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Excellent article re: section 382 of the IRC ...
Business Restructuring Review
Thou Shalt Not Trade: Restrictions on Trading in Bankruptcy
February 2003
Mark G. Douglas
Recent developments in high-profile chapter 11 cases involving foundering corporate giants like United Airlines and Conseco have brought renewed attention to the role played by bankruptcy courts in regulating the trading of creditor claims and stock issued by debtor companies. Despite lawmakers' efforts in 1991 to relieve the bankruptcy courts from the administrative burden associated with policing post-bankruptcy trading, courts are increasingly being asked to do so by debtors intent upon preserving valuable tax attributes that could be forfeited upon a significant change in stock ownership or in the makeup of their creditors. These developments are significant given the relative absence of regulation in the multi-billion dollar distressed securities industry that first developed in the 1980s and has continued to expand in a troubled economy.
Trading Claims in Bankruptcy
While the outcome of a chapter 11 restructuring can seldom be predicted with any degree of certainty in the current economic climate, one thing is assured: the company will not have the same creditors and shareholders at the end of the case that it had at the outset. The proliferation of vulture funds and other traders in distressed "securities" provides a ready market for creditors and shareholders who want to cut their losses without waiting until confirmation of a plan of reorganization that may not take place until several years later.
Although trading in public securities issued by a debtor is regulated by disclosure and other requirements contained in federal securities laws, transfers of creditor claims are not subject to such regulation. As such, astute claims traders can profit considerably if claims acquired at a steep discount later reap significant recoveries. Whether such speculation turns a profit depends on the quality of an acquiror's investigation of the debtor company's affairs and an educated bet on the likely outcome of the case -- information and expertise that few creditors have or are willing to develop.
The disparity in resources and expertise between creditors and sophisticated claims speculators has been perceived as creating a potential for abuse in an unregulated market. For this reason, bankruptcy courts have played a role in monitoring and sometimes preventing claims trading. Court scrutiny has also been brought to bear because buying claims against a company can be a way to acquire a controlling stake in the company if it later decides to convert its debt to equity as part of a chapter 11 plan of reorganization. Creditors selling their claims against a bankrupt company do not have the benefit of the same disclosure to which they would be entitled in connection with the chapter 11 plan confirmation process.
Neither the Bankruptcy Code nor its accompanying procedural rules expressly gives the bankruptcy courts the power to regulate trading once a company files for bankruptcy protection. Rule 3001(e) of the Federal Rules of Bankruptcy Procedure merely contains certain notification requirements that vary depending upon when a claim is transferred to ensure that the court has an accurate record of the identity of the holder of the claim and, in a chapter 11 case, to ensure that the actual holder of the claim has an opportunity to vote to accept or reject a plan. It does not provide for any court involvement in the process.
This was not always the case. Prior to 1991, Rule 3001(e) invited relatively open-ended bankruptcy court scrutiny of the fairness of a pending trade. At that time the Rule provided that substitution of the transferee as the holder of a claim after the filing of a proof of claim required court approval after notice and a hearing. Potential transferees typically provided notice not only to the transferor and the court, but to all other creditors and interested parties in the bankruptcy case. Third parties then had an opportunity to object to the transfer, the terms of which were disclosed to the court. Whether or not anyone objected, the bankruptcy court was in a position to determine whether the seller was sufficiently informed of the value of its claim or was susceptible to being misled.
Rule 3001(e) was amended in 1991 with the express intention of curtailing judicial oversight of claims trading by limiting the requirement of court approval, minimizing what had to be disclosed to the court and eliminating third party involvement altogether. Under the present version of the rule, no notice of a transfer need be given to anyone other than the court and the transferor. Moreover, the parties to the trade are not required to disclose the terms of transfer. If the transferor makes a timely objection to the transfer, the "court’s role is to determine whether a transfer has been made that is enforceable under nonbankruptcy law."
Tax Attributes and Changes in Control
What rulemakers apparently overlooked when attempting to remove the bankruptcy courts from the process was the resulting potential for mayhem in chapter 11 reorganizations involving companies with valuable tax attributes. An indispensable feature of almost every chapter 11 case involving a business that is attempting to reorganize by reworking its capital structure or spinning off divisions is the ability to preserve as much as possible existing net operating losses to offset against future tax liabilities of the reorganized or successor entity. NOLs are an excess of deductions over income in any given year. They can generally be carried back to use against taxable income in the two previous years (five previous years, for ordinary losses incurred in 2001 and 2002) and, to the extent not used, may be carried forward for 20 years. Losses remain with the debtor during a bankruptcy case because a bankruptcy filing for a corporation does not create a new taxable entity.
The fly in the ointment is provisions in the Internal Revenue Code (the "IRC") that significantly limit the ability of a company to preserve its NOLs upon a "change in ownership." The vast majority of all corporate reorganizations under chapter 11 result in a change of ownership under section 382 of the IRC. When a change of ownership takes place pursuant to a plan of reorganization, the tax attributes that remain after giving effect to other attribute reduction rules in the IRC are generally -- although not always -- subject to an annual limitation on future use. That limitation is equal to the annual long-term tax-exempt bond rate (currently about 4.7%) times the value of the company's equity immediately after the change of ownership (and after giving effect to the reduction in liabilities occurring pursuant to the plan of reorganization).
Under certain limited circumstances, a debtor can undergo a change of ownership in bankruptcy and emerge without any section 382 limitation on its NOLs or built-in loss. In order to qualify for this election: (i) shareholders and creditors of the company must end up owning at least 50% of the reorganized debtor's stock (by vote and value); (ii) shareholders and creditors must receive their 50% stock ownership in discharge of their interest in and claims against the debtor; and (iii) stock received by creditors can only be counted toward the 50% test if it is received in satisfaction of debt that (a) had been held by the creditor for at least 18 months on the date of the bankruptcy filing (i.e., was "old and cold"), or (b) arose in the ordinary course of the debtor's business and is held by the person who at all times held the beneficial interest in that indebtedness.
IRC section 382(l)(5) serves a valuable rehabilitative purpose by permitting bankrupt corporations that can qualify for it to restructure their finances and emerge from bankruptcy with a largely unfettered ability to use their NOLs to shelter income earned after an ownership change takes place as part of a chapter 11 plan of reorganization. However, that ability can be compromised. Thus, if the company's business enterprise is not continued at all times during the two year period beginning upon confirmation of a plan, or if a second change in ownership takes place within two years, the company will forfeit the right to benefit from the liberal rules of section 382(l)(5). Also, a debtor company making use of section 382(l)(5) must undergo a statutory NOL "haircut" whereby it loses certain interest deductions taken within the previous three tax years.
These rules place a heavy burden on the debtor to monitor the identity of its creditors and shareholders with fairly exacting precision. A significant volume of stock or claims transfers can jeopardize the debtor-company’s ability to get the full benefit of its NOLs. Bankruptcy courts recognized this relatively early on, finding that NOLs are property of a chapter 11 debtor’s bankruptcy estate and scotching any action that had the potential to adversely affect them. The seminal case in this area is In re Prudential Lines, Inc., where the bankruptcy court found that an NOL was property of the debtor’s bankruptcy estate and that the efforts of the debtor’s corporate parent to claim a worthless stock deduction, which under the law as it then stood would render the debtor's NOL useless, violated the automatic stay. Other courts have since followed suit, recognizing that preservation of a debtor’s NOL may be crucial to the success of the reorganization.
Debtors have been swift to seek court intervention in cases with the potential for a significant volume of claim or stock trading. Companies like First Merchants Acceptance Corporation, Service Merchandise Company, Phar-Mor, Inc., SouthEast Banking Corp., and more recently, Conseco, United Airlines, Provell Inc. and Worldtex Inc., have sought at the outset of a bankruptcy case court approval of procedures designed to monitor trading and afford the debtor an opportunity to prevent trading if it threatens important tax attributes. Conseco obtained a bankruptcy court order blocking major shareholders from selling or transferring common stock as part of its first day chapter 11 filings. United Airlines successfully enjoined the trustee of its employee stock ownership plan from selling its majority stock holdings to preserve NOLs estimated to exceed $20 billion. Provell Inc. established procedures requiring 15 days advance notice of a proposed transfer of claims aggregating more than $1.5 million in face value in an effort to preserve over $70 million in NOL carryforwards. In fact, NOL preservation motions are becoming almost routine in large chapter 11 cases.
Analysis
High profile bankruptcy cases such as the chapter 11 cases filed by WorldCom, Enron, Global Crossing, Kmart and Conseco have focused attention on investing in the debt of troubled companies and highlighted the arguably dominant role played by vulture investors in large and medium-sized chapter 11 cases. These cases and many others also illustrate some of the challenges confronted by companies seeking to reorganize in bankruptcy. The practical challenge for debtors that possess sizeable NOLs is to safeguard these tax attributes by avoiding an ownership change (or excessive claims trading) until confirmation and consummation of a plan of reorganization. Notwithstanding rulemakers’ efforts in 1991 to remove the bankruptcy court from the claims trading market, recent developments indicate that the courts are still very much involved in regulating trading of claims and interests if the success of the debtor’s reorganization is at stake.
These developments also suggest that as part of pre-bankruptcy strategic planning, potential debtors should determine whether they have any NOLs or other tax attributes (like built-in losses) that require protection. The unwary debtor may find that it has already undergone an ownership change (or has lost its ability to qualify for section 382(l)(5)) prior to filing, or that it is dangerously close to the threshold. Swift action may be necessary given the robust market for trading in the claims and stock of financially troubled companies. Creditors should also be vigilant to ensure that when a debtor seeks court approval of procedures restricting claim and equity trading, it demonstrates that the benefit to the estate through preserving tax attributes outweighs prejudice to creditors and shareholders who are being precluded from liquidating their holdings.
