HighPeak Energy Announces Comprehensive Refinancing

The refinancing is expected to retire the $1.17 billion term loan using preferred equity, new borrowings and available cash.

Rhea-AI Summary

HighPeak Energy (HPK) agreed to a $450 million preferred equity investment as part of refinancing its existing debt. PT Danantara Investment Management and PT Energi Mega Persada committed to purchase 450,000 shares of Series A 6% Perpetual Convertible Preferred Stock. Citibank and Fifth Third provided committed financing for a new $800 million reserve-based credit facility, expected to be completed with the investment.

Investment proceeds, initial facility borrowings and available cash are expected to repay the existing $1.17 billion term loan in full. The investment is expected to close in the fourth quarter of 2026. Preferred shares have no maturity date and are convertible at holders' option using a $9.50 conversion price, with accrued unpaid dividends included in the calculation. Each investor will appoint one director. HighPeak expects improved liquidity and lower annual interest expense.

4 points · 3 major

MixediHow this balance works

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

How the balance worksHow Sentiment works

2 major · 5 points

Hollow bars mark forward-looking points. How the balance works

Positive

• Major point. Forward-looking: it has not happened yet and may not happen.Investor commitments for approximately $450 million in gross proceeds provide preferred equity funding. 44% of market cap
• Major pointCitibank and Fifth Third committed financing for a new $800 million reserve-based credit facility. 78% of market cap
• Major point. Forward-looking: it has not happened yet and may not happen.Refinancing proceeds and available cash are expected to repay the $1.17 billion term loan in full. 1.1× market cap
• Moderate point. Forward-looking: it has not happened yet and may not happen.HighPeak expects improved liquidity and reduced annual interest expense from the refinancing.

Negative

• Major point. Forward-looking: it has not happened yet and may not happen.450,000 convertible preferred shares introduce potential common-share dilution at a $9.50 conversion price.
• Major point. Forward-looking: it has not happened yet and may not happen.New senior secured borrowings create debt obligations under the proposed facility.
• Minor point. Forward-looking: it has not happened yet and may not happen.6% perpetual preferred stock carries cumulative cash dividends, payable quarterly when declared by the board.
• Minor point. Forward-looking: it has not happened yet and may not happen.RBL availability depends on final borrowing base, elected commitments, outstanding borrowings, letters of credit and financial covenants.
• Minor point. Forward-looking: it has not happened yet and may not happen.Optional preferred redemption after the closing's third anniversary requires a price delivering 10.0% internal rate of return.

News Explained

The company-side conversion trigger creates a conditional dilution path; access to the stated eight hundred million dollar facility depends on final borrowing-base and other conditions.

Under the preferred terms, HighPeak may require conversion only after the third anniversary and only if its common-stock closing price exceeds 150% of the conversion price on 30 of 40 consecutive trading days; that creates a conditional path for preferred shares to become common shares, diluting existing common ownership if conversion occurs.

The 6% dividends accrue cumulatively and are payable quarterly in arrears only when declared by the board; after the third anniversary, HighPeak may redeem the preferred on 30 days’ notice at a price that would result in a 10.0% IRR.

Although the release calls the banks’ financing committed, it describes the $800 million facility’s initial borrowing base and elected commitments as expected to total that amount; actual availability remains subject to final borrowing-base and commitment levels, outstanding borrowings, letters of credit, covenants and other conditions.

Key Figures

Preferred equity investment: $450 million New credit facility: $800 million Existing term loan repayment: $1.17 billion +4 more

Preferred equity investment

$450 million

Investment proceeds

New credit facility

$800 million

Proposed reserve-based facility

Existing term loan repayment

$1.17 billion

Expected to be repaid in full using investment proceeds, initial RBL borrowings and available cash

Preferred dividend rate

6%

Series A perpetual convertible preferred stock; cumulative cash dividends

Conversion price

$9.50 per share

Preferred stock conversion terms

Redemption return threshold

10.0% IRR

Redemption price on or after the third anniversary of closing

Mandatory conversion trigger

150% of the Conversion Price for 30 out of 40 consecutive market trading days

Company option after the third anniversary of closing

Historical Context

1 past event · Latest: Aug 10

1 event

1. Aug 10

   Earnings report

   24h Move

   +4.3%

   Reported approximately $1.19 billion in total debt, documenting the debt exposure addressed by this refinancing.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

convertible preferred stock, reserve-based credit facility, irr, borrowing base

4 terms

convertible preferred stock financial

"a newly created series of convertible preferred stock of the Company"

