Hyperdynamics is an emerging independent
oil and gas exploration company that is exploring for oil and gas
offshore the Republic of Guinea in Northwest Africa
Hyperdynamics Signs Agreement to Sell 40 Million Shares of Common Stock to CLNG for $6 Million
HOUSTON, Nov. 3, 2017 /PRNewswire/ -- Hyperdynamics Corporation (OTCQX:
HDYN) ("Hyperdynamics" or the "Company") today announced that it has
entered into a $6 million definitive agreement to issue and sell 40
million common shares at a price of $0.15 per share to CLNG Limited
(Hong Kong) ("CLNG") or its affiliate. CLNG is a private
investment company involved in global energy and mineral projects.
The closing of the sale is subject to (i) the completion of
satisfactory due diligence by each party of the other, (ii) waiver by
holders of Hyperdynamics' Series A Convertible Preferred Stock of their
right of first refusal, and (iii) satisfaction of other customary
If this purchase is completed, CLNG will own approximately 53% of
Hyperdynamics' outstanding common shares and will have the right to
appoint representatives who will form a majority of Hyperdynamics'
board of directors, but no specific agreement has yet been entered into
in this respect. The stock purchase agreement provides that Ray Leonard
will remain President, Chief Executive Officer and a director of the
Company, and Jason Davis will remain Chief Financial Officer, subject
to the discretion of the board and resolutions of the stockholders.
Ray Leonard, Hyperdynamics' President and CEO, commented, "We look
forward to working with our prospective new majority shareholder,
riding on our experience and demonstrated competencies of the past
Markos Armanious, Chairman of CLNG, stated, "CLNG values the
operational expertise that Hyperdynamics has demonstrated in its
ability to drill in record water depths, on budget and on time, in the
West Africa transform margin."
Additional information about the transaction will be available in a
Current Report on Form 8-K that will be filed with the SEC by
Hyperdynamics. This press release shall not constitute an offer to sell
or the solicitation of an offer to buy such common stock.
Hyperdynamics is an emerging independent oil and gas exploration
company that is exploring for oil and gas offshore the Republic of
Guinea in Northwest Africa. To find out more, visit our website at
CLNG Limited (Hong Kong) has its roots in Hong Kong trading and
logistics. It has established itself as a recognized management
consulting firm in strategic energy segments globally.
Geographically, CLNG has project footprints in West Africa, East
Africa, the Gulf of Mexico and the US and Canada.
CLNG's three core areas are: Traditional Energy, Green/Renewable Energy
with a Carbon Footprint Reduction mission and Non-Ferrous Metal/Natural
Resources. Their holistic approach to energy includes being a
leader in the development and implantation of applied PM 2.5 mass scale
CLNG has had no prior business relationship with the Company and, to
the Company's knowledge, does not currently own any of the Company's
Forward Looking Statements
This News Release contains "forward-looking statements" within the
meaning of Section 27 A of the Securities Act of 1933, as amended, and
Section 21 E of the Securities Exchange Act of 1934, as amended.
Forward-looking statements include statements concerning plans,
objectives, goals, strategies, expectations, future events or
performance and underlying assumptions and other statements which are
other than statements of historical facts. Forward-looking statements
generally can be identified by the use of forward-looking terminology
such as "may," "will," "expect," "plan," "project," "anticipate,"
"estimate," "believe," or "think." Forward-looking statements involve
risks and uncertainties which could cause actual results or outcomes to
differ materially from those expressed in the forward-looking
In particular, there can be no assurance that the Company's due
diligence of CLNG will be acceptable to the Company, that CLNG's due
diligence of the Company will be acceptable to CLNG, or that the stock
purchase agreement will close. Investors should carefully review
the risk factor disclosure and other information, including the
Company's financial statements and the notes thereto, set forth in the
reports and other documents the Company files with the SEC available at
We assume no duty to update or revise our forward-looking statements based on changes in plans or expectations or otherwise.
President and Chief Executive Officer
Anne Pearson / Jack Lascar