_________________________________________________
Prudential Lines, Inc., 107 B.R. 832 (Bankr. S.D.N.Y. 1989), aff’d, 928 F.2d 565 (2d Cir. 1991).
In re Phar-Mor, Inc., 152 B.R. 924 (Bankr. N.D. Ohio 1993).
In re Southeast Banking Corp., Case No. 91-14561-BKC-PGH (Bankr. S.D. Fla.) (order dated July 21, 1994).
First Merchants Acceptance Corp., 1998 Bankruptcy LEXIS 1816 (Bankr. D. Del. Jan. 20, 1998).
In re Service Merchandise Co., Inc., 2000 Bankr. LEXIS 1523 (M.D. Tenn. Dec. 2000).
**HYPERDYNAMICS DD RESOURCES & INFORMATION** 02/24/07 WEEKEND
Welcome and good investing.
************ LATEST PRESS RELEASE/ARTICLE 02/20/07 *************
Hyperdynamics to Present at Investor Awareness Financial Luncheons; Company to Meet With Investors in Nine Cities Over Five Weeks
http://biz.yahoo.com/prnews/070220/datu029.html?.v=93
Hyperdynamics Answers Investors' Frequently Asked Questions
http://biz.yahoo.com/prnews/070206/datu029.html?.v=91
Hyperdynamics to Present at the IPAA 2007 OGIS Small Cap Symposium
http://investors.hyperdynamics.com/releasedetail.cfm?ReleaseID=227929
Hyperdynamics Commences Offshore Guinea Farm-Out Opportunity, Outlines Ongoing Exploration Plan
http://investors.hyperdynamics.com/releasedetail.cfm?ReleaseID=226917
Hyperdynamics Sees Improved Financial, Operational Performance
http://biz.yahoo.com/prnews/070109/nytu066.html?.v=78
A small company, but a big deal: Hyperdynamics will seek oil in a large, quiet stretch of offshore Guinea
http://www.chron.com/disp/story.mpl/business/4422727.html
Hyperdynamics Announces 2007 Annual Shareholder Meeting
http://biz.yahoo.com/prnews/061220/nyw042.html?.v=78
Drilling for oil riches in Africa
http://money.cnn.com/2006/12/08/news/economy/oil_africa/index.htm
Former U.S. Assistant Secretary of State for African Affairs, Herman Cohen, Accompanies Hyperdynamics' Executives to Guinea
http://biz.yahoo.com/bw/061204/20061204005477.html?.v=1
Hyperdynamics' SCS Voted Into African Oil Industry Forum Company Prepares for Partners to Farm-in to Its Concession
http://biz.yahoo.com/bw/061117/20061117005387.html?.v=1
Hyperdynamics and GlobalSantaFe International Drilling Initiate Comprehensive Reconnaissance
http://investors.hyperdynamics.com/releasedetail.cfm?ReleaseID=224700
Hyperdynamics Engages GeoExperts to Orchestrate Farmout Bid Process Offshore Guinea
http://investors.hyperdynamics.com/releasedetail.cfm?ReleaseID=224701
Hyperdynamics Takes Major Step Toward Drilling Offshore Guinea
http://investors.hyperdynamics.com/releasedetail.cfm?ReleaseID=224703
Hyperdynamics Files 8-K Detailing its Oil and Gas 2006 PSC with Guinea
http://www.integratir.com/newsrelease.asp?news=2130980457&ticker=HDY&lang=EN&title=News+...
Hyperdynamics Signs New Agreement with The Republic of Guinea
http://www.integratir.com/newsrelease.asp?news=2130980407&ticker=HDY&lang=EN&title=News+...
********* HDY COMPANY DATA *******
2006 Production Sharing Contract
http://www.integratir.com/cfiling.asp?theurl=filing%2Ephp%3Frepo%3Dtenk%26ipage%3D4403699%26doc%3D2%...
Guinea Basic Oil Laws and Concession Contract History
http://www1.investorvillage.com/smbd.asp?mb=67&pt=msg&mn=29620
Concession Location - These links provide a graphic representation of the HDY/SCS concession off the west coast of the Republic of Guinea.
http://www.rigzone.com/news/image_detail.asp?img_id=1819
http://html.producerhosting.com/hypdhtmlview/scs_files/Web%20P_files/Web%20PP_files/Slide0011.htm
http://html.producerhosting.com/hypdhtmlview/scs_files/Web%20P_files/Web%20PP_files/Slide0014.htm
http://www.multiclient.westerngeco.com/Default.cfm?id=3608
http://www.africa-energy.com/html/public/Map_Pages/wa%20upstream%20map.html
SEC Filing Information
http://www.integratir.com/cfiling.asp?ticker=hdy&theurl=files.php?source=1042&title=SEC+Fili...
Industry News
http://www.westafricaoffshore.com
http://www.rigzone.com/news/article.asp?a_id=26027
Guinea Country Information
http://guinea.usembassy.gov/
http://www.state.gov/r/pa/ei/bgn/2824.htm
http://www.ediplomat.com/np/post_reports/pr_gn.htm
http://www.cia.gov/cia/publications/factbook/geos/gv.html
http://www.africaguide.com/afmap.htm
http://news.bbc.co.uk/1/hi/world/africa/country_profiles/1032311.stm
Guinea News Sources
http://translate.google.com/translate?hl=en&sl=fr&u=http://www.boubah.com/&prev=/search%...
http://allafrica.com/guinea/
*********** PRESS RELEASES ****************
This will provide a solid background and storyline regarding the incredible potential and associated risks of the company.
http://www.integratir.com/newsrelease.asp?ticker=hdy&title=News+Releases
http://www1.investorvillage.com/smbd.asp?mb=67&mn=28353&pt=msg&mid=992660
http://www.lediplomateguinee.info/jt2211.htm
************ WEBSITE & MULTIMEDIA PRESENTATIONS **************
Webcast ARCHIVE NOW AVAILABLE
Hyperdynamics completed a live webcast on Thursday, January 25, 2007, at 11 a.m. Eastern Standard Time. CEO Kent Watts presented the information and timeline of activities described in the 1/24/07 press release. For those who missed the live webcast, an audio ARCHIVE is NOW AVAILABLE on the Hyperdynamics website. www.hyperdynamics.com
Kent Watts presented at The IPAA Small Cap 'Oil & Gas Investment Symposium' in Boca Raton, Florida 02/08/07. http://www.ipaa.org/meetings/index.php . Archive is on the website. www.hyperdynamics.com
Powerpoint Presentation - http://html.producerhosting.com/hypdhtmlview/scs_files/Default.htm
************ PUBLIC OUTREACH - AMERICAN FRIENDS OF GUINEA **************
http://www.integratir.com/newsrelease.asp?news=2130980361&ticker=HDY&lang=EN&title=News+...
************ HEADQUARTERS *******************
http://www.pky.com/property/default.aspx?id=tx015
http://www.pky.com/album/photos.aspx?path=properties/tx015
********* PARTNER/CONTRACTOR AFFILIATE LINKS ******
GeoExperts' staff have the knowledge and skills to interpret seismic, well and engineering data by applying their expertise and years of experience working with major oil and gas fields across the globe. GeoExperts can quickly evaluate all the key factors controlling all hydrocarbon plays and field developments. The HDY contract provides for the assessment, packaging, marketing and negotiation of a farmout bid round for a portion of the company's massive 33,000 square mile concession, representing one of the world's largest under-explored areas. http://www.geoexperts.com/Clients.asp
GlobalSantaFe Corporation (ADTI)is a leading provider of offshore oil and gas drilling and drilling management services. The company owns or operates a mobile fleet of marine drilling rigs that operates in major drilling regions around the world, including premium and heavy-duty, harsh-environment jackups, semisubmersibles, and dynamically positioned ultra-deepwater drillships. http://www.globalsantafe.com/index_fl.html
Petroleum Geophysical Services (“PGS”) provides us with seismic acquisition and independent data interpretation services. PGS provides a broad range of seismic and reservoir services, including data acquisition, processing, interpretation, and field evaluation. PGS also owns and operates four floating production, storage and offloading units (FPSOs). PGS operates on a worldwide basis with headquarters in Oslo, Norway. http://www.pgs.com/
TDI-Brooks International (“TDI”) provides us with geochemical core analysis of our concession. TDI is the recognized leader in offshore surface geochemical exploration and heat flow measurement. http://www.tdi-bi.com/
Spectrum Geophysical Processing Company (“Spectrum”) provides us with professional data processing services. Spectrum is a member of a UK registered group of companies providing seismic data processing, nonexclusive surveys and electronic data management services to a wide range of international clients. Spectrum has its headquarters in Woking, England, with operational centers in Houston and Cairo. http://www.spectrum-eit.co.uk/
Infoterra is a subsidiary of EADS Atrium, Europe's leading space company. Infoterra, based in the UK, is also one of Europe's largest suppliers of geo-information products and services, derived from both satellite and airborne Earth observation sensors. A team of approximately 15 geoscientists form the Oil, Gas & Minerals (OGM) Group, dedicated to servicing oil, gas and mineral exploration clients worldwide. Together the team has more than 137 years experience in the application of remote sensing data to geological and associated applications. http://www.infoterra.de/home_f.htm
Prime Geoscience Corporation offers cutting-edge software products and consulting services to oil and gas companies to detect and characterize hydrocarbon reservoirs. It specializes in multi-attribute analysis and classification of seismic data, calibration with well-log data, reservoir characterization and volume visualization. Prime Geoscience flagship software, PrimeViewTM has wider application in the analysis and 3D visualization of remotely sensed data such as Ground Penetrating Radar or Resistivity measurements. Prime Geoscience, founded in 1995, is a privately held company. It licenses software and provides consulting service for the exploration and development of oil and gas. http://www.primegeo.com
************ GUINEA OIL CONCESSION PRESS RELEASES ***********
We have compiled these Guinea oil concession press releases in chronological order for DD convenience. Prospect evidence and estimates are noted in some releases as is the seismic work performed to date.
