8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 8, 2016

Glori Energy Inc. 

(Exact name of registrant as specified in its charter)

Delaware	000-55261	46-4527741
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

4315 South Drive
Houston, Texas	77053
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (713) 237-8880 

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On June 8, 2016, Glori Energy Inc. (the “Company”) announced that Mr. Stuart Page had voluntarily resigned from his positions as Chief Executive Officer and President of the Company and as a member of the Company’s Board of Directors (the “Board”). Mr. Page’s decision to resign did not result from any disagreement with the Company, the Company’s management, or the Board. The Company and Mr. Page entered into a Separation Agreement dated June 8, 2016 (the “Separation Agreement”), an Advisor Agreement dated June 8, 2016 (the “Advisor Agreement”), and an Amendment to Incentive Stock Option Agreements, dated June 8, 2016 (the “Option Amendment Agreement”), pursuant to which, among other things, (i) Mr. Page will receive the termination obligations and severance pay described in his employment agreement dated April 14, 2014, (ii) Mr. Page will provide advisory services to the Company following his resignation, and (iii) the exercise period for certain of Mr. Page’s stocks options is extended until the earlier of (x) the ten year anniversary of issuance of such options or (y) April 1, 2017. The foregoing description of the terms of the Separation Agreement, the Advisor Agreement, and the Option Amendment Agreement does not purport to be complete and is subject to, and qualified in its entirety by reference to, the Separation Agreement, the Advisor Agreement, and the Option Amendment Agreement, which are filed herewith as Exhibits 10.1, 10.2, and 10.3 respectively, and are incorporated herein by reference.

Mr. Kevin Guilbeau, the Executive Chairman of the Board, has been appointed to serve as interim Chief Executive Officer and President of the Company effective immediately. Mr. Guilbeau will continue to serve as the Executive Chairman of the Board. Mr. Eric C. Neuman, currently a director of the Company, has been appointed to serve as co-Chairman of the Board.

Mr. Guilbeau, age 58, has served as Chairman of the Board since October 8, 2015. He has over 34 years of oil and gas exploration and production experience. Most recently, he was President and Chief Executive Officer of Gulf Coast Energy Resources, which he founded in 2010 and led it from a private equity start-up through growth via acquisitions and exploration until it merged with Talos Energy in March 2015. Prior to founding Gulf Coast Energy Resources, Mr. Guilbeau was Executive Vice President and Chief Operating Officer for LLOG Exploration Company from 2006 until 2009, with responsibility for leading offshore E&P operations in the Gulf of Mexico and onshore operations along the Gulf Coast. Earlier in his career, he was Senior Vice President and General Manager of the Gulf of Mexico/Gulf Coast Business Unit for Dominion Exploration and Production, which during his 10-year tenure, he grew into a $4.7 billion business that was sold to ENI in 2007. Mr. Guilbeau began his career as a geologist at Shell Oil Company in 1981, where he held a variety of technical and leadership positions. Mr. Guilbeau holds a B.S. degree in Earth Sciences from the University of New Orleans and an M.S. degree in Geology from the University of New Mexico. Mr. Guilbeau brings extensive knowledge of, and company leadership in, the exploration and production business to Glori’s board of directors.

There are no arrangements or understandings between Mr. Guilbeau and any other person pursuant to which he was selected as interim Chief Executive Officer and President, nor are there any family relationships between Mr. Guilbeau and any of the Company’s directors or executive officers. Mr. Guilbeau is not party to any transactions with the Company required to be disclosed by Item 404(a) of Regulation S-K. No new compensatory arrangements were entered into with Mr. Guilbeau in connection with his appointment as interim Chief Executive Officer and President. Mr. Guilbeau’s current compensation is described in the Company’s Annual Report on Form 10-K..

A press release announcing Mr. Page’s resignation, Mr. Guilbeau’s appointment, and Mr. Neuman’s appointment is furnished as Exhibit 99.1 hereto.

