Item 8.01. Other Events

As previously disclosed, on October 29, 2020, HighPoint Resources Corporation, (the "Company") filed a Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Company (the "Certificate of Amendment"), which became effective as of October 30, 2020 at 12:02 a.m. The Certificate of Amendment effected the previously-announced reverse stock split of the Company's common stock, par value $0.001 per share (the "Common Stock"), at a ratio of 1-for-50 (the "Reverse Stock Split"), and reduced the number of shares of Common Stock authorized to be issued by the Company from 400,000,000 shares to 8,000,000 shares.

In connection with the Reverse Stock Split, the Company is filing this Current Report on Form 8-K to update certain financial information and related disclosures included in the Company's (i) Annual Report on Form 10-K for the year ended December 31, 2019 (the "2019 Form 10-K"), originally filed on February 26, 2020 and (ii) Proxy Statement on Schedule 14A (the "2020 Annual Meeting Proxy Statement"), originally filed on March 18, 2020, in Exhibit 99.1 and Exhibit 99.2, respectively. The information in this Current Report on Form 8-K is not an amendment to, or restatement of, the 2019 Form 10-K or the 2020 Annual Meeting Proxy Statement and does not modify or update the disclosures therein in any way, other than to reflect the Reverse Stock Split, as described above.

The following items of the 2019 Form 10-K are being revised as reflected in Exhibit 99.1 to this Current Report on Form 8-K:





  •   Part I, Item 1A. Risk Factors;




     •    Part II, Item 5. Market for Registrant's Common Equity, Related
          Stockholder Matters and Issuer Purchases of Equity Securities;




  •   Part II, Item 6. Selected Financial Data;




     •    Part II, Item 7. Management's Discussion and Analysis of Financial
          Condition and Results of Operations;




  •   Part II, Item 8. Financial Statements and Supplementary Data; and




     •    Part III, Item 12. Security Ownership of Certain Beneficial Owners and
          Management and Related Stockholder Matters.

The following notes within Part II, Item 8, Financial Statements and Supplementary Data contain the most significant changes, and describe the revisions from the previous presentation:





  •   Note 10, Stockholders' Equity;




     •    Note 11, Equity Incentive Compensation Plans and Other Long-term
          Incentive Programs; and




  •   Note 16, Subsequent Event.

The information included in the following sections of the 2020 Annual Meeting Proxy Statement have been revised to reflect the retrospective revisions described above as reflected in Exhibit 99.2 to this Current Report on Form 8-K:





  •   "ABOUT THE MEETING";




  •   "BENEFICIAL OWNERS OF SECURITIES";




  •   "COMPENSATION DISCUSSION AND ANALYSIS"; and




  •   "COMPENSATION TABLES".

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This report, including Exhibit 99.1 and Exhibit 99.2, does not reflect events (other than the Reverse Stock Split) occurring after the filing of the each respective filing and does not modify or update the disclosures in such filing, other than as required to reflect Reverse Split. This report should be read in conjunction with the 2019 Form 10-K, 2020 Annual Meeting Proxy Statement, our Form 10-Q for the quarterly periods ended March 31, 2020, June 30, 2020 and September 30, 2020 and our Current Reports on Form 8-K filed subsequent to the 2019 Form 10-K.

Item 9.01. Financial Statements and Exhibits




(d) Exhibits



Exhibit
Number       Description of Exhibits

23.1           Consent of Deloitte & Touche LLP.

23.2           Consent of Netherland, Sewell & Associates, Inc., Independent
             Petroleum Engineers.

99.1           Recast Annual Report on Form 10-K of HighPoint Resources Corporation
             for year ended December 31, 2019.

99.2           Recast Proxy Statement on Schedule 14A of HighPoint Resources
             Corporation for 2020 Annual Meeting.

104          Cover Page Interactive Data File (formatted in Inline XBRL and
             contained in Exhibit 101).




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