October 5, 2006
Hyperdynamics Takes Major Step Toward Drilling Offshore Guinea
http://www.integratir.com/newsrelease.asp?news=2130980514&ticker=HDY&lang=EN&title=News+...
September 28, 2006
Hyperdynamics Files 8-K Detailing its Oil and Gas Production Sharing Contract with Guinea
http://www.integratir.com/newsrelease.asp?news=2130980457&ticker=HDY&lang=EN&title=News+...
September 22, 2006
Hyperdynamics in Guinea Agreement
http://www.integratir.com/newsrelease.asp?news=2130980408&ticker=HDY&lang=EN&title=News+...
September 19, 2006
Hyperdynamics Reports Negotiations Completed for New Contract with Guinea; Major Progress Realized Working Through Guinea's Democratic Process
http://www.integratir.com/newsrelease.asp?news=2130980362&ticker=HDY&lang=EN&title=News+...
8/2/2005
Hyperdynamics' SCS Corp. Takes Action to Achieve Guinea Resolution
Direct, Diplomatic and Legal Channels Simultaneously Pursued
http://www.integratir.com/newsrelease.asp?news=2130834853&ticker=HDY&lang=EN&title=News+...
7/12/2005
Hyperdynamics' SCS Corp. Requests Drilling Permit(s) for as Many as 4 Exploration Wells from the Republic of Guinea
http://www.integratir.com/newsrelease.asp?news=2130834859&ticker=HDY&lang=EN&tit
4/7/2005
Hyperdynamics' SCS Corporation Chooses Its First Two Targets to Drill in its West African Concession
http://www.integratir.com/newsrelease.asp?news=2130951104&ticker=HDY&lang=EN&title=News+...
2/14/2005
Hyperdynamics' SCS Corp. Identifies Shallow Drilling Targets Offshore West Africa
http://www.integratir.com/newsrelease.asp?news=2130921007&ticker=HDY&lang=EN&title=News+...
1/14/2005
Petroleum Geo-Services -PGS- Reports Its Results to Hyperdynamics Corp.
Five Sizeable Leads Covering More Than 700 Square Kilometers Were Identified
http://www.integratir.com/newsrelease.asp?news=2130920447&ticker=HDY&lang=EN&title=News+...
12/9/2004
Hyperdynamics' SCS Satellite Study Reports 108 Oil Slicks
http://www.integratir.com/newsrelease.asp?news=2130920208&ticker=HDY&lang=EN&title=News+...
10/14/2004
Hyperdynamics' Subsidiary SCS Provides Scientific Evidence for Oil and Gas in Its Concession Offshore West Africa
http://www.integratir.com/newsrelease.asp?news=2130831953&ticker=HDY&lang=EN&title=News+...
8/24/2004
PGS Completes Phase I of Seismic Interpretation
http://www.integratir.com/newsrelease.asp?news=2130831281&ticker=HDY&lang=EN&title=News+...
3/22/2004
Highly Prospective Trends Reported by HyperDynamics' SCS Subsidiary as Spectrum Concludes Processing
http://www.integratir.com/newsrelease.asp?news=2130827444&ticker=HDY&lang=EN&title=News+...
11/20/2003
HyperDynamics' SCS Announces Completion of 2003 2D Seismic Progam Offshore the Republic of Guinea, West Africa
http://www.integratir.com/newsrelease.asp?news=2295333&ticker=HDY&lang=EN&title=News+Rel...
9/30/2003
Enormous New Structures Revealed in Preliminary Interpretation of HyperDynamics'SCS Corp. 2002 Seismic Data
http://www.integratir.com/newsrelease.asp?news=2292655&ticker=HDY&lang=EN&title=News+Rel...
http://www.rigzone.com/news/article.asp?a_id=30692
********** INTRODUCTION TO OIL & GAS ************
http://www.spe.org/spe/jsp/basic/0,2396,1104_1008218_0,00.html
We hope this helps jump-start your due diligence process...best to all...good luck and good investing!
HDY BLOG UPDATE 08/21/06
http://hyperdynamics.blogspot.com/
Monday, August 21, 2006
Special officer to the President hosts neighborhood banquet in honor of HDY Team
August 19, 2006- A Special officer to the President hosted a neighborhood banquet on Saturday asking the HDY Team to be the guests of honor. The festival which lasted well over two hours was presented to introduce the HDY team to the people of Conakry. The banquet introduced the Hyperdynamics Team consisting of Famarou Kourouma, Vice President of SCS, Baba Kourouma, Manager of SCS-G, Christopher Watts, Investor Relations, and special consultant Michael Watts. The team greeted and ate with several hundred people in a local neighborhood in Conakry. In honor of HDY two thirty piece African bands played music to accompany the meal and discussions.
Notes from Christopher:
The entire event was captured on film, including the HDY employees trying to dance to the very complex rhythm. I do not believe there are many people that can say they have had an African banquet held in there honor, but I am now in that small elite group. I have never seen music that was so incredible in all my life, the complexity of the rhythm’s presented had my jaw dropped wide open and I hope very soon to share some of the video via the website. Things are going well here in Africa, please keep abreast to the press releases and filings for more information.
I will leave you with a complex quote that I have put together from anonymous authors to create a unique expression.
Every search begins with beginner's luck. And every search ends with the victor's being severely tested.
When you possess great treasures within you, and try to tell others of them, seldom are you believed.
Don't give in to your fear. If you do, you won't be able to talk to your heart.
But the path was written in the heavens, and there was no way I could go wrong.
Life really is generous to those who pursue their destiny.
Please forgive errors as I am writing on a french/arabic system.
posted by Hyperdynamics IR Forum at 5:46 PM
I think Kent's new compensation package was predicated upon certain milestones being reached.
http://www.integratir.com/cfiling.asp?ticker=hdy&theurl=files.php?source=1042&title=SEC+Fili...
... raise to $250,000.00
... 40,000 stock options per fiscal quarter during the term of the employment agreement beginning on August 14, 2006 for a total of 480,000 options.
... plus a BONUS EQUAL TO 1% of our NET INCOME before interest, taxes and the bonus. If there is no net income, the bonus is zero.
...plus a corporate automobile lease and a membership in a country club. Mr. Watts can take a 4 week paid vacation each year.
I would say that the knowledge of a positive PSA agreement, potentially tens of billions of barrels of oil, and a tens of trillions of cubic feet of natural gas might make one giddy based on the compensation package!
Now what is the REAL INCENTIVE HERE?
Knowledge of future income!
Now think about those tealeaves .... or pieces of the puzzle...
HDY FINALLY READY TO MOVE?!!!
Please check out the ihub HDY board for recent posts!
Best to all, good luck and good investing!
http://www.investorshub.com/boards/read_msg.asp?message_id=12179390
http://www.investorshub.com/boards/read_msg.asp?message_id=12178386
http://www.investorshub.com/boards/read_msg.asp?message_id=12178293
I THINK THE PSA SIGNING DATE HAS BEEN SET!
I may be going out on a limb here, but I've been watching the body language of the Watts for a year or more now.
I think the PSA signing date has been set. The Guinea Ministers seem to have things planned out well. Alumina, Gold, Iron Ore and Diamond deals were signed within the last 6 months. A VAT tax was enacted recently to recoup dollars from mining production.
ALUMINUM
Government of Guinea issues mining concession decree to Global Alumina
Monday January 23, 11:41 am ET
http://208.101.19.14/smbd.asp?mb=67&mn=6980&pt=msg&mid=86591
IRON ORE
Guinea Signs Simandou Iron Ore Mining Concession for Rio Tinto
http://www.riotinto.com/
GOLD
http://investorvillage.com/smbd.asp?mb=67&mn=13680&pt=msg&mid=101501
DIAMONDS
http://investorvillage.com/smbd.asp?mb=67&mn=13722&pt=msg&mid=101575
NEW VAT - VALUE ADDED TAX ON MINING PROCEEDS
http://investorvillage.com/smbd.asp?mb=67&mn=13695&pt=msg&mid=101527
NEXT
New 2006 Oil and Gas PSA signed sealed and delivered, Guineans to benefit from Oil proceeds and philanthropic aid!
We don't give the Guinea Government credit for how many deals they have signed through all the recent political shake-ups and internal disagreements, etc.
I don't think this is a fluke or fire drill. I think Kent signed the three PSA drafts last trip and flopped them on the table and said, "I'm in, when you have decided to sign it, get back to me."
McDonald may have had the State Department authorize Conte's additional requests concluding the remaining issues.
So we have Chris in Guinea, McDonald returning next week and at least Mike Watts heading to Guinea next week. What hoops are left? I don't think that they are going to throw us another headfake. If they do this stock may tank.
I have high hopes that this is the the end of the nightmare and beginning of a dream.