Item 9.01   Financial Statements and Exhibits.

(c) Exhibits. The following is furnished as an exhibit to this Current Report on Form 8-K:

Exhibit
Number	Description of Exhibit
10.1	Separation Agreement by and between Glori Energy Inc. and Stuart Page dated June 8, 2016
10.2	Advisor Agreement by and between Glori Energy Inc. and Stuart Page dated June 8, 2016
10.3	Amendment to Incentive Option Agreement by and between Glori Energy Inc. and Stuart Page dated June 8, 2016
99.1	Press release issued by Glori Energy Inc. dated June 8, 2016

SIGNATURES

    Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	GLORI ENERGY INC.
	(Registrant)
June 8, 2016	/s/ Victor M. Perez
(Date)	Victor M. Perez
	Chief Financial Officer

EXHIBIT INDEX

Exhibit
Number	Description of Exhibit
10.1	Separation Agreement by and between Glori Energy Inc. and Stuart Page dated June 8, 2016
10.2	Advisor Agreement by and between Glori Energy Inc. and Stuart Page dated June 8, 2016
10.3	Amendment to Incentive Option Agreement by and between Glori Energy Inc. and Stuart Page dated June 8, 2016
99.1	Press release issued by Glori Energy Inc. dated June 8, 2016

EX-10.1

Exhibit 10.1

SEPARATION AGREEMENT

THIS SEPARATION AGREEMENT (this “Agreement”) is entered into on June 8, 2016 by and between STUART M. PAGE (“Executive”) and GLORI ENERGY INC., Delaware corporation, and its affiliated companies, corporations, business associations, parents and subsidiaries (collectively, “Company”). Executive and Company are sometimes referred to herein as a “Party” and collectively as the “Parties.”

WHEREAS, Executive is an employee of Company;

WHEREAS the Parties entered into an Employment Agreement dated April 14, 2014 (“Employment Agreement”) governing the terms of Executive’s employment with the Company; and

WHEREAS, the Parties now desire to enter into this Agreement for the purpose of providing for the orderly separation of service of the Executive from Company.

NOW, THEREFORE, in consideration of the mutual promises contained herein and other good and valuable consideration set forth in this Agreement, the receipt of which is acknowledged, Executive and Company agree as follows:

1. Separation from Employment; Resignation from Directorships and Officer Positions; Public Disclosure. Employee and Company agree that Employee’s employment with Company is terminated effective on June 2, 2016 (the “Termination Date”). Employee hereby resigns from all positions as a director and/or officer of the Company, including any of its affiliates or subsidiaries. All public release of information relating to Executive’s separation shall be solely made by the Company

2. Payment. Executive shall be paid severance compensation (“Severance”) in accordance with Section 8(a) of the Employment Agreement as if Executive has resigned for “good reason” as provided therein. The conditions, obligations and covenants contained in Section 4 and Sections 8 through 27 of the Employment Agreement survive the execution of this Agreement.

