Item 1.01. Entry into a Material Definitive Agreement.

Consent and Agreement

On February 1, 2021, HighPoint Resources Corporation (the "Company") and its wholly owned subsidiary, HighPoint Operating Corporation (the "Borrower") entered into a Consent and Agreement with JPMorgan Chase Bank, N.A. as administrative agent (the "RBL Agent"), the consenting lenders party thereto and the other parties thereto. The Consent and Agreement provided, among other things, that any "going concern" opinion in the Company's independent auditor report on its financial statements for the year ending December 31, 2020 in connection with the Company's anticipated financial covenant breach in 2021 (as described in the Notes to Consolidated Financial Statements (Unaudited) within the Quarterly Report on Form 10-Q filed on November 9, 2020) shall not constitute a default or event of default under the Borrower's Fourth Amended and Restated Credit Agreement (the "Amended HighPoint Credit Facility"), by and among the Company as guarantor, the Borrower, certain banks and other lenders party thereto and the RBL Agent.

The Consent and Agreement, except as expressly stated, does not modify the Amended HighPoint Credit Facility, which remains unmodified and in full force and effect.

The foregoing summary of the Consent and Agreement does not purport to be complete and is qualified in its entirety by the full text of the Consent and Agreement, which is attached to this Current Report on Form 8-K as Exhibit 10.1 and incorporated herein by reference.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information regarding the Consent and Agreement under Item 1.01 of this Current Report on Form 8-K is incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.



(d) Exhibits

    Exhibit Number            Description of Exhibits
         10.1                   Consent and Agreement, dated as of February 1, 2021, by and among
                              HighPoint Operating Corporation, HighPoint Resources Corporation, the
                              Guarantors party thereto, the Lenders party thereto and JPMorgan Chase
                              Bank, N.A., as administrative agent.

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

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