My humble opinion.
Best to all, good luck and good investing.
Statement by Chris Watts 6/29/2006
>>> HDY is in the position to control a multi-billion dollar deal within a short time frame, they own 100 percent of the rights to drill and they have ushered in a relationship between Guinea and the United States. The financing has not been put in place out of necessity but out of commitment to drill, re-read the filings. The 2006 PSA is around the corner and taken into consideration that the stock has a small float and multiple oil companies, large and small, lined up to partner; share availability will be limited. The share price is reflective of the volatility of a high risk- high reward situation in conjunction with the average summertime slope and an impatient market place, we have a stock struggling to keep its head over 2 bucks. These elements will still be able to keep this thing cheap when the new agreement is put into effect. Think I’m dreaming dear editor? Keep watching from the sidelines, as the shareholders of HDY will be apart of something that is going to usher a new era in the history of the oil business. <<<
I sold 3500 HDY @ 2.04 and bought 151,000 MXXR @.052 . I'm hoping to get 3000 - 4000 free shares HDY by next Tuesday-Thursday.
MXXR touched .096 today and surely will hit .10 + next week on news of a pending oil discovery in Louisiana. A quick double/triple and back to HDY for the PSA announcement!
http://www.investorshub.com/boards/board.asp?board_id=6243
I needed some action to keep me pre-occupied until the PSA is announced!
Best to all ... good luck and good investing!
LINKS AND INFORMATION FOR INVESTORS
Today, HDY is a SPECULATIVE oil exploration and production company with significant upside potential. Do your DD and good luck.
************ LATEST PRESS RELEASE ***** 06/27/06
http://biz.yahoo.com/bw/060627/20060627005605.html?.v=1
http://biz.yahoo.com/e/060623/hdy8-k.html
http://biz.yahoo.com/bw/060609/20060609005086.html?.v=1
http://biz.yahoo.com/bw/060525/20060525005685.html?.v=1
http://biz.yahoo.com/e/060522/hdy10-q.html
http://biz.yahoo.com/bw/060504/20060504006004.html?.v=1
************ WEBSITE **************
http://hypd.com/
BLOG - New short Protocol video 05/12/06
http://hyperdynamics.blogspot.com/
************ 02/07/2006 COMPANY INTERVIEW WALLSTREET.NET ***
AUDIO
http://www.wallst.net/audio/audio.asp?symbol=HDY&id=1736
TRANSCRIPTS
http://www.investorvillage.com/hdy-wallstnet-interview.asp
************ Review the "film" released December 20th, 2005 "Understanding the SCS Concession".
http://video.google.com/videoplay?docid=3841401430274906357&q="Understanding+the+SCS+Conces...
IMPORTANT – THIS IS KEY TO YOUR DD - READ ALL THE PRESS RELEASES. This will provide a solid background and storyline regarding the incredible potential and associated risks of the company. http://www.integratir.com/newsrelease.asp?ticker=hdy&title=News+Releases
SEC FILING INFORMATION
http://www.integratir.com/cfiling.asp?ticker=hdy&theurl=files.php?source=1042&title=SEC+Fili...
INDUSTRY NEWS
http://www.westafricaoffshore.com
http://www.rigzone.com/news/article.asp?a_id=26027
CONCESSION LOCATION
These links provide a graphic representation of the HDY/SCS concession off the west coast of the Republic of Guinea.
http://www.rigzone.com/news/image_detail.asp?img_id=1819
http://html.producerhosting.com/hypdhtmlview/scs_files/Web%20P_files/Web%20PP_files/Slide0014.htm
http://www.multiclient.westerngeco.com/Default.cfm?id=3608
GUINEA COUNTRY INFORMATION
http://www.usaid.gov/gn/
http://guinea.usembassy.gov/
http://www.state.gov/r/pa/ei/bgn/2824.htm
http://www.cia.gov/cia/publications/factbook/geos/gv.html
http://www.africaguide.com/afmap.htm
http://news.bbc.co.uk/1/hi/world/africa/country_profiles/1032311.stm
GUINEA NEWS SOURCES
http://www.irinnews.org/frontpage.asp?SelectRegion=West_Africa&SelectCountry=Guinea
http://translate.google.com/translate?hl=en&sl=fr&u=http://www.boubah.com/&prev=/search%...
http://allafrica.com/guinea/
LOUISIANA DOMESTIC OIL & GAS INFORMATION
http://sonris-www.dnr.state.la.us/www_root/sonris_portal_1.htm
http://stockgroup.tenkwizard.com/print.php?repo=tenk&ipage=3757766&num=1&doc=11&sour...
OTHER PERTINENT LINKS: Foreign Investment
http://www.imf.org/external/NP/LOI/2000/gin/01/INDEX.HTM
http://www.nationsencyclopedia.com/Africa/Guinea-FOREIGN-INVESTMENT.html
************ GUINEA OIL CONCESSION PRESS RELEASES ***********
We have compiled these Guinea oil concession press releases in chronological order for DD convenience. There are many clues to what has been happening behind the scenes and consequently what may evolve, quickly, once the PSA announcement is made.
http://www.integratir.com/newsrelease.asp?news=2292655&ticker=HDY&lang=EN&title=News+Rel...
http://www.integratir.com/newsrelease.asp?news=2295333&ticker=HDY&lang=EN&title=News+Rel...
http://www.integratir.com/newsrelease.asp?news=2130827444&ticker=HDY&lang=EN&title=News+...
http://www.integratir.com/newsrelease.asp?news=2130831281&ticker=HDY&lang=EN&title=News+...
http://www.integratir.com/newsrelease.asp?news=2130831953&ticker=HDY&lang=EN&title=News+...
http://www.integratir.com/newsrelease.asp?news=2130920208&ticker=HDY&lang=EN&title=News+...
http://www.integratir.com/newsrelease.asp?news=2130920447&ticker=HDY&lang=EN&title=News+...
http://www.integratir.com/newsrelease.asp?news=2130921007&ticker=HDY&lang=EN&title=News+...
http://www.integratir.com/newsrelease.asp?news=2130951104&ticker=HDY&lang=EN&title=News+...
http://www.integratir.com/newsrelease.asp?news=2130834859&ticker=HDY&lang=EN&tit
http://biz.yahoo.com/bw/060327/20060327005450.html?.v=1
http://www.rigzone.com/news/article.asp?a_id=30692
http://biz.yahoo.com/bw/060417/20060417005139.html?.v=1
We hope this helps jump-start your due diligence process...best to all...good luck and good investing!
**RECAP - THE STORYLINE KEEPS IMPROVING for POSITIVE PSA RESULTS **
Chris Watts is now on the ground in Guinea. Ambassador Jack McDonald is returning from Washington D.C. next week and Mike Watts is traveling to Guinea next week too. Something is brewing!!!!
Two relevant notes this week from the BLOG: http://hyperdynamics.blogspot.com/...
Monday, July 17, 2006
IR temporarily unavailable : HDY IR Coordinator heads to Africa
July 17, 2006- Shareholders of HDY and Friends,
Today I am headed back to Guinea to continue shooting footage for the purposes of recording this very exciting time in the HDY history. Further developments have begun to transpire and management felt the timing for me to return to Guinea in the form of a videographer was appropriate. I am going with no expected return date and with a clear distinct purpose. Without further comment I will be unavailable for comment while in Africa and if you wish to communicate with me please do so by email. cwatts@hypd.com
As I continue the journey back to Africa I welcome questions and comments from shareholders and I will do my best to communicate with the shareholders through this blog to inform the shareholders.
Thank you for your support,
Christopher Watts
IR HDY
posted by Hyperdynamics IR Forum at 3:29 PM
*****
Friday, July 21, 2006
In Guinea and Working: Conakry
After spending two days in Guinea working at the SCS Guinea office our situation is looking very bright. Unfortunately at this time I cannot go into detail but I ask that you keep abreast to news in the next few weeks for official company updates. I am very excited to be here in Conakry and our team is doing well. posted by Hyperdynamics IR Forum at 4:54 AM
*****
The United States Government has become involved in this deal and has a vested interest in making sure this oil is available for US consumption. President Bush has stated numerous times that he is reducing US dependence on Middle Eastern oil in favor of oil from West Africa.
Look at these recent developments and headlines related to this relationship between the United States-Guinea-Hyperdynamics.
1.) US AID and the US Embassy sponsored a workshop to promote dialogue between the Military and civilian population in Guinea after the deadly strike in early July.
http://www.usaid.gov/gn/
1.) New US Embassy in Conakry, Guinea. The United States spent 90 million dollars to build a new Embassy in Conakry and employs many Guineans who are paid well!
http://finance.messages.yahoo.com/bbs?.mm=FN&action=m&board=3750000002&tid=hdy&sid=3...
2.) Recent $36.3 grant of which $12.1 million is immediately available.
http://finance.messages.yahoo.com/bbs?.mm=FN&action=m&board=3750000002&tid=hdy&sid=3...