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3. Release. In consideration of the promises and covenants made in this Agreement, Executive, for himself, his heirs, executors, administrators and assigns, does hereby RELEASE, ACQUIT AND FOREVER DISCHARGE Company and each of its present and former officers, directors, shareholders, employees, affiliates, agents, representatives, successors and assigns (all of whom are hereinafter collectively referred to as “Releasees”) from any and all claims, demands, causes of action and liabilities of any kind or character, which Executive ever had, now has or may hereafter have against any of Releasees, arising out of any act, omission, transaction or event occurring prior to or as of the Effective Date, including, without limitation, those related to Executive’s employment by Company, the termination of his employment, including any rights or benefits thereunder; provided, however, that Executive shall be entitled to enforce Executive’s rights to the Severance in Section 2 hereof. Without limiting the generality of the foregoing, it is understood and agreed that this release constitutes and includes a release by Executive of Releasees from any and all claims, grievances, demands, charges, liabilities, obligations, actions, causes of action, damages, costs, losses of services, expenses and compensation of any nature whatsoever, whether based on tort, contract or other theory of recovery, on account of, or in any way growing out of, Executive’s employment with or separation from Company, including, but not limited to, any claims arising under any of the following statutes: Title VII of the Civil Rights Act of 1964; the Americans with Disabilities Act of 1990; the Age Discrimination in Employment Act; the Older Workers’ Benefit Protection Act; the Fair Labor Standards Act; the National Labor Relations Act; the Fair Credit Reporting Act; the Executive Retirement Income Security Act; the Texas Commission on Human Rights Act; the Texas Payday Law; the Texas Labor Code; the Texas Workers’ Compensation Act; and any other foreign, state or federal statute or regulation governing the employment relationship or Executive’s rights, or Company’s obligations, in connection with any of the foregoing. This release also constitutes a release of any claim or cause of action for the following: invasion of privacy; intentional or negligent infliction of emotional distress; wrongful termination; promissory estoppel; false imprisonment; defamation; negligent hiring, retention, and/or supervision; negligence or gross negligence; breach of express or implied contract; breach of any implied covenant; tortious interference with contract or business relations; misrepresentation; deceptive trade practices; fraud; denial of employment benefits, including, but not limited to, health and retirement benefits (other than any amounts due under Company’s group medical and dental plan for medical or dental services rendered to Executive or his dependents prior to the Termination Date and other than rights of Executive concerning Executive’s 401(k) account maintained under Company’s 401(k) plan) and any other employment-related claims, or for any personal injuries, however characterized, or by virtue of any facts, acts or events occurring prior to or as of the Effective Date of this Agreement. Notwithstanding anything to the contrary in this Agreement, this release does not constitute a release or waiver of Executive’s right to file a charge or participate in an investigation or proceeding conducted by the Equal Employment Opportunity Commission (“EEOC”) or any other governmental entity with jurisdiction to regulate employment conditions or relations; however, Executive does release and relinquish any right to receive any money, property or any other thing of value, or any other financial benefit or award, as a result of any proceeding of any kind or character initiated by the EEOC or any other governmental entity with jurisdiction to regulate employment conditions or relations.

4. Waiver. Executive hereby acknowledges and agrees that the Release set forth in Section 3 hereof is a general release against Releasees, and Executive, for himself, his heirs, executors, administrators and assigns, does hereby expressly waive and assume the risk of any and all claims for damages against any of Releasees that exist as of the date of this Agreement but of which he does not know or suspect to exist, whether through ignorance, oversight, error, negligence or otherwise, and which, if known, would materially affect Executive’s decision to enter into this Agreement.

5. No Admission; Savings Clause. Neither the execution of this Agreement, nor the performance of the consideration given for this Agreement, shall constitute nor be deemed to be an admission of liability on the part of any Party hereto, all of which is expressly denied. Should any provision of this Agreement be declared or be determined by any court to be illegal or invalid, the validity of the remaining parts, terms or provisions shall not be affected thereby and said illegal or invalid part, term or provision shall be deemed not to be a part of this Agreement.

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6. Acknowledgments. Executive acknowledges that he has fully informed himself of the terms, contents, conditions and effects of this Agreement and that, in executing this Agreement, he does not rely and has not relied upon any representation (oral or written) or statement made by Company or its attorneys, including, but not limited to, any representation or statement with regard to the subject matter, basis, or effect of this Agreement. Executive further acknowledges the following: that he has been advised to consult with an attorney prior to executing this Agreement; that he is of sound mind and otherwise competent to execute this Agreement; and that he is entering into this Agreement knowingly and voluntarily and without any undue influence or pressures. If Executive violates the terms of any of the provisions of this Agreement or the provisions of the Employment Agreement that survive its execution or challenges the effectiveness of any release provided herein, Company shall have the right to immediately terminate this Agreement and Company shall have no obligation to pay any Severance.