Convertible preferred stock is a special class of company shares that pays priority, usually fixed, payments to holders and can be exchanged later for a set number of common shares. It matters to investors because it combines steady income and added protection with the chance to share in a company’s upside; think of it as a hybrid between a bond that pays regularly and an option to convert into growth-oriented stock, where the conversion rules influence both potential gains and how much common shareholders’ ownership may be reduced.

reserve-based credit facility financial

"a new $800 million reserve-based credit facility"

A reserve-based credit facility is a loan for oil and gas companies that is secured by the estimated value of their proven underground reserves; lenders set a borrowing limit based on how much oil or gas can realistically be produced and sold. Lenders regularly re-check those reserve estimates and market prices and can raise or cut the loan limit, so this financing affects a company’s cash flow, risk of forced asset sales, and overall financial flexibility—think of it like a home equity line whose credit limit changes with the home’s appraised value.

irr financial

"a redemption price equal to an amount that would result in a 10.0% IRR"

IRR (Internal Rate of Return) is the annualized percentage return an investment is expected to produce based on its projected series of cash outflows and inflows; mathematically, it’s the rate that makes the present value of those cash flows balance to zero. Investors use IRR to compare and rank projects or investments—similar to comparing the interest rates on savings accounts—to judge which offers the best return for the time and risk involved.

View in glossary

borrowing base financial

"include an initial borrowing base and elected commitments totaling $800 million"

A borrowing base is the amount a lender will allow a company to borrow based on the value of assets the company offers as security, typically things like accounts receivable and inventory. It matters to investors because it sets a practical ceiling on short-term financing and influences a company’s liquidity and risk: if the borrowing base falls, the company may lose access to cash or be forced to sell assets, which can affect operations and share value.

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Strategic Preferred Equity Investment and Transformational Refinancing Transactions 
to Provide Additional Financial Flexibility

Partnership with PT Danantara Investment Management and PT Energi Mega Persada Tbk
to Support Growth and Value Creation

FORT WORTH, Texas, Oct. 06, 2026 (GLOBE NEWSWIRE) -- HighPeak Energy, Inc. (“HighPeak” or the “Company) (NASDAQ: HPK) today announced a comprehensive refinancing through a $450 million preferred equity investment and a new $800 million credit facility.

HighPeak has entered into an agreement with PT Danantara Investment Management (“DIM”) and PT Energi Mega Persada Tbk (IDX: ENRG) (“EMP”) (collectively, the “Investors”), pursuant to which the Investors have committed to purchase 450,000 shares of a newly created series of convertible preferred stock of the Company, to be designated as Series A 6% Perpetual Convertible Preferred Stock (the “Preferred Stock”) for total gross proceeds to the Company of approximately $450 million (the “Investment”).

In connection with the transaction, the Company has been provided with Committed Financing from Citibank, N.A. (“Citibank”) and Fifth Third Bank, N.A. (“Fifth Third”) for a new $800 million reserve-based credit facility (the “RBL”), which is expected to be completed in connection with the closing of the Investment. Together, the proceeds from the Investment, initial borrowings under the new RBL and available cash are expected to allow HighPeak to repay its existing $1.17 billion term loan in full. The Investment is expected to close during the fourth quarter of 2026 (the “Closing Date”), subject to customary closing conditions.

HighPeak’s President and Chief Executive Officer, Michael Hollis said, “Today marks a milestone for HighPeak Energy. This comprehensive refinancing will materially strengthen our balance sheet, significantly reduce our financing burden and enhance our ability to generate long-term value for shareholders. The combination of permanent capital from high-quality investors alongside a new reserve-based lending facility will enable HighPeak to retire its existing term loan and establish a much more effective capital structure.”

DIM is a sovereign fund of the Republic of Indonesia, and EMP is an Indonesia-based upstream oil and gas company. This transaction provides the Investors with exposure to HighPeak’s high-quality Midland Basin asset base, including its significant acreage position, inventory of high-quality drilling locations and infrastructure system, all situated within one of the world’s most prolific hydrocarbon basins. Under the terms of the Investment, DIM and EMP will, among other things, each appoint one director to HighPeak’s Board of Directors.
Mr. Hollis continued, “We expect that this transaction will improve our liquidity profile, materially reduce our annual interest expense, and provide us with greater financial flexibility to focus on disciplined development, free cash flow generation and continued shareholder value creation. We are particularly pleased to welcome our new capital investors, DIM and EMP, who share our long-term vision for the Company and support the direction and priorities we have established going forward. We also appreciate the support of Citibank and Fifth Third in committing to arrange and underwrite our new credit facility. These relationships provide an important foundation for future strategic collaboration as we look ahead to executing our business strategy from a stronger financial position.”