3.) Kent Watts, Hyperdynamics' chief executive, stated, "Our vice president, Famourou Kourouma, and our team in Guinea have told me that they view this development in a very positive light. We understand that all new ministers have been in the process of formally taking office in the last several days. Hyperdynamics' executives will be traveling to Guinea within the week to meet with Minister Sylla."
http://biz.yahoo.com/bw/060609/20060609005086.html?.v=1
4.) Kent Watts, CEO and chairman of the board of directors for Hyperdynamics, said, "This meeting was necessary to clear the way to execute the specific items called for in the protocol letter. We wish to thank U.S. Ambassador Jackson McDonald for his invaluable help in advancing this project."
http://biz.yahoo.com/bw/060504/20060504006004.html?.v=1
5.) Hyperdynamics Corp. (AMEX:HDY - News) today announced that, as a result of its previously signed protocol letter, it's now planning to significantly expand exploration efforts. The company is now having technical discussions with many oil industry contractors as well as exploration and production companies. There is a growing interest for participation in its expanded exploration plans for its 16-million-acre concession offshore the Republic of Guinea, West Africa. In addition to drilling exploration wells, new seismic acquisition and other exploration programs are on the horizon.
http://www.integratir.com/newsrelease.asp?news=2130954308&ticker=HDY&lang=EN&title=News+...
6.) Hyperdynamics Corporation (AMEX:HDY - News) announced today that as a result of the most recent trip to Guinea by Kent Watts, the company's Chief Executive Officer, Mr. Ahmed Tidiane Souare, the Minister of the Mines and of the Geology of the Republic of Guinea, agreed and signed a protocol to follow through with replacing the rights currently held by Hyperdynamics pursuant to the 2002 Production and Sharing Agreement by establishing a new agreement with Hyperdynamics' wholly owned subsidiary, SCS Corporation.
http://www.integratir.com/newsrelease.asp?news=2130954308&ticker=HDY&lang=EN&title=News+...
We are currently waiting for Dr. Ousamane Sylla, the new Director of Mines and Geology to sign the 2006 Production and Sharing Agreement outlined in the Protocol. The PSA has been negotiated and three copies need to be signed by all parties to begin the exploration phase.
Chris Watts, a company representative posted this to the OTC Journal 6/29/06:
" ...try looking at the facts: HDY is in the position to control a multi-billion dollar deal within a short time frame, they own 100 percent of the rights to drill and they have ushered in a relationship between Guinea and the United States. The financing has not been put in place out of necessity but out of commitment to drill, re-read the filings. The 2006 PSA is around the corner and taken into consideration that the stock has a small float and multiple oil companies, large and small, lined up to partner; share availability will be limited. "" << That is a POWERFUL statement!
HDY is a speculative oil play with great upside potential. Invest ONLY after you have done your DD.
Best to all... good luck and good investing.
MU_Redskin1
Check out this New FILM...
http://video.google.com/videoplay?docid=3841401430274906357&q="Understanding+the+SCS+Conces...
Best to all...let's light this candle!
NEW HDY HEADQUARTERS
http://hyperdynamics.blogspot.com/
Best to all...
Great *** GUINEA *** Resource Links
While we wait here is another site or two to explore Guinea politics, etc.
http://bubl.ac.uk/link/r/republicofguinea.htm
http://www.politicalresources.net/guinea.htm
Best to all...
One of my favorite past PR's; looking lorward to 2006
HyperDynamics: Republic of Guinea Oil & Gas Tied to Major Delta Formations; Advanced Seismic Work Program Identifies World Class Features
HOUSTON, Aug 21, 2003 (BUSINESS WIRE) --
HyperDynamics Corp., (OTCBB:HYPD), today announced that its wholly owned subsidiary, SCS Corporation, has isolated four tiers of fault blocks 150 kilometers offshore from the coast of Guinea. The blocks are at the edge of a large delta and confirm the presence of many major oil and gas prospects.
Neil Moore, President of SCS, stated, 'The fault blocks were visualized using satellite images. The correlating seismic ties to prospective zones that are up to 500 feet thick. Each of the fault tiers covers more than 25 square miles.'Moore also said, 'These sites are now being considered for high density 3D seismic operations. At depths of 16,000 feet and assuming typical porosities, each block can hold up to 70 trillion cubic feet of gas. The northwest continental shelf of Guinea is now defined as a complex Delta with many prospects.'
Robert Bearnth, Vice President for SCS, explained, 'Our extensive work program consists of acquiring, reviewing, processing, reprocessing, interpreting and reinterpreting over 16,000 kilometers of seismic data. This work program will enhance and verify the world class features we have seen to date.'He further remarked, 'One oil company that has reviewed our data saw hundreds of prospects.'
In light of these recent developments Kent Watts, Chairman and CEO of HyperDynamics, stated, 'The prospect of world class natural gas deposits bodes strong for our company in the light of Alan Greenspan's recent testimony before the U.S. Congress.'Mr. Greenspan, Chairman of the Federal Reserve, recently declared, 'Today's tight natural gas markets have been a long time in coming, and futures prices suggest that we are not apt to return to earlier periods of relative abundance and low prices anytime soon.'Watts went on to say that, 'We feel that Guinea is creating the best environment in the world for exploration and production of hydrocarbons and West Africa is one of the hottest exploration frontiers anywhere. We are honored and privileged to have the faith and support of the Republic of Guinea.'According to Offshore Magazine's May 2003 article titled, West Africa Major Focus of Future E&P Spending, 'Global E&P (exploration and production) expenditures are expected to top $130 billion in 2003. Exploration in West Africa is currently being conducted by Woodside Petroleum (AMEX:WPL), Amerada Hess (NYSE:AHC), Marathon Oil (NYSE:MRO), Canadian Natural Resources (NYSE:CNQ), Shell (NYSE: RD &SC), ExxonMobil (NYSE:EOM), Kerr-McGee (NYSE:KMG), Vanco Energy, Premier Oil and Dana Petroleum (London:DNX.L), among others.
When asked about his quote regarding the company's stock being undervalued back in June, Mr. Watts stated, 'Given the current market valuations of similar companies to ours, I believe we are still significantly undervalued with a current market cap of approximately $37MM. For example, Environmental Remediation Holding Corporation (OTCBB:ERHC) is selling at a $115MM market cap and has tremendous upside potential. Far East Energy Corp. (OTCBB:FEEC), a company that acquires, explores and develops natural gas and coal bed methane gas in the Far East, is at $105MM market cap and has shown and is continuing to show a very strong stock appreciation. Oil and gas companies are showing positive trends in the market place as evidenced also by Heartland Oil and Gas Corp. (OTCBB:HOGC). Heartland is showing a remarkable track record. As we move forward, we expect the market to more clearly understand our real potential and give us much better valuations.'
I like this part especially...Robert Bearnth, Vice President for SCS, further remarked, 'One oil company that has reviewed our data saw hundreds of prospects.'
2006 will be HDY's year...
Great ANWR LINK for those interested...
ANWR DD !!!!
http://www.anwr.org/
Best to all...
Sao Tome oil article - IRIN
http://www.irinnews.org/S_report.asp?ReportID=50653&SelectRegion=West_Africa
While we wait...
The table is set for Conte !!!
The Table is set for Conte to announce the oil deal that will bring his country out of third world status. I think the last several sentences of this article identify the opportunity at hand.
Elections of December 18: the PUP towards a tidal wave
Appeared 19-DEC-2005 with 5h50
Policy Updated 19-DEC at 5:h56:40
This article was read 378 times
The Party of the Unit and Progress (PUP), is in the process of make its best score within the framework of the communal and Community elections. The first tendencies grant a victory of the party of Lansana Conté in the five communes of the capital. More serious, for the opposition, it would have lost its bastions in Fouta including Labé and Pita (until directed there by the UPR of fire Siradiou Diallo). These two urban communes, following the example all communes of Fouta Djallon would be rocked in the hands of the PUP. A fellow-member joint early this morning with Labé assure us this news to the point.
In High Guinea also, the news would not seem good for the RPG of Alpha Cop whose PUP would have delighted the high-speed motorboat with Siguiri and Kissidougou. In Low Guinea, it is quasi certain, Kindia, Fria and Coyah is PUP.
Within the various states major of the opposition, this news is taken with philosophy. But right now, the parties of the opposition, are victims of their bad service during the fifteen days of the election campaign "Instead of explaining to their militants, the voting mechanisms and its importance, the opponents centered their interventions on sterile criticisms", notes an observer.
In any case weak rate of participation (even if one waits so that the capacity affirms the opposite), is before a a whole sanction against the political community of the country. Admittedly the serious economic crisis is for something, the political parties after twelve years of activities still do not manage to propose in Guinéens the good receipt to change the course of the history.
Best to all...
Guinea election news coverage and possible outlets where the oil news may break.
http://216.239.39.104/translate_c?hl=en&u=http://www.guinea-forum.org/Articles/index.asp%3Fart%3...
http://216.239.39.104/translate_c?hl=en&u=http://www.guineeconakry.info/index.php%3Faction%3Dmai...
Guinea Elections Article - Read
Long-Term Sentiment: Strong Buy 12/17/05 11:13 am
http://allafrica.com/stories/200512160477.html
This may provide a PSA delay until after the elections. Sounds like the elections are moving ahead in an orderly fashion.
Best to all...
News by Christmas?
A MUST READ observation from another HDY investor, FWIW.
"It is his oil exploration experience and Hyper’s management that kept this thing going, on a shoestring at times, to the point we are at now. I have read "The Prize" which is a very good history of the oil business worldwide. What struck me is that most all of the Super majors that exist today were started by a lone guy wandering around finding oil, and making it big once they found it. To be sure, eventually somebody else would have found the oil and gas, just like somebody else would have discovered the theory of relativity if Einstein had missed it. Likely it would not have been some time for the reasons, internal to Guinea, we are now discussing on a daily basis.