7. No Assignment. Executive warrants that he has not conveyed or assigned any interest in the any of the matters or claims being released or waived in this Agreement.

8. Time Period for Enforceability. Company’s obligation to pay the Severance is contingent upon Executive executing and returning this Agreement to Company pursuant to the terms of this Agreement.

[Signature page follows] 

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EXECUTED AND EFFECTIVE as of June 8, 2016. 

Glori Energy Inc.

By

Name:

Title:

Stuart M. Page

Date:

Signature Page to Separation Agreement

EX-10.2

Exhibit 10.2

ADVISOR AGREEMENT

(BUSINESS ADVISOR)

THIS ADVISOR AGREEMENT (this “Agreement”), dated June 8, 2016 (the “Effective Date”), is by and between Glori Energy, Inc., a Delaware corporation (the “Company”), and Stuart Page (“Advisor”).

Article 1

Services

Advisor shall provide advisory services to the Company from time to time at the Company’s request, which advisory services shall include but not be limited to the following: transition services to enable the interim chief executive officer to discharge his duties, consulting with the Company’s management regarding projects and potential transactions; attending business meetings with the Company’s management, other meetings and telephone conferences relevant to Advisor’s area of expertise and prior service as the Company’s chief executive officer (the “Services”) provided, that no Services shall be provided or communications initiated with any officer or employee of the Company with respect to Services without the prior approval of the Company’s interim chief executive officer.  

Article 2

Consideration

2.1 Consideration. In consideration of the entry into that certain Separation Agreement entered into between Company and Advisor on the date of this Agreement, Advisor agrees to provide the Services.

2.2 Expenses. The Company shall reimburse Advisor for reasonable travel and other business expenses that are incurred by Advisor in the performance of the Services and are approved in advance by the Company, in accordance with the Company’s general policies, as may be amended from time to time. Advisor shall provide the Company with an itemized list of all such expenses and supporting receipts with each invoice therefor.

Article 3

Term and Termination

3.1 Term.  This Agreement shall commence on the Effective Date and remain in full force and effect until April 1, 2017.

3.2 Termination.  Either party may terminate this Agreement at any time upon thirty (30) days’ prior written notice.

3.3 Effect of Termination.  Upon termination of this Agreement, Advisor shall immediately cease performing the Services.  This Section 3 and the relevant portions of Section 4 shall survive any termination of this Agreement.  Any termination of this Agreement shall be deemed a Termination of Service under the Plan and for purposes of the Award Agreement.

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3.4 Delivery of the Company Property.  Upon termination of this Agreement, or at any time the Company so requests, Advisor shall deliver immediately to the Company or destroy all property belonging to the Company, whether given to Advisor by the Company or prepared by Advisor in the course of rendering the Services, including all material in Advisor’s possession containing proprietary information and any copies thereof, whether prepared by Advisor or others. Following termination, Advisor shall not retain any written or other tangible (including machine-readable) material containing any Company proprietary information.

Article 4

Miscellaneous

4.1 Assignment.  Neither party shall assign, sell, transfer, delegate or otherwise dispose of, whether voluntarily or involuntarily, by operation of law or otherwise, this Agreement or any or its rights or obligations under this Agreement; provided, however, the Company may assign, sell, transfer, delegate or otherwise dispose of this Agreement or any of its rights and obligations hereunder as part of a merger, consolidation, corporate reorganization, sale of all or substantially all of the Company’s assets of the business to which Advisor’s services relate, sale of stock, change of name or like event.  Any purported assignment, sale, transfer, delegation or other disposition, except as permitted herein, shall be null and void.  Subject to the foregoing, this Agreement shall be binding upon and shall inure to the benefit of the parties and their respective successors and permitted assigns.