Preferred Stock Details
The Preferred Stock does not have a maturity date. Cumulative cash dividends on the Preferred Stock will be payable quarterly in arrears, on March 31, June 30, September 30 and December 31 of each year, when, as and if declared by the Company's Board of Directors.

Each share of Preferred Stock is convertible, at the holder's option at any time at the rate per share determined by dividing (i) the sum of (x) $1,000 per share and (y) the accrued and unpaid dividends since the immediately preceding preferred dividend by (ii) $9.50 (the “Conversion Price”).

The Preferred Stock may be redeemed by the Company on or after the third anniversary of the Closing Date upon 30 days’ notice at a redemption price equal to an amount that would result in a 10.0% IRR. The Preferred Stock will be mandatorily convertible at the option of the Company after the third anniversary of the Closing Date if the closing price of the Company’s common stock exceeds 150% of the Conversion Price for thirty out of forty consecutive market trading days.

Credit Facility Details
The proposed new senior secured facility is expected to include an initial borrowing base and elected commitments totaling $800 million. Availability under the RBL will be subject to the final borrowing base, elected commitments, outstanding borrowings, letters of credit, financial covenants and other conditions.

Advisors
Vinson & Elkins LLP is acting as legal counsel to HighPeak. Milbank LLP is acting as legal counsel to the Investors. Barclays Bank PLC is acting as financial advisor to DIM, and Citigroup Global Markets Singapore Pte. Ltd. is acting as financial advisor to EMP. Bracewell LLP is acting as legal counsel to Citibank, N.A.

About HighPeak Energy, Inc.
HighPeak Energy, Inc. is a publicly traded independent crude oil and natural gas company, headquartered in Fort Worth, Texas, focused on the acquisition, development, exploration and exploitation of unconventional crude oil and natural gas reserves in the Midland Basin in West Texas.

Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, with respect to the Investment, the use of proceeds therefrom, the Company’s entry into the RBL and the contemplated refinancing of the Company’s term loan. These forward-looking statements, including statements regarding the intention, completion, timing and option relating to the Investment, the RBL and the refinancing of the Company’s term loan, represent the Company’s expectations or beliefs concerning future events. These forward-looking statements are subject to risks and uncertainties related to market conditions and the satisfaction of customary closing conditions related to the Investment, the RBL and the refinancing of the Company’s term loan. There can be no assurance that the Company will be able to complete the Investment, enter into the RBL on satisfactory terms or at all or refinance the term loan. When used in this document, including any oral statements made in connection therewith, the words “could,” “should,” “will,” “may,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on management’s current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. Except as otherwise required by applicable law, the Company disclaims any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date on which they are made. The Company cautions you that these forward-looking statements are subject to all of the risks and uncertainties, most of which are difficult to predict and many of which are beyond the control of the Company, incident to the development, production, gathering and sale of oil, natural gas and natural gas liquids.

Investor Contact:
Ryan Hightower
Executive Vice President, Business Development
817.850.9204
rhightower@highpeakenergy.com
Source: HighPeak Energy, Inc.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How will HighPeak Energy's refinancing repay its existing term loan?

The $1.17 billion term loan is expected to be repaid in full using preferred investment proceeds, initial borrowings under the new reserve-based credit facility and available cash. The investment provides approximately $450 million in gross proceeds, alongside a proposed $800 million facility.

When is HighPeak Energy's preferred equity investment expected to close?

The investment is expected to close during the fourth quarter of 2026, subject to customary closing conditions. The new reserve-based credit facility is expected to be completed in connection with that closing.

How is HighPeak Energy's preferred stock converted into common shares?

Each preferred share is convertible at the holder's option at any time using $1,000 plus accrued and unpaid dividends since the immediately preceding preferred dividend, divided by $9.50. The company may require conversion after the closing's third anniversary if its common stock closes above 150% of the conversion price for thirty out of forty consecutive market trading days.

When can HighPeak Energy redeem its new preferred stock?

HighPeak may redeem the preferred stock on or after the third anniversary of the closing date upon 30 days' notice. The redemption price must equal an amount that produces a 10.0% internal rate of return.