Item 9.01 Financial Statement and Exhibits.






 (a) Financial Statements

• Audited consolidated financial statements of Felix and its subsidiaries


   comprised of the consolidated balance sheets as of December 31, 2019 and 2018,
   and the related consolidated statements of income, member's equity and cash
   flows for each of the years in the three-year period ended December 31, 2019,
   and the related notes to the consolidated financial statements, attached as
   Exhibit 99.1 hereto.

(b) Pro Forma Financial Information

The following unaudited pro forma condensed combined financial information of the Company, giving effect to the Acquisition, Felix's dispositions of certain assets and certain related liabilities and the related financing transaction and the application of the proceeds from the offering, is included in Exhibit 99.2 hereto:

• Unaudited Pro Forma Condensed Combined Balance Sheet as of December 31, 2019.

• Unaudited Pro Forma Condensed Combined Statement of Operations for the year


   ended December 31, 2019.

• Notes to the Unaudited Pro Forma Condensed Combined Financial Statements.






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(d) Exhibits



Exhibit
  No.

  23.1       Consent of Moss Adams LLP

  23.2       Consent of Netherland, Sewell & Associates, Inc.

  99.1       Historical audited consolidated financial statements of Felix Energy
           Holdings II, LLC

  99.2       Unaudited Pro Forma Condensed Combined Financial Information

  99.3       Reserve report of Felix Energy Holdings II, LLC issued by Netherland,
           Sewell & Associates, Inc., an independent petroleum engineering firm,
           dated March 3, 2020

104        Cover Page Interactive Data File (embedded within the Inline XBRL
           document)

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This communication includes "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, included herein that address activities, events or developments that the company expects, believes or anticipates will or may occur in the future are forward-looking statements. Investors are cautioned that any such statements are not guarantees of future performance and that actual results or developments may differ materially from those projected in the forward-looking statements. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the company, including but not limited to: the ability of the parties to consummate the Acquisition in a timely manner or at all; satisfaction of the conditions precedent to consummation of the Acquisition, including the ability to secure required consents and regulatory approvals in a timely manner or at all, and approval by the Company's stockholders; the possibility of litigation (including related to the Acquisition themselves); and other risks described in the Company's SEC filings. The Company does not undertake and expressly disclaims any obligation to update the forward-looking statements as a result of new information, future events or otherwise. All forward-looking statements are based on management's estimates, projections and assumptions as of the date hereof.







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