4.2 Notices.  Any notice, request, demand or other communication required or permitted hereunder shall be in writing, shall reference this Agreement and shall be deemed to be properly given: (a) when delivered personally; (b) when sent by facsimile, with written confirmation of receipt by the sending facsimile machine; (c) five (5) business days after having been sent by registered or certified mail, return receipt requested, postage prepaid; or (d) upon receipt for an express courier, with written confirmation of receipt.  All notices shall be sent to the address set forth on the signature page of this Agreement and to the notice of the person executing this Agreement (or to such other address or person as may be designated by a party by giving written notice to the other party pursuant to this Section).

4.3 Severability.  If any provision of this Agreement, or the application thereof to any person, place or circumstance, shall be held by a court of competent jurisdiction to be invalid, void or otherwise unenforceable, such provision shall be enforced to the maximum extent possible so as to effect the intent of the parties, or, if incapable of such enforcement, shall be deemed to be deleted from this Agreement, and the remainder of this Agreement and such provisions as applied to other persons, places and circumstances shall remain in full force and effect.  Company and Advisor have entered into the Separation Agreement as of the date of this Agreement. In the event of any conflict the terms of the Separation Agreement shall control.

4.4 Governing Law.  This Agreement is to be construed in accordance with and governed by the internal laws of the State of Texas without giving effect to any choice of law rule.

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4.5 Relationship of Parties.  This Agreement shall not be construed as creating an agency, partnership, joint venture or any other form of association, for tax purposes or otherwise, between the parties; and the parties shall at all times be and remain independent contractors; provided, that for the avoidance of doubt, the parties agree that severance payments received by the Advisor pursuant to the Separation Agreement shall be taxed as employment compensation. Advisor shall not be entitled to any of the benefits that the Company may make available to its employees, such as group health, life, disability or worker’s compensation insurance, profit-sharing or retirement benefits, and the Company shall not withhold or make payments or contributions therefor or obtain such protection for Advisor or his employees, contractors or agents.  Advisor shall be solely responsible for all tax returns and payments required to be filed with or made to any federal, state or local tax authority with respect to Advisor’s performance of services and receipt of fees under this Agreement.

Advisor’s responsibility hereunder shall be limited to advising the Company on matters specifically request by the Company.

4.6 Headings. The headings used in this Agreement are for convenience only and shall not be considered in construing or interpreting this Agreement.

4.7 Entire Agreement. Except for the Separation Agreement which shall control in all respects, this Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof

4.8 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original and all of which together shall be considered one and the same agreement.

[Signature page to follow]

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IN WITNESS WHEREOF, the parties have caused this Agreement to be executed and delivered as of the Effective Date.

GLORI ENERGY INC.

Kevin Guilbeau

Executive Chairman

ADVISOR

Stuart Page

Advisory Board Agreement

EX-10.3

Exhibit 10.3

AMENDMENT TO
INCENTIVE STOCK OPTION AGREEMENTS

THIS AMENDMENT is made by Glori Energy Inc. (the “Company”) and Stuart Page (the “Optionee”),

WITNESSETH:

WHEREAS, the Company and the Optionee entered into Incentive Stock Option Agreements under the Glori Energy Inc. 2006 Stock Option and Grant Plan (formerly known as the Glori Oil Limited 2006 Stock Option and Grant Plan (the “Plan”) on March 27, 2007, October 15, 2009, October 15, 2010, December 26, 2011, June 4, 2013, June 4, 2013 and December 16, 2013 (collectively, the “Agreements”);

WHEREAS, the Optionee will incur a termination of employment with the Company on June 8, 2016;

WHEREAS, the Agreements generally provide that a Stock Option must be exercised by no later than three months after the date of termination or the Expiration Date (as defined in the Agreements), if earlier; and

WHEREAS, the Company and the Optionee have determined to amend the Agreements to provide that the Optionee may exercise the Stock Options by no later than April 1, 2017 or until the Expiration Date, if earlier; and

NOW, THEREFORE, the Agreements are amended as follows:

1. Notwithstanding anything contained in the Agreements to the contrary, the Stock Options provided for under the Agreements may be exercised by the Optionee until the earlier of (a) April 1, 2017 or (b) the Expiration Date (set forth in the Agreement). Therefore, the Stock Option provided for under the Incentive Stock Option Agreement between the Company and the Optionee that was entered into on March 27, 2007, relating to 99,944 shares (as adjusted), may not be exercised after March 27, 2017. All other Stock Options provided for under the Agreements may not be exercised after April 1, 2017.