Please keep in mind that the evaluation work that HDY has done, (very little I believe you said) has isolated 5 fields. One field had 1/2 trillion cubic feet of gas and 1-2 billion barrels of oil under it. There are 4 others to be heard from yet. While it is easy to dismiss these as smaller finds, many of us who were at last years SHM might disagree. I personally think there is a whole lot more that 1-2B in the area that has been shot so far, but If I am wrong I can live with the 1-2B + the 4 other fields.
Any amount of dd will tell you that management (other than Neil, Bob, Ty, and BOD member Red Poling) are not from the oil industry (I guess that leaves Kent and Harry and the other board members). That is true. What is not easy to determine is that some of us that know the company think it is conservative in what it releases. You might not believe it, fine, but please respect that some here (even the non pumpers, of which I consider myself one) think that the release of information comes at a maddingly slow pace, and then is very conservative in nature.
They are wildcatters in the truest sense. They took something that no one wanted, are in the process of turning it into gold and should get rewarded accordingly, according to the original terms they risked everything on. The fact that there are rats in the middle (Joe Dewalla and US Oil) does not alter the legal agreements that have been signed, and up to July abided by.
If it were another area of land untouched and uncontested I might see your point that they would have a hard time competing with the likes of Exxon. Even then I would remind you that perhaps Exxon does not have the best E guys anymore (research Ty and Bob’s history). On P or Production I will concede the point, Exxon is much better than HDY, no question, no contest. But that brings up a point I feel strongly about. In the 80-90’s when the Exxon’s of the world were laying off 25% of their workforce starting with all the E guy’s and turning themselves into essentially companies driven by financial guys, they changed the nature of what they could do in a business sense. They kind of boxed themselves into a corner of having to rely on other companies to do the exploring in the world and then they would buy up the companies for their reserves.
So my point is that HDY can use the majors for what they are good at, Production. Please believe me when I say that it is foolish to think that there are not major oil companies interested in this concession now. Sure they would love to have it clean if there were no Hyper around and it was “magically” known that there were 5 fields and the data was available to them showing their locations and best drill points for 4 of them. HDY has been talking to these companies for over a year about this area. They are interested. I am willing to take the gamble that some of these companies are still willing to do a deal with HDY once the PSA is done and dusted.
It is a gamble that hinges on the PSA, and as I have said I think they have a legal right, that in my opinion has been admitted by both other oil companies as well as the Guinea government. If I did not feel this way I would keep HDY on the radar screen and perhaps buy once the PSA was announced. I know people who are doing this and willing to pay $5 for the stock as they will miss all the risk. I can’t say this is a bad approach after having gone through the last 3-4 months.
In the end it is all a gamble we do with our own money. I am comfortable with the risk but have done a bit of research and have kept close to things. I understand and respect that HDY is not for all."
Best to all...place your bets before this thing takes off! IMHO
OUR SAFETY NET
Louisiana gas production news will be out soon, be patient. I spoke with Chris Watts last week and he mentioned that they are finalizing the pressure and flow rate calibrations on the wells and pipeline. I think too, that HDY will collect some flow data first so that they can produce a nice juicy press release. We've waited this long, so they might as well do it right!
The compnay has been focusing staff energy and resources to improve and expand our domestic operations while we wait for Guinea to proceed. They are committed to enhance shareholder value by attempting to place a $2-$5 value to our stock base to minimize downside risk.
They are not sitting there twiddling there thumbs while they wait.
Best to all....
*** New Investor DD *** Updated
Please review this OBJECTIVE list of links and information where New Investors can begin their Due Diligence "DD". As HDY reaches business milestones, this investor’s board will be visited by new investors, traders, pumpers, bashers and the like. Each person has their own agenda; whether related or unrelated to the actual business at hand. Therefore it is imperative that serious New Investors are directed towards current SEC filings and company news so that they may do their DD and form there own investment decisions before risking capital.
At the moment HDY is a SPECULATIVE oil exploration and production company with significant upside potential. HDY is currently in the process of developing domestic oil and gas leases in Louisiana.
Hyperdynamics Corp., Houston
Chris Watts, 713-353-9400
Cwatts@hypd.com
www.hypd.com, significant DD sources are located on the homepage.
HDY IR/PR INFORMATION – Chris Watts will help you with any of your questions. He noted that HDY has 6000+ investors and that he usually talks to 30-50 investors per day. Pick up the phone, you will glad you did!
IMPORTANT – READ ALL THE PRESS RELEASES. This will provide a solid background and storyline regarding the incredible potential and associated risks of the company. http://www.integratir.com/newsrelease.asp?ticker=hdy&title=News+Releases
SEC FILING INFORMATION
http://www.integratir.com/cfiling.asp?ticker=hdy&theurl=files.php?source=1042&title=SEC+Fili...
INDUSTRY NEWS
http://www.westafricaoffshore.com
http://ogj.pennnet.com/articles/article_display.cfm?Section=ARCHI&C=Depa&ARTICLE _ID=145495&KEYWORDS=hyperdynamics%20corp%2E
http://ogj.pennnet.com/articles/article_display.cfm?Section=ARCHI&C=News&ARTICLE _ID=145510&KEYWORDS=hyperdynamics%20corp%2E
http://www.rigzone.com/news/article.asp?a_id=26027
GUINEA COUNTRY INFORMATION
http://www.state.gov/r/pa/ei/bgn/2824.htm
http://guinea.usembassy.gov/
http://www.cia.gov/cia/publications/factbook/geos/gv.html
http://www.africaguide.com/afmap.htm
http://news.bbc.co.uk/1/hi/world/africa/country_profiles/1032311.stm
GUINEA NEWS SOURCES
http://translate.google.com/translate?hl=en&sl=fr&u=http://www.boubah.com/&prev=/search%...
http://www.irinnews.org/frontpage.asp?SelectRegion=West_Africa&SelectCountry=Guinea
http://allafrica.com/guinea/
http://www.mbendi.co.za/indy/oilg/af/gu/p0005.htm#5
LOUISIANA DOMESTIC OIL & GAS INFORMATION
http://sonris-www.dnr.state.la.us/www_root/sonris_portal_1.htm
http://stockgroup.tenkwizard.com/print.php?repo=tenk&ipage=3757766&num=1&doc=11&sour...
OTHER PERTINENT LINKS: Foreign Investment
http://www.imf.org/external/NP/LOI/2000/gin/01/INDEX.HTM
http://www.nationsencyclopedia.com/Africa/Guinea-FOREIGN-INVESTMENT.html
Best to all...good investing. Disclosure: I own the stock and have an investment horizon of 1-36 months. This investment horizon is dependent on the ratification and announcement of the Guinea PSA, drilling permits and drilling schedules in conjunction with anticipated near-term announcements regarding the possible disclosure of estimated domestic proven reserves and current and projected domestic production potentials.
This information has been compiled from cumulative HDY board posts.
Sorry, that was rude of me. I apologize for the stupid comment. Best to you and I hope we can all prosper from HDY's future potential.
As Hyperdynamics Corporation evolves into an independent global energy producer, I present this list of links and informtion where New Investors can begin their Due Diligence "DD".
As HDY reaches business milestones, this investors board will be visited by new investors, traders, pumpers, bashers and the like. Each person has their own agenda; whether related or unrelated to the actual business at hand. Therefore it is imperative that serious New Investors are directed towards current SEC filings and company news so that they may do their DD and form there own investment decisions before risking capital.
At the moment HDY is a speculative oil exploration and production company with a significant upside potential.
WEBSITE - www.hypd.com, significant DD sources are located on the homepage.
IMPORTANT Read all the press releases. This will provide a solid background regarding the incredible potential and associated risks of the company.
View All Press Releases <http://www.integratir.com/newsrelease.asp?ticker=hdy&title=News+Releases>
SEC Filing Information
http://www.integratir.com/cfiling.asp?ticker=hdy&theurl=files.php?source=1042&ti tle=SEC+Filings
Guinea Country Information
<http://www.state.gov/r/pa/ei/bgn/2824.htm>
<http://guinea.usembassy.gov/>
Guinea News Sources
http://www.irinnews.org/frontpage.asp?SelectRegion=West_Africa&SelectCountry=Gui nea <http://www.irinnews.org/frontpage.asp?SelectRegion=West_Africa&SelectCountry=Gui nea>
http://translate.google.com/translate?hl=en&sl=fr&u=http://www.boubah.com/&prev= /search%3Fq%3Dboubah%26hl%3Den%26lr%3D%26sa%3DG
Investment Newsletter coverage
<http://www.otcjournal.com/otcb/index.php?p=109>
Louisiana Domestic Oil/Gas Information
http://sonris-www.dnr.state.la.us/www_root/sonris_portal_1.htm
http://stockgroup.tenkwizard.com/print.php?repo=tenk&ipage=3757766&num=1&doc=11& source=1042&
Best to all...good investing.
Disclosure I own the stock and have an investment horizon of 6-18 months.
This information has been compiled from cumulative HDY board posts.
eaglechip1
...sorry, you don't know dick about this company...
later.
Question about our concession block sizes...
Is there a place where I can get some definitive acreages or area sizes for each of ERHE's concessions? Especially block #2 and block #4, just point me in the right direction for the DD, thanks in advance for the information, Best to all...
OT DougQuaid
Dude I bought 30,000 at .95.
Today we ended at 1.33
We're going to 3.00+ by Thanksgiving.
Danke shin to you ma' man.
