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): June 24, 2010
RESOLUTE ENERGY CORPORATION
(Exact name of registrant as specified in its charter)
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| Delaware
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001-34464 |
27-0659371 |
(State or other
jurisdiction of
incorporation or
organization)
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(Commission
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(I.R.S. Employer
Identification Number) |
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1675 Broadway, Suite 1950
Denver, CO
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80202 |
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(Zip Code) |
Registrant’s telephone number, including area code: 303-534-4600
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing 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 (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers.
(e) On May 31, 2010, Janet W. Pasque, the Senior Vice President—Land and Business Development
of Resolute Energy Corporation (the “Company”) retired. In order to provide for an effective
transition, on June 24, 2010, the Company and Ms. Pasque entered into an agreement (the “Pasque
Consulting Agreement”) under which Ms. Pasque will serve as a consultant to the Company from June
1, 2010 until December 31, 2010. Pursuant to the Pasque Consulting Agreement, Ms. Pasque will
provide consulting services relating to land and acquisition issues, including the hiring, training
and transition of new personnel in these areas. As compensation for such services, Ms. Pasque will
receive a fee of $30,000 per month for the term of the agreement. At the end of the consulting
term, Ms. Pasque will be eligible to receive a cash bonus under the terms of the Short Term
Incentive program, as described in the Company’s 2010 Proxy Statement, pro-rated for the 5/12ths of
2010 that Ms. Pasque served as Senior Vice President. Ms. Pasque will also be reimbursed by the
Company for all reasonable expenses she incurs relating to the performance of services under her
agreement. The parties may terminate the Pasque Consulting Agreement at any time for any reason
upon written notice.
On May 31, 2010, Dale E. Cantwell, the Company’s Senior Vice President—Operations, also
retired. In order to provide for continuity and completion of certain ongoing projects, on June
24, 2010 the Company and Mr. Cantwell entered into an agreement (the “Cantwell Consulting
Agreement” and together with the Pasque Consulting Agreement, the “Consulting Agreements”) under
which Mr. Cantwell will serve as a consultant to the Company for a period of up to one year.
Pursuant to the Cantwell Consulting Agreement, Mr. Cantwell will provide consulting services
relating to the compression reconfiguration projects in the Greater Aneth Field. As compensation
for such services, Mr. Cantwell will receive a fee of $30,000 per month for the term of the
agreement. At the end of the consulting term, Mr. Cantwell will be eligible to receive a cash
bonus of $300,000. Mr. Cantwell will also be reimbursed by the Company for all reasonable
expenses he incurs relating to the performance of services under his agreement. The parties may
terminate the Cantwell Consulting Agreement at any time for any reason upon written notice.