2. The Company and the Optionee agree that the Stock Options provided for under the Agreements will not qualify as “incentive stock options” as defined in Section 422 of the Internal Revenue Code of 1986, as amended.

IN WITNESS WHEREOF, the Company and the Optionee have entered into this Amendment on this 8^th day of June 2016. 

GLORI ENERGY INC.

By:

OPTIONEE

Stuart Page

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Glori Energy Announces Leadership Changes

HOUSTON, June 8, 2016 -- Glori Energy Inc. (NASDAQ: GLRI), an energy technology and oil production company focused on enhanced oil recovery using its proprietary AERO^® System, today announced the appointment of Kevin Guilbeau as Interim Chief Executive Officer. Mr. Guilbeau will also continue in his current role as Executive Chairman of the Board.

In addition, Eric (“Rick”) Neuman, current Glori Director, has been appointed Co-Chairman of the Board.

Stuart Page has resigned as the company’s Chief Executive Officer and as a member of the Board of Directors effective June 8, 2016. Mr. Page will continue as a senior advisor to the company.

Mr. Neuman said, “We thank Stuart for his leadership since 2007 during which time he successfully raised growth capital, oversaw the continued development of Glori’s AERO technology, and built a strong leadership team. As Glori transitions to a full-fledged E&P company utilizing Glori’s proprietary AERO EOR technology, we appreciate Kevin agreeing to expand his responsibilities. He brings over 30 years of E&P experience to the position, including geo-technical, operational and M&A expertise.”

Mr. Guilbeau said, “I am pleased to step up my role in helping Glori Energy realize its potential. We have some exciting projects going forward, with Phase II AERO implementation at the Coke Field, our application to the Department of Energy’s Loan Programs Office and the planned acquisition and restart of abandoned oil fields we call Phoenix projects. Rick, myself and the management team will focus on these projects as well as disciplined financial management as we move the company forward.”

Mr. Page said, “This is an exciting time at Glori Energy as it is positioned for growth through the Phoenix strategy. I am pleased to be handing the reins to Kevin who brings a deep experience base of building E&P companies and will drive growth of the organization as the next chapter unfolds.”

Mr. Guilbeau has over 34 years of oil and gas exploration and production experience. Most recently he was President and Chief Executive Officer of Gulf Coast Energy Resources, which he founded in 2010 and led it from a private equity start-up through growth via acquisitions and exploration until it merged with Talos Energy in March 2015. Prior to founding Gulf Coast Energy Resources, Mr. Guilbeau was Executive Vice President and Chief Operating Officer for LLOG Exploration Company from 2006 until 2009, with responsibility for leading offshore E&P operations in the Gulf of Mexico and onshore operations along the Gulf Coast. Earlier in his career, he was Senior Vice President and General Manager of the Gulf of Mexico/Gulf Coast Business Unit for Dominion Exploration and Production, which during his 10-year tenure, he grew into a $4.7 billion business that was sold to ENI in 2007. Mr. Guilbeau began his career as a geologist at Shell Oil Company in 1981, where he held a variety of technical and leadership positions. Mr. Guilbeau holds a B.S. degree in Earth Sciences from the University of New Orleans and an M.S. degree in Geology from the University of New Mexico.

