0001104659-17-073664.txt : 20171215 0001104659-17-073664.hdr.sgml : 20171215 20171215170634 ACCESSION NUMBER: 0001104659-17-073664 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20171207 ITEM INFORMATION: Termination of a Material Definitive Agreement FILED AS OF DATE: 20171215 DATE AS OF CHANGE: 20171215 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HYPERDYNAMICS CORP CENTRAL INDEX KEY: 0000937136 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 870400335 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32490 FILM NUMBER: 171259694 BUSINESS ADDRESS: STREET 1: 12012 WICKCHESTER LANE, STREET 2: SUITE 475 CITY: HOUSTON, STATE: TX ZIP: 77079 BUSINESS PHONE: 7133539400 MAIL ADDRESS: STREET 1: 12012 WICKCHESTER LANE, STREET 2: SUITE 475 CITY: HOUSTON, STATE: TX ZIP: 77079 FORMER COMPANY: FORMER CONFORMED NAME: RAM-Z ENTERPRISES INC DATE OF NAME CHANGE: 19950208 8-K 1 a17-28570_18k.htm 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): December 7, 2017

 

HYPERDYNAMICS CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware

(State or other jurisdiction of incorporation or organization)

 

001-32490

 

87-0400335

(Commission File Number)

 

(IRS Employer Identification No.)

 

12012 Wickchester Lane, Suite 475

Houston, Texas 77079

(Address of principal executive offices,
including Zip Code)

 

(713) 353-9400

(Registrant’s telephone number,
including area code)

 

Not applicable

(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):

 

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

 

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

 

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

 

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

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company     o

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.             o

 

 

 


 

Item 1.02                                           Termination of a Material Definitive Agreement.

 

As previously reported, Hyperdynamics Corporation (“we,” “us,” “our” or the “Company”) had notified the government of the Republic of Guinea that it was seeking a two-year appraisal period under its oil and gas Production Sharing Contract.  On December 7, 2017, we were notified verbally in a meeting with the government of Guinea  that it would not grant the two-year appraisal period.

 

Also as previously reported, on November 2, 2017, we executed a stock purchase agreement to issue and sell 40 million shares of our common stock at a price of $0.15 per share (for a total purchase price of $6,000,000) to CLNG Limited (Hong Kong) (“CLNG”) or its affiliate.  The closing of the sale was subject to, among other things, the completion of satisfactory due diligence by each party of the other.  On December 11, 2017, CLNG informed us that it will not proceed with the purchase of those shares, and the stock purchase agreement is terminated (except for certain indemnification obligations therein).

 

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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.

 

 

HYPERDYNAMICS CORPORATION

 

 

 

 

 

 

Date: December 15, 2017

By:

/s/ Ray Leonard

 

Name:

Ray Leonard

 

Title:

Chief Executive Officer

 

 

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