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Freestone Resources and Dynamis Energy Announce Merger Agreement

Nov 06, 2017

Freestone Resources, Inc. (“Freestone”) (OTCQB: FSNR) and Dynamis Energy, LLC (“Dynamis”) today announced the signing of a merger agreement under which Freestone and Dynamis will combine their businesses in an all-stock transaction.

Upon completion of the transaction, Dynamis shareholders are expected to own 75 percent of the new combined entity (not including its existing shares) and Freestone current shareholders will own 25 percent, based on an implied value of $0.195 per share for Freestone’s stock. The combined entity will have offices in Idaho and Texas, and a joint management team to be announced. The transaction is expected to be non-taxable to Freestone’s and Dynamis’ shareholders.

Michael McGhan, CEO of Freestone Resources said, “We believe that this merger is in the best interest of our company and its shareholders and creates an exceptional opportunity for growth and expansion for our oil & gas technology products and other markets. Dynamis’ mission and objective complements ours in that we are both committed to making beneficial use of products and energy developed from waste products.”

Kevin McNulty, CEO of Dynamis said, “We are pleased to announce the proposed transaction with Freestone Resources. We believe that this merger will create a great opportunity for our company to enlarge its portfolio of green technology offerings. Having worked closely with Freestone through our existing joint venture, we believe the combination of the two companies should enhance our ability to develop and expand our product offerings into new markets.”

Dynamis previously teamed with Freestone to further develop the production and marketing of Petrozene and related products. Freestone is the developer of its proprietary Petrozene technology. This product has displayed unparalleled results in solving several key oilfield and refinery problems. Petrozene is designed to prevent and eliminate the build up of paraffins and asphaltenes from crude oil products, as well as improving the viscosity of such crude. Paraffin and asphaltene buildup is an industry-wide, multi-billion dollar problem that occurs when paraffin crystals within the oil base combine into a waxy buildup. Petrozene has been shown to be effective in tank bottom cleanup, clean up of rail cars and tanker trucks while in operation, as well as for use downhole in the improvement of yields of operating oil wells.

It should be noted that the closing of the merger is subject to numerous conditions and there can be no assurance that these conditions will be met or that the merger will close.

About Freestone Resources, Inc.:

Freestone Resources is a Dallas, Texas based oil and gas technology development company. The continuing goal of the Company is to develop new technologies that allow for the utilization of our vast resources in an environmentally responsible and cost effective way. http://www.freestoneresources.com/.

About Dynamis Energy, LLC:

Dynamis is an Eagle, Idaho based technology development company focused on waste management and energy production from solid wastes to provide sustainable economic and environmental benefits, while turning such waste into usable products. As such, Dynamis provides technology to recycle municipal and other solid wastes to produce sustainable economic and environmental benefits, in the form of fixed and mobile waste-to-energy plants. Dynamis has a network of agents worldwide to support the sale of its technology and products. Currently Dynamis has projects in various stages of development in Europe, Asia, South America, the Caribbean, and the US.

http://www.dynamisenergy.com

The 8K filed with the SEC regarding the Merger:
https://ih.advfn.com/p.php?pid=nmona&article=76026787

Link to Freestone Resources (FSNR) Home web site and news:

http://freestoneresourcesinc.com/blog/

     
FSNR shares held by the Officers, Directors, and the JV Dynamis to a total of 38,616,442, the increase is per the recently released 10-K:

None of the officers, directors, or the JV have sold a single share - not one share.

Below is a breakdown of shares owned in desending order of share size held:

Gerald Johnston, Advisory Board ... 12,904,167  *** (The major shareholder, and is the retired CFO of Tyson Foods, a multi billion dollar company) 

http://www.sec.gov/Archives/edgar/data/1019049/000112178116000385/xslF345X03/gmjfm421016.xml

Clayton Carter, Vice President of Opperations ... 7,605,000

http://www.sec.gov/Archives/edgar/data/1089319/000112178115000267/xslF345X03/ccarterfm492415.xml

Don Edwards, Investment Officer ... 6,500,000

http://www.sec.gov/Archives/edgar/data/1089319/000112178115000269/xslF345X03/gdefm492415.xml