Glori Energy

Page 2

Mr. Neuman currently serves as a managing director of Hicks Equity Partners LLP (“HEP”), a position he has held since he joined the firm in 2005. During this time, he has had, and continues to have, oversight for a number of investments made by HEP during this period, including several investments made by HEP in energy related businesses. Previously, Mr. Neuman was a partner of Hicks, Muse, Tate & Furst, which he joined as a vice president in 1993 and became a partner in 2000. Mr. Neuman currently serves on the boards of Drilling Tools International, Inc.; Just Brakes; DirecPath, LLC; Hemisphere Media; Crossings, LLC; and Intercable. He received a Bachelor of Arts degree from the University of South Florida and a Masters of Business Administration, with distinction, from the Kellogg School of Management at Northwestern University.

ABOUT GLORI ENERGY INC.

Glori Energy is a Houston-based energy technology and oil production company that deploys its proprietary AERO technology to increase the amount of oil that can be produced from conventional oil fields. Glori owns and operates oil fields onshore U.S. and additionally provides its technology as a service to E&P companies globally. Only one-third of all oil discovered in a typical reservoir is recoverable using conventional technologies; the rest remains trapped in the rock. Glori's proprietary AERO System recovers residual oil by stimulating a reservoir's native microorganisms to sustainably increase the ultimate recovery at a low cost. For more information, visit www.GloriEnergy.com.

FORWARD LOOKING STATEMENTS

This press release contains "forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Any statements contained herein which are not statements of historical fact may be deemed to be forward-looking statements, including, without limitation, statements identified by or containing words like "believes," "expects," "anticipates," "intends," "estimates," "projects," "predicts," "potential," "target," "goal," "plans," "objective," "should," "could," "will," or similar expressions. All statements by us regarding our possible or assumed future results of our business, financial condition, liquidity, results of operations, models, including the ROF models, plans and objectives and similar matters are forward-looking statements. Glori gives no assurances that the assumptions upon which such forward-looking statements are based will prove correct. Forward-looking statements are not guarantees of future performance and involve risks, uncertainties and assumptions (many of which are beyond our control), and are based on information currently available to us. Actual results may differ materially from those expressed herein due to many factors, including, without limitation: the risk that any projections, including models, earnings, revenues, expenses, margins, or any other financial expectations are not realized; oil production rates; the continued decline in oil prices and the sustained low oil price environment; the efficacy of changes in oil fields acquired or treated by us; competition and competitive factors in the markets in which Glori operates; the potential delisting of our common stock from NASDAQ; the expected cost of recovering oil using the AERO System, demand for Glori's AERO System and expectations regarding future projects; adaptability of the AERO System and development of additional capabilities that will expand the types of oil fields to which Glori can apply its technology; plans to acquire and develop additional oil fields and the availability of debt and equity financing to fund any such acquisitions; the percentage of the world's reservoirs that are suitable for the AERO System; Glori's ability to create positive cash flows; the advantages of the AERO System and our refinements thereto compared to other enhanced oil recovery methods; Glori's ability to develop and maintain positive relationships with its customers and prospective customers; and such other factors as are discussed in Item 1A "Risk Factors" and Item 7 "Management's Discussion and Analysis of Financial Condition and Results of Operations" in our Annual Report on Form 10-K for the 2015 fiscal year and our subsequent Quarterly Reports on Form 10-Q for 2016. Although Glori believes that the expectations reflected in such forward looking statements are reasonable, it can give no assurances that such expectations will prove to be correct. These risks are more fully discussed in Glori's filings with the Securities and Exchange Commission. Glori undertakes no obligation to update any forward-looking statements contained herein to reflect events or circumstances, which arise after the date of this document except as required by law.

Glori Energy

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Glori Energy Contact

Victor M. Perez

Chief Financial Officer

713-237-8880

ir@glorienergy.com

Investor Relations Counsel

Lisa Elliott/ Anne Pearson

Dennard-Lascar Associates

713-529-6600

lelliott@DennardLascar.com

apearson@DennardLascar.com

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