed to stockholders of Resolute on or about
January 30, 2019. Each of Cimarex and Resolute also plan to file other relevant documents
with the SEC regarding the proposed transaction. No offering of securities shall be made except by means of a prospectus meeting
the requirements of Section 10 of the U.S. Securities Act of 1933, as amended. INVESTORS AND SECURITY HOLDERS OF RESOLUTE ARE
URGED TO READ THE REGISTRATION STATEMENT, PROXY STATEMENT/PROSPECTUS AND OTHER DOCUMENTS THAT MAY BE FILED WITH THE SEC CAREFULLY
AND IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED
TRANSACTION.
Investors and security holders will be able to obtain free copies of these documents (if and when available) and other
documents containing important information about Cimarex and Resolute, once such documents are filed with the SEC through the
website maintained by the SEC at http://www.sec.gov. Copies of the documents filed with the SEC by Cimarex will be available free of charge on
Cimarex's website at https://www.cimarex.com/home/default.aspx under the tab "Investor Relations" and then under the heading
"Financial Information." Copies of the documents filed with the SEC by Resolute will be available free of charge on Resolute's
website at https://www.resoluteenergy.com/ under the tab "Investors" and then under the heading "SEC Filings."
Participants in the Solicitation
Cimarex, Resolute and certain of their respective directors, executive officers and other persons may be deemed to be
participants in the solicitation of proxies from Resolute's stockholders in respect of the proposed transaction.
Information about the directors and executive officers of Cimarex is set forth in Cimarex's definitive proxy statement for its
2018 annual meeting of stockholders, which was filed with the SEC on March 30, 2018. Information about the directors and
executive officers of Resolute, including a description of their direct and indirect interests, by security holdings or
otherwise, is set forth in the proxy statement/prospectus and is set forth in its definitive proxy statement for its 2018 annual
meeting of stockholders, which was filed with the SEC on May 18, 2018. These documents can be obtained free of charge from
the sources indicated above. Other information regarding the participants in the proxy solicitation and a description of their
direct and indirect interests, by security holdings or otherwise, are contained in the proxy statement/prospectus and will be
contained in other relevant materials to be filed with the SEC when such materials become available. Investors should read the
proxy statement/prospectus carefully before making any voting or investment decisions. You may obtain free copies of these
documents from Cimarex or Resolute using the sources indicated above.
Cautionary Statements Regarding Forward-Looking Information
This communication contains certain "forward-looking statements" within the meaning of federal securities laws. Words such as
"anticipates," "believes," "expects," "intends," "will," "should," "may" and similar expressions may be used to identify
forward-looking statements. Forward-looking statements are not statements of historical fact and reflect Cimarex's and Resolute's
current views about future events. Such forward-looking statements include, but are not limited to, statements about the benefits
of the proposed merger involving Cimarex and Resolute, including future financial and operating results, Cimarex's and Resolute's
plans, objectives, expectations and intentions, the expected timing and likelihood of completion of the transaction, and other
statements that are not historical facts, including estimates of oil and natural gas reserves and resources, estimates of future
production, assumptions regarding future oil and natural gas pricing, planned drilling activity, future results of operations,
projected cash flow and liquidity, business strategy and other plans and objectives for future operations. No assurances can be
given that the forward-looking statements contained in this communication will occur as projected and actual results may differ
materially from those projected. Forward-looking statements are based on current expectations, estimates and assumptions that
involve a number of risks and uncertainties that could cause actual results to differ materially from those projected. These
risks and uncertainties include, without limitation, the ability to obtain the requisite Resolute stockholder approval, the risk
that an event, change or other circumstances could give rise to the termination of the proposed merger, the risk that a condition
to closing of the merger may not be satisfied, the timing to consummate the proposed merger, the risk that the businesses will
not be integrated successfully, the risk that the cost savings and any other synergies from the transaction may not be fully
realized or may take longer to realize than expected, the risk that any announcement relating to the proposed transaction could
have adverse effects on the market price of Cimarex's common stock or Resolute's common stock, the outcome of litigation related
to the proposed transaction, disruption from the transaction making it more difficult to maintain relationships with customers,
employees or suppliers, the diversion of management time on merger-related issues, the volatility in commodity prices for crude
oil and natural gas, the presence or recoverability of estimated reserves, the ability to replace reserves, environmental risks,
drilling and operating risks, exploration and development risks, competition, government regulation or other actions, the ability
of management to execute its plans to meet its goals and other risks inherent in Cimarex's and Resolute's businesses.
All such factors are difficult to predict and are beyond Cimarex's or Resolute's control, including those detailed in
Cimarex's annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K that are
available on its website at https://www.cimarex.com and on the SEC's website at http://www.sec.gov, and those detailed in Resolute's annual reports on Form 10-K, quarterly reports on
Form 10-Q and current reports on Form 8-K that are available on Resolute's website at https://www.resoluteenergy.com/ and on the SEC's website at http://www.sec.gov.
Forward-looking statements are based on the estimates and opinions of management at the time the statements are made. Neither
Cimarex nor Resolute undertakes any obligation to publicly update any forward-looking statement, whether as a result of new
information, future events or otherwise. Readers are cautioned not to place undue reliance on these forward-looking statements
that speak only as of the date hereof.
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SOURCE Cimarex Energy Co.; Resolute Energy Corporation