OT OT HDY News from ERHE investor OT OT
Getting close to payday. Best to all HDY & ERHE-er's
Hyperdynamics Hires Famourou Kourouma as New Vice President for Guinea Affairs; VP Has Been in Guinea since Sept. 5, 2005
HOUSTON--(BUSINESS WIRE)--Oct. 4, 2005--In late August, Hyperdynamics Corp. (AMEX: HDY) hired a new vice president for Guinea affairs, Famourou Kourouma. Kourouma was born and raised in Guinea and is now a United States citizen with his permanent residence in Houston.
Kourouma, 37, is multilingual, speaking both fluent English and French. He is a research scientist by training and has extended family and friends living in Guinea. His father, Laye Kourouma, was the general secretary for Guinea in 1969 and lived in Washington, D.C., as an ambassador when Famourou Kourouma was a small child.
In December 2003, Kourouma first introduced himself to Kent Watts, Hyperdynamics' chairman and CEO. In this initial meeting, he expressed great pleasure and appreciation for what Hyperdynamics was doing to discover hydrocarbons for his mother country. Around the middle of August 2005, Watts contacted Kourouma and asked him to meet and discuss the situation in Guinea. Once contacted by Watts, he has wasted no time in contacting sources in Guinea to help get to the table with the appropriate high-ranking government officials. He traveled to Guinea and arrived there on Sept. 5, 2005. Through Kourouma's direct relationships in the business community and with top government officials, the company has been able to open a dialogue with appropriate officials with the goal of resolving any misunderstandings and help formulate the best resolution that will allow SCS' drilling program to proceed.
When asked to comment, Watts stated, "When we first met in 2003, everything about Mr. Kourouma made me believe that we would meet again so I kept his contact information. When I called him he was ready, confident in our cause and very enthusiastic." Watts went on to say, "Our company's desire is to resolve the situation with the Republic of Guinea amicably and drill. Kourouma's performance to date has been very encouraging in that endeavor and we are extremely fortunate to have him on our team."
Re: speak the language
by: muredskin1 (45/M/Akron, OH)
Long-Term Sentiment: Strong Buy 10/04/05 12:24 pm
Msg: 2373 of 2375
This is a great hire! To be able to hire a staff person with this pedigree is a big plus and an affiramtion that the talks are going well.
"He traveled to Guinea and arrived there on Sept. 5, 2005. Through Kourouma's direct relationships in the business community and with top government officials, the company has been able to open a dialogue with appropriate officials with the goal of resolving any misunderstandings and help formulate the best resolution that will allow SCS' drilling program to proceed."
Why report, in the news, that you have hired somebody who will or might possibly fail???
Doesn't make sense, so I think that the table is being set for a big share price increase.
AS I've mentioned before...
1.) Positive earnings out with possible guidance after the bell Oct. 14.
2.) LaSalle Parish news possibly.
3.) Guinea resolution.
All this by the end of October OR sooner.
IMO
******************************************
All I know is what I have read in past news releases to try to put a fair value on the stock price; if the Guinea situation is resolved.
The company has mentioned possibly 2 billion barrels of oil in the ground in some of their past press releases. Prices paid for proven reserves recently stand around $12 per barrel.
2 billion barrels X $12.00 per barrel gets you to $24 billion. Guinea takes half the money per the PSA and tax another 20%.
HDY = $9,600,000,000.00 / 42 million shares =
$ 228.57 per share.
Not including natural gas that will be piped to the mainland to fuel utilities and process bauxite to alumina in Guinea.
I don't know of any other way to look at this?
Even at the $6.00 per barrel proven used several years ago, Guinea takes half and taxes 20%.
Hdy = $4,800,000,000.00 / 42 million shares
= $114.00 per share
This investment, for me, is worth the risk because I feel that the LA oil and gas is worth $2.00 before you throw in Guinea as the wild card.
How the stock will trade on news is anybody's guess; $2, $5, $12?
I do though agree with sweateeback's assessment of price movement given short-term news.
EOM
About Hyperdynamics
Hyperdynamics Corp. provides energy for the future by exploring and exploiting new sources of energy worldwide, providing energy for the future. The company's internationally active oil and gas subsidiary, SCS Corp., owns rights to explore and exploit significant acreage offshore West Africa. HYD Resources Corp. focuses on domestic production in proven areas.
More information on Hyperdynamics Corp. can be obtained at www.hypd.com
Safe Harbor Statement: Statements contained herein that are not historical are forward-looking statements that are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in the forward-looking statements, detailed in the company's filings with the SEC.
CONTACT: Hyperdynamics, HoustonKent Watts, 713-353-9400
kent@hypd.com
or
Stock Enterprises
Jim Stock, 702-274-5400 (Investor Relations)
stockenter@aol.com
SOURCE: Hyperdynamics Corp.
OT OT HDY News from ERHE investor OT OT
Getting close to payday. Best to all HDY & ERHE-er's
Hyperdynamics Hires Famourou Kourouma as New Vice President for Guinea Affairs; VP Has Been in Guinea since Sept. 5, 2005
HOUSTON--(BUSINESS WIRE)--Oct. 4, 2005--In late August, Hyperdynamics Corp. (AMEX: HDY) hired a new vice president for Guinea affairs, Famourou Kourouma. Kourouma was born and raised in Guinea and is now a United States citizen with his permanent residence in Houston.
Kourouma, 37, is multilingual, speaking both fluent English and French. He is a research scientist by training and has extended family and friends living in Guinea. His father, Laye Kourouma, was the general secretary for Guinea in 1969 and lived in Washington, D.C., as an ambassador when Famourou Kourouma was a small child.
In December 2003, Kourouma first introduced himself to Kent Watts, Hyperdynamics' chairman and CEO. In this initial meeting, he expressed great pleasure and appreciation for what Hyperdynamics was doing to discover hydrocarbons for his mother country. Around the middle of August 2005, Watts contacted Kourouma and asked him to meet and discuss the situation in Guinea. Once contacted by Watts, he has wasted no time in contacting sources in Guinea to help get to the table with the appropriate high-ranking government officials. He traveled to Guinea and arrived there on Sept. 5, 2005. Through Kourouma's direct relationships in the business community and with top government officials, the company has been able to open a dialogue with appropriate officials with the goal of resolving any misunderstandings and help formulate the best resolution that will allow SCS' drilling program to proceed.
When asked to comment, Watts stated, "When we first met in 2003, everything about Mr. Kourouma made me believe that we would meet again so I kept his contact information. When I called him he was ready, confident in our cause and very enthusiastic." Watts went on to say, "Our company's desire is to resolve the situation with the Republic of Guinea amicably and drill. Kourouma's performance to date has been very encouraging in that endeavor and we are extremely fortunate to have him on our team."
Re: speak the language
by: muredskin1 (45/M/Akron, OH)
Long-Term Sentiment: Strong Buy 10/04/05 12:24 pm
Msg: 2373 of 2375
This is a great hire! To be able to hire a staff person with this pedigree is a big plus and an affiramtion that the talks are going well.
"He traveled to Guinea and arrived there on Sept. 5, 2005. Through Kourouma's direct relationships in the business community and with top government officials, the company has been able to open a dialogue with appropriate officials with the goal of resolving any misunderstandings and help formulate the best resolution that will allow SCS' drilling program to proceed."
Why report, in the news, that you have hired somebody who will or might possibly fail???
Doesn't make sense, so I think that the table is being set for a big share price increase.
AS I've mentioned before...
1.) Positive earnings out with possible guidance after the bell Oct. 14.
2.) LaSalle Parish news possibly.
3.) Guinea resolution.
All this by the end of October OR sooner.
IMO
******************************************
All I know is what I have read in past news releases to try to put a fair value on the stock price; if the Guinea situation is resolved.
The company has mentioned possibly 2 billion barrels of oil in the ground in some of their past press releases. Prices paid for proven reserves recently stand around $12 per barrel.
2 billion barrels X $12.00 per barrel gets you to $24 billion. Guinea takes half the money per the PSA and tax another 20%.
HDY = $9,600,000,000.00 / 42 million shares =
$ 228.57 per share.
Not including natural gas that will be piped to the mainland to fuel utilities and process bauxite to alumina in Guinea.
I don't know of any other way to look at this?
Even at the $6.00 per barrel proven used several years ago, Guinea takes half and taxes 20%.
Hdy = $4,800,000,000.00 / 42 million shares
= $114.00 per share
This investment, for me, is worth the risk because I feel that the LA oil and gas is worth $2.00 before you throw in Guinea as the wild card.
How the stock will trade on news is anybody's guess; $2, $5, $12?
I do though agree with sweateeback's assessment of price movement given short-term news.
EOM
About Hyperdynamics
Hyperdynamics Corp. provides energy for the future by exploring and exploiting new sources of energy worldwide, providing energy for the future. The company's internationally active oil and gas subsidiary, SCS Corp., owns rights to explore and exploit significant acreage offshore West Africa. HYD Resources Corp. focuses on domestic production in proven areas.
More information on Hyperdynamics Corp. can be obtained at www.hypd.com
Safe Harbor Statement: Statements contained herein that are not historical are forward-looking statements that are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in the forward-looking statements, detailed in the company's filings with the SEC.
CONTACT: Hyperdynamics, HoustonKent Watts, 713-353-9400
kent@hypd.com
or
Stock Enterprises
Jim Stock, 702-274-5400 (Investor Relations)
stockenter@aol.com
SOURCE: Hyperdynamics Corp.
big news...here is an excerpt from the PSA
from the yahoo board....sharing % and signors...
ARTICLE 13:
RECOVERY OF PETROLEUM COSTS AND PRODUCTION SHARING
13.1
Following the date of initial production for each field, the Contractor shall pay to the Government a royalty of 15% based on the valuation of the petroleum products.
