Special meeting of stockholders to be held on June 3, 2022 at
10:00 a.m. Central Time
Combined company to be named Sitio Royalties following the
closing of the merger; Class A common stock and warrants to trade
on NYSE under the symbols “STR” and “STR WS”
Falcon Minerals Corporation (“Falcon”) (NASDAQ: FLMN, FLMNW)
announced that it has filed, and commenced the mailing of, its
definitive proxy statement on Schedule 14A (the “Proxy Statement”)
relating to the pending merger with Desert Peak Minerals (“Desert
Peak”), creating a premier, shareholder returns driven company
focused on large-scale consolidation of high quality oil & gas
mineral and royalty interests across diversified operators. Upon
the closing of the transaction (the “Closing”), the combined
company will be named Sitio Royalties Corp. (“Sitio”) and its Class
A common stock and warrants will trade under the symbols “STR” and
“STR WS,” respectively. Following the Closing, Sitio will transfer
the listing of its Class A common stock and warrants from the
Nasdaq Capital Market LLC to the New York Stock Exchange under the
same symbols.
Definitive Proxy Statement, Record and
Meeting Date
Falcon has commenced the mailing of the Proxy Statement, dated
May 5, 2022, relating to the previously announced merger with
Desert Peak. The special meeting of the stockholders of Falcon will
be held on June 3, 2022 at 10:00 a.m. Central Time. The meeting
will be held via live webcast at
www.virtualshareholdermeeting.com/FLMN2022SM. All holders of record
of Falcon’s common stock as of the close of business of April 18,
2022 will be entitled to vote their shares at the meeting either in
person or by proxy.
Bryan C. Gunderson, President and Chief Executive Officer of
Falcon, said: “We are excited to cross another milestone in this
transaction process, and we look forward to completing the
transaction during the second quarter as previously announced.”
Sitio Royalties
Christopher Conoscenti, current Chief Executive Officer of
Desert Peak and future Chief Executive Officer of the combined
company, said: “We are excited to announce our prospective new name
of Sitio Royalties. In Spanish, Sitio means a site or a place, and
historically it was a measure of a large parcel of land in Spanish
Texas. The name recognizes the unique cultural heritage of West
Texas, the focus area of our business. Rooted in the past but
looking to the future, we will, as a combined platform, continue to
consolidate the highly fragmented ownership of minerals and
royalties.”
About the Companies
Falcon is an Up-C Corporation formed to own and acquire
high-quality, oil-weighted mineral rights. Falcon owns mineral,
royalty, and over-riding royalty interests covering over 21,000
NRAs in the Eagle Ford Shale and Austin Chalk in Karnes, DeWitt,
and Gonzales Counties in Texas. Falcon also owns over 12,000 NRAs
in the Marcellus Shale across Pennsylvania, Ohio, and West
Virginia.
Desert Peak was founded by Kimmeridge, a private investment firm
focused on energy solutions, to acquire, own and manage
high-quality Permian Basin mineral and royalty interests with the
objective of generating cash flow from operations that can be
returned to shareholders and reinvested. Desert Peak has
accumulated over 105,000 net royalty acres (“NRAs,” when normalized
to a 1/8th royalty equivalent) through the consummation of over 180
acquisitions to date.
Forward-Looking
Statements
This news release includes certain statements that may
constitute “forward-looking statements” for purposes of the federal
securities laws. Forward-looking statements include, but are not
limited to, statements that refer to projections, forecasts, or
other characterizations of future events or circumstances,
including any underlying assumptions. The words “anticipate,”
“believe,” “continue,” “could,” “estimate,” “expect,” “intends,”
“may,” “might,” “plan,” “seeks,” “possible,” “potential,”
“predict,” “project,” “prospects,” “guidance,” “outlook,” “should,”
“would,” “will,” and similar expressions may identify
forward-looking statements, but the absence of these words does not
mean that a statement is not forward-looking. These statements
include, but are not limited to, statements about Falcon’s and
Desert Peak’s ability to effect the previously announced and
pending merger between Falcon and Desert Peak (the “Merger”); the
expected benefits and timing of the Merger; future dividends; and
future plans, expectations, and objectives for the combined
company’s operations after completion of the Merger, including
statements about strategy, synergies, future operations, financial
position, estimated revenues, projected production, projected
costs, prospects, plans, and objectives of management. While
forward-looking statements are based on assumptions and analyses
made by us that we believe to be reasonable under the
circumstances, whether actual results and developments will meet
our expectations and predictions depend on a number of risks and
uncertainties which could cause our actual results, performance,
and financial condition to differ materially from our expectations.
See “Risk Factors” in the Proxy Statement, Falcon’s Annual Report
on Form 10-K for the fiscal year ended December 31, 2021, and
Falcon’s Quarterly Reports on Form 10-Q, filed with the U.S.
Securities and Exchange Commission (the “SEC”) for a discussion of
risk factors that affect our business. Any forward-looking
statement made in this news release speaks only as of the date on
which it is made. Factors or events that could cause actual results
to differ may emerge from time to time, and it is not possible to
predict all of them. Neither Desert Peak nor Falcon undertake any
obligation to publicly update any forward-looking statement,
whether as a result of new information, future development, or
otherwise, except as may be required by law.
Additional Information and Where to
Find It
In connection with the proposed Merger, Falcon has filed the
Proxy Statement with the SEC and will file other documents with the
SEC regarding the proposed Merger. Falcon has commenced mailing of
the Proxy Statement to Falcon’s stockholders which contains
important information about the proposed Merger and related
matters. INVESTORS ARE URGED TO READ THE PROXY STATEMENT (INCLUDING
ALL AMENDMENTS AND SUPPLEMENTS THERETO) AND OTHER RELEVANT
DOCUMENTS FILED WITH THE SEC IF AND WHEN THEY BECOME AVAILABLE
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. You may obtain a
free copy of the Proxy Statement and other relevant documents filed
by Falcon with the SEC at the SEC’s website at www.sec.gov. You may
also obtain Falcon’s documents on its website at
www.falconminerals.com. The references to the SEC’s website and our
website are for the convenience of investors and shall not be
deemed to be incorporated into any of Falcon’s filings. All website
addresses in this prospectus are intended to be inactive textual
references only.
Participants in the
Solicitation
Desert Peak, Falcon and certain of their respective directors,
executive officers and employees may be deemed to be participants
in the solicitation of proxies in connection with the Merger and
may have direct or indirect interests in the Merger. Information
about Falcon’s directors and executive officers is set forth in the
Proxy Statement, its Annual Report on Form 10-K for the fiscal year
ended December 31, 2021, filed with the SEC on March 11, 2022, and
its other documents which are filed with the SEC. Other information
regarding the participants in the proxy solicitations and a
description of their direct and indirect interests, by security
holdings or otherwise, will be contained in the Proxy Statement and
other relevant materials to be filed with the SEC regarding the
Merger when they become available. Investors should read the Proxy
Statement carefully when it becomes available before making any
voting or investment decisions. Investors may obtain free copies of
these documents using the sources indicated above.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20220505006114/en/
Falcon: Matthew B. Ockwood Chief Financial Officer
mockwood@falconminerals.com
Desert Peak: Carrie Osicka Chief Financial Officer (720)
640-7651 Carrie.Osicka@desertpeak.com
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