Michael McGhan, CEO, Chairman, President ... 6,000,000 *** (Former CEO of both billion dollar companies Hanover Compressor- now Exterran, and Valerous Compression Services)

http://www.sec.gov/Archives/edgar/data/1089319/000112178116000374/xslF345X03/mmcghanfm411116.xml

JV Dynamis ... 5,000,000

http://ih.advfn.com/p.php?pid=nmona&article=72661986
 
Paul E. Babb, Chief Financial Officer and Director ... 607,275

NOTE: None of the above have ever sold a single share
     
           


Below is an aerial photo of the CTR facility wholly owned by Freestone Resources:


Link To Freestone Resource's CEO blog:
http://freestoneresourcesinc.com/blog/ceo-blog/


About PETROZENE:

PETROZENE is a solvent that breaks down paraffin, disperses oil tank sludge, and has other unique industrial-use qualities. PETROZENE is made from a byproduct of recycled petroleum-based products, so it will not contaminate the oil reserve to which it is being applied. Furthermore, the process that creates PETROZENE helps reduce the worldwide problem that petroleum waste products pose to our environment every year.

History:

The discovery of PETROZENE began with a desire to solve the environmental hazards that various petroleum waste products pose to the environment. Freestone Resources, Inc. has worked with numerous industry partners to recycle these post-consumer materials, and utilize their byproducts in a proprietary way for the oil and gas industry.

PETROZENE has many uses within the oil industry. Below are the applications that are currently available:

Oil Tanker & Oil Tank Solutions:

PETROZENE has been shown to be an effective dispersant of oil sludge buildup. The research efforts of Freestone Resources, Inc. and industry partners have shown it to be especially effective in large, long range oil tankers. With the proper amount of PETROZENE applied to each shipment of oil, they have produced results that show a dramatic reduction in oil sludge buildup on the bottom of the tanks. These same results have been shown in oil storage tanks as well. With the proper application of PETROZENE, costs and operational downtime due to cleaning can be cut dramatically for each.

Oil Well Enhancement:

Freestone Resources, Inc. has also done thorough research concerning oil well enhancement with the application of PETROZENE. Freestone has discovered that a minimal amount of PETROZENE utilized down the wellbore will dissolve and further inhibit Paraffin and asphaltene buildup in the well casing. This buildup of paraffin causes other problems such as clogging up lines, pump failures, pressure bursts, and seal failures which can all be dramatically reduced with the proper application of PETROZENE.

Pipeline Solutions:

Numerous independent studies have shown that a minimal amount of PETROZENE decreases the viscosity of heavy oil. These tests indicate that PETROZENE can be utilized in pipelines that transport heavy oil in order to increases their efficiency and flow rate.

We are currently researching many other uses and applications. If you or your company feel there may be a unique application within your business or would like to work with us to create a specific solution, feel free to contact us. 

Petrozene Web Site;
http://www.freestoneresources.com/petrozene/

 

 

 

