−Removed: In addition to the information set forth in this report, the risks that are discussed in the Registration Statement, under the headings "Risk Factors,” “Business,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Quantitative and Qualitative Disclosures About Market Risk” should be carefully considered, as such risks could materially affect the Company's business, financial condition or future results.
−Removed: There has been no material change in the Company's risk factors that were described in the Registration Statement.
+Added: In addition to the information set forth in this report, the risks that are discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020, under the headings "Risk Factors,” “Business and Properties,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Quantitative and Qualitative Disclosures About Market Risk” should be carefully considered, as such risks could materially affect the Company's business, financial condition or future results.
+Added: There has been no material change in the Company's risk factors that were described in the Company’s Annual Report on Form 10-K.
These risks are not the only risks facing the Company.
Additional risks and uncertainties not currently known to the Company or that it currently deems to be immaterial also may have a material adverse effect on the Company's business, financial condition or future results.
−Removed: The recent COVID-19 pandemic and other pandemic outbreaks could negatively impact our business and results of operations.
−Removed: The Company may face additional risks related to the recent outbreak of COVID-19, which has been declared a “pandemic” by the World Health Organization.
−Removed: International, federal, state and local public health and governmental authorities have taken extraordinary and wide-ranging actions to contain and combat the outbreak and spread of COVID-19 in regions across the United States and the world, including mandates for many individuals to substantially restrict daily activities and for many businesses to curtail or cease normal operations.
−Removed: To the extent the COVID-19 outbreak continues or worsens, governments may impose additional similar restrictions.
−Removed: The full impact of the COVID-19 outbreak is unknown and rapidly evolving.
−Removed: The outbreak and any preventative or protective actions that the Company or its customers may take in respect to this virus may result in a period of disruption, including the Company’s financial reporting capabilities.
−Removed: Any resulting impact cannot be reasonably estimated at this time but may materially affect the business and the Company’s financial condition and results of operations.
−Removed: The extent to which the COVID-19 outbreak impacts our results will depend on future developments, which are highly uncertain and cannot be predicted, including new information which may emerge concerning the severity of COVID-19 and the actions to contain COVID-19 or treat its impact, among others.
HIGHPEAK ENERGY, INC.
18 unchanged sentences
001-39464) filed with the SEC on August 27, 2020).
−Removed: Warrant Agreement, dated April 12, 2018, by and among Pure Acquisition Corp., its officers and directors and HighPeak Pure Acquisition, LLC (incorporated by reference to Exhibit 4.4 to the Company’s Registration Statement on Form S-4 and Form S-1 (File No.
−Removed: 333-235313) filed with the SEC on August 5, 2020).
Amendment and Assignment to Warrant Agreement, dated as of August 21, 2020, by and among Pure Acquisition Corp., Continental Stock Transfer & Trust Company and HighPeak Energy, Inc.
1 unchanged sentence
333-235313) filed with the SEC on August 5, 2020).
+Added: Description of Securities Registered Under Section 12 of the Securities Exchange Act of 1934, as amended.
Contingent Value Rights Agreement, dated as of August 21, 2020, by and among HighPeak Energy, Inc., HighPeak Pure Acquisition, LLC, HighPeak Energy, LP, HighPeak Energy II, LP and Continental Stock Transfer & Trust Company, as rights agent (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No.
7 unchanged sentences
001-39464) filed with the SEC on August 27, 2020).
+Added: Form of Indemnification Agreement (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No.
+Added: 333-235313) filed with the SEC on November 9, 2020).
+Added: Credit Agreement, dated as of December 17, 2020, among HighPeak Energy, Inc., as Borrower, Fifth Third Bank, National Association, as administrative agent, and the Lenders party thereto (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K (File No.
+Added: 001-39464) filed with the SEC on December 18, 2020).
+Added: Letter from WithumSmith+Brown, PC to the Securities and Exchange Commission, dated October 1, 2020 (incorporated by reference to Exhibit 16.1 to the Company’s Current Report on Form 8-K (File No.
+Added: 001-39464) filed with the SEC on October 1, 2020).
Certification of the Company ’ s Chief Executive Officer Pursuant to Section 302 of the Sarbanes Oxley Act of 2002 (18 U.S.C.
15 unchanged sentences
Furnished herewith.
+Added: Certain schedules, annexes or exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K but will be furnished supplementally to the SEC upon request.
HIGHPEAK ENERGY, INC.
1 unchanged sentence
HIGHPEAK ENERGY, INC.
−Removed: November 12, 2020
/s/ Steven Tholen
1 unchanged sentence
Chief Financial Officer
−Removed: November 12, 2020
/s/ Keith Forbes
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.