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FSNR News: Current Report Filing (8-k) 08/06/2018 02:59:18 PM
FSNR News: Quarterly Report (10-q) 05/15/2018 10:28:40 AM
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#38706  Sticky Note Do you know when the new formula was Sax 11/14/17 01:51:34 PM
#34850  Sticky Note Officers, Directors, and JV own 38,009,167 shares collectively. RedShoulder 02/10/16 11:39:04 PM
#33064  Sticky Note A personal perspective on Freestone Resources, Inc. falconer66a 08/13/15 03:58:44 PM
#39008   Thanks Dad, also now with the rising Oil RJ Trotts 08/10/18 10:16:05 AM
#39007   As always, you’re one of the most pleasant Dad4487 08/10/18 09:15:22 AM
#39006   Well said Red, I am glad to have RJ Trotts 08/09/18 04:35:08 PM
#39005   One thing is sure. We have thought RJ Trotts 08/09/18 04:33:40 PM
#39004   I doubt any merger happens. Dynamis is already partnered Dad4487 08/09/18 03:45:05 PM
#39003   FSNR Up 50% at $0.045 on good vol- RedShoulder 08/09/18 01:32:52 PM
#39002   " Nice to see the 8k out this RedShoulder 08/09/18 01:24:31 PM
#39001   Nice to see some volume this week. RJ Trotts 08/09/18 11:37:27 AM
#39000   I was responding to, “ I didn’t make welloff 08/08/18 09:30:27 PM
#38999   And how does that cover "You’re predicting got Steady_T 08/08/18 04:00:29 PM
#38998   Quote:” I didn’t make a prediction.” Not so,.... Quote: “This welloff 08/08/18 11:35:35 AM
#38997   That didn't make any sense. Steady_T 08/08/18 12:28:33 AM
#38996   Quote You didn't leave out any possibilities. Unquote Dad4487 08/08/18 12:04:49 AM
#38995   You didn't leave out any possibilities. Steady_T 08/07/18 08:40:53 PM
#38994   I don’t see this doing a r/s. This will Dad4487 08/07/18 03:15:40 PM
#38993   I guess we will see about that. Steady_T 08/07/18 01:49:34 PM
#38992   Usually the first step is the reverse split. pseeker 08/07/18 01:34:34 PM
#38991   This is a step towards the merger. Steady_T 08/07/18 12:33:33 PM
#38987   Link to 8K Exhibit: RedShoulder 08/07/18 09:54:38 AM
#38986   The words "Dynamis" and "merger" don't appear anywhere pseeker 08/07/18 09:49:54 AM
#38985   8K Exhibit: RedShoulder 08/07/18 09:49:50 AM
#38984   FSNR 8K ..."Item 5.03 Amendments to Articles of RedShoulder 08/07/18 09:46:09 AM
#38983   FSNR 8K is out regarding the merger with Dynamis: RedShoulder 08/07/18 09:44:14 AM
#38982   Go ahead and toss one in, maybe you welloff 08/07/18 07:55:41 AM
#38981   Wish I had a stink bid in today. Steady_T 08/07/18 04:05:37 AM
#38980   Agree. Communication from this mgmt has not RJ Trotts 08/06/18 10:44:00 PM
#38979   Some seller is not confident! Interesting! Fsnr down! welloff 08/06/18 06:47:57 PM
#38978   Probably getting ready for a R/S....... DD 08/06/18 06:44:01 PM
#38977   Fsnr won’t be doing any significant trading “up” welloff 08/06/18 06:35:21 PM
#38976   Some one needed a loss or gave up RJ Trotts 08/06/18 04:57:10 PM
#38975   Wow. What happened welloff 08/06/18 04:44:07 PM
#38974   Down over 50% today. welloff 08/06/18 04:43:50 PM
#38973   Never hit .03 again? Timber..... welloff 08/06/18 04:43:29 PM
#38972   200k boom Dad4487 08/06/18 02:12:45 PM
#38971   Some buyer is confident, it will be interesting RedShoulder 07/31/18 02:00:45 PM
#38970   Hmmmm. Some serious volume (for Freestone). 114k traded, Steady_T 07/31/18 01:38:16 PM
#38969   Nice to see the .05's printing today. RJ Trotts 07/31/18 01:36:52 PM
#38968   Guess we will just have to wait and Steady_T 07/27/18 07:25:42 PM
#38967   I don't think they have an act to pseeker 07/27/18 04:39:49 PM
#38966   True story on that. Steady_T 07/27/18 03:38:21 PM
#38965   Nice to see some buying for sure. RJ Trotts 07/27/18 02:55:33 PM
#38964   FSNR some vol coming in today so far: RedShoulder 07/27/18 01:57:30 PM
#38962   I bet, since Fsnr shareholders get no support welloff 07/10/18 07:37:26 PM
#38961   We Freestone shareholders appreciate your support. Steady_T 07/10/18 07:35:57 PM
#38960   Lol. Someone once said Fsnr would never hit welloff 07/10/18 07:16:18 PM
#38959   Going just fine. Don't count on .01. Steady_T 07/10/18 06:12:40 PM
#38958   So, pps is going down. However, at this welloff 07/10/18 06:09:00 PM
#38957   Freestone traded 10,000 @ .042 and 1,000 @ Steady_T 07/10/18 06:04:15 PM
#38956   Fsnr down over 28% today, and likely to welloff 07/10/18 05:27:55 PM
#38955   Might be time to sell the shell while pseeker 07/09/18 02:38:10 PM
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