13.2
The Contractor shall have the unrestricted right to receive, each Calendar Year, for the purposes of recovery of Petroleum Costs, a maximum share of fifty percent (50%) of the production from the Contract Area not lost or used in Petroleum Operations.
13.3
Petroleum Costs shall be recoverable as follows:
(a)
Petroleum Costs incurred during the execution of Petroleum Operations relative to the Contract Area, with the exception of Capital Expenditures, as defined in Appendix B {there is no Appendix B},which shall be recoverable either in the Calendar Year in which these Petroleum Costs are incurred or in the Calendar Year in which the first Commercial Discovery in the Contract Area is put into production, whichever is the later.
(b)
Capital Expenditures incurred relative to each Exploitation Area shall be recoverable at an accelerated depreciation rate. Recovery of Capital Expenditures related to an Exploitation Area shall commence either in the Calendar Year in which expenditure is incurred or in the Calendar Year in which production from said Petroleum Area commences, whichever is the later.
(c)
To the extent that, in a Calendar Year, recoverable Petroleum Costs exceed the value of the percentage set forth in Article 13.2 above, the excess shall be carried forward in the next succeeding years until said Petroleum Costs are fully recovered.
13.4
After determination of the share of Petroleum production allocated to recovery of Petroleum Costs by the Contractor pursuant to the provisions of Article 13.1, 13.2 and 13.3 above, the Contractor shall receive, as its remuneration, a percentage of the remaining production after royalty during each Calendar Year. For this purpose, said remaining production shall be shared between the Government and the Contractor as follows:
Increments of daily production
(in Barrels per day)
Government Share Contractor Share
From 0 to 2000 25% 75%
From 2001 to 5000 30% 70%
From 5001 to 10000 40% 60%
Over 10000 50% 50%
For the Republic of Guinea:
Dr. Alpha Mady SOUMAH
Ministre-Director de Particuleir
President de la Republic de Guinea
Date: _________, 2002
(Seal)
For the Contractor:
Date: _________, 2002
Royalty and Production Sharing Agreement between Republic of Guinea and USOil Corporation 2002
FWIW, do your own DD before investing in any stock.
Interesting read regarding Guinea.
http://ragingbull.lycos.com/mboard/boards.cgi?board=HDY&read=4218
Arbitrary deadline.....
We should hear some news regarding Guinea hopefully by October 25, 2005. This is the week that will officially end the full 90 days before HDY can ask for binding arbitration in the London Courts.
I hope they can work this out sooner because time is money in the drilling and production business. Best to all and buy on the dips if you can.
FWIW
Ensco Gets $385 Million Rig Contract
.c The Associated Press
DALLAS (AP) - Offshore drilling contractor Ensco International Inc. said Thursday it received a $385 million contract to provide a group of oil companies with a new version of its ultra-deepwater semisubmersible drilling rig.
Anadarko Petroleum Corp., Dominion Resources Inc. and Kerr-McGee Corp. signed on for a four-year primary term, along with the option to extend the contract for another four years. The $385 million figure covers the first four years, and includes $20 million to be paid upon delivery of the rig.
Ensco said it will be reimbursed for startup costs and will adjust day rates for future changes in operating costs.
Singapore's Keppel FELS Ltd. will build the rig at a cost of $312 million, Ensco said. The company plans to deliver the rig in the second quarter of 2008.
The rig model - the Ensco 8500 - will be able to drill in up to 8,500 feet of water and include other enhancements over its first deepwater semisubmersible rig, the Ensco 7500.
Chairman and Chief Executive Carl F. Thorne said in a statement that the projects give the company a way to expand its deepwater capability ``on a conservative and financially attractive basis.''
Ensco shares rose 33 cents to $42.85 in midday trading on the New York Stock Exchange.
09/22/05 11:41 EDT
Watch HDY...October 25 deadline on the resolution of their PSA with Guinea. BIG.
Thanks BB and Peter Piper.
Balance, thanks for the lead and Peter P. for the support. In the end, all we all want is for our supporters and investors to make educated investment choices and ultimately make money.
Best to you and all investors.
Soros Investment?
Hello Balance, could you provide a link or source for this Soros information, I'll dig and DD just provide me a lead...
Thanks
OFF TOPIC OFF TOPIC OFF TOPIC OFF TOPIC OFF TOPIC OFF TOPIC
I own lots of ERHE, if you have time, now is the time to check out HDY for a short term gain or long term investment.
NOT PUMPING, I have been following HDY closely for months just like ERHE. Was up 27% Friday to $1.17 with upside to at least $3.00 in the next 30-days IMO. DD required not a recommendation.
New Investors Resource Forum for HDY
http://hyperdynamics.blogspot.com/
All the new company sponsored information and HDY blogger comments any investor needs to know.
Yahoo.com - HDY board
Ragingbull.com - HDY board
I will not bother you or any other fellow ERHE shareholder again with this information.
I wish all good luck and good investing.
Natural Gas info. from IR Forum Blogsite
Hyperdynamics IR Forum said...
At the time we have 20 wells. And several of them hold large quantities of natural gas (NG). At this moment in time, we are not producing any NG, however we are currently working on updating our operations too handle the sells and production of NG.
Please refer to the extraction article I posted. 9:31 AM
Anonymous said... ME
When are we expected to be online to sell our natural gas? 5:47 PM
Hyperdynamics IR Forum said...
The time to get the gas online should be anywhere from 3-6 weeks.
Due to the nature of the third parties involved.
8:43 AM
GLTA
Howdy,
I hope you had a chance to cover your short-ass Dudy before our 27% gain on Friday 9/16. More to come, stay tuned!
OT OT Mongo come over and bash HDY please OT OT
We need you brother.... we are about "to be golden ".
I'm a big ERHE and HDY holder.
Godspeed and cheers.....GLTA
OT HDY Info. from ERHE investor FWIW OT
Let's not forget our other gas fields!
Don't take your eye off the big prize and IMO we will be highly rewarded in 8-12 months. This NEW gas news is only one field;
http://biz.yahoo.com/bw/050916/165379.html?.v=1
Our LaSalle Parish oil/gas fields are probably in negotiations as we speak;
http://www.integratir.com/newsrelease.asp?news=2130952800&ticker=HDY&lang=EN&title=News+....
Followed by upside drilling plans;
http://www.integratir.com/newsrelease.asp?news=2130833831&ticker=HDY&lang=EN&title=News+....
This company is bringing on domestic oil production quickly and once the LA natural gas is on-line we are worth a hell of alot more than a buck, relying on domestic production only.
This Guinea PSA has to and must be upheld or there will be larger worldwide ramifications other than our stock price.
All rights granted to other companies in STP, to Nigeria, to Eq. Guinea and all of West Africa will be in jeopardy. If Guinea can reneg on their PSA; all other countries will try to do the same. Oil wasn't worth beans 4-5 years ago.
Think what that will mean to the world oil markets if our agreement collapses!
About 35 days to our arbitration date. Soon as this is resolved we are back to 3.00+. We'll be drilling soon after.
Look, we have 42 million out, 24 million float. If HDY hits big gas and oil within 6 months what do you think will happen to the stock price?
Once they hit and announce partners what do you think will happen to the stock price?
I see downside if chicken-shits and traders sell. I am buying on the dips (although I don't think I'll see anything less than .85 -.90)
If you have tough or interesting questions go to the IR Forum recently set-up at the website. Pepper Chris Watts with your relevant questions. This is our company, go after the answers. If you're shy post anonymously.
http://hyperdynamics.blogspot.com/
Click on the "Comments" link at the bottom right of each article to read or post messages.
Best of luck to all investors.
Let's not forget our other gas fields!
Don't take your eye off the big prize and IMO we will be highly rewarded in 8-12 months. This NEW gas news is only one field;
http://biz.yahoo.com/bw/050916/165379.html?.v=1
Our LaSalle Parish oil/gas fields are probably in negotiations as we speak;
http://www.integratir.com/newsrelease.asp?news=2130952800&ticker=HDY&lang=EN&title=News+...
Followed by upside drilling plans;
http://www.integratir.com/newsrelease.asp?news=2130833831&ticker=HDY&lang=EN&title=News+...
This company is bringing on domestic oil production quickly and once the LA natural gas is on-line we are worth a hell of alot more than a buck, relying on domestic production only.
This Guinea PSA has to and must be upheld or there will be larger worldwide ramifications other than our stock price.
All rights granted to other companies in STP, to Nigeria, to Eq. Guinea and all of West Africa will be in jeopardy. If Guinea can reneg on their PSA; all other countries will try to do the same. Oil wasn't worth beans 4-5 years ago.
Think what that will mean to the world oil markets if our agreement collapses!
About 35 days to our arbitration date. Soon as this is resolved we are back to 3.00+. We'll be drilling soon after.
Look, we have 42 million out, 24 million float. If HDY hits big gas and oil within 6 months what do you think will happen to the stock price?
Once they hit and announce partners what do you think will happen to the stock price?
I see downside if chicken-shits and traders sell. I am buying on the dips (although I don't think I'll see anything less than .85 -.90)
If you have tough or interesting questions go to the IR Forum recently set-up at the website. Pepper Chris Watts with your relevant questions. This is our company, go after the answers. If you're shy post anonymously.
http://hyperdynamics.blogspot.com/
Click on the "Comments" link at the bottom right of each article to read or post messages.
Best of luck to all investors.
New Investors Resource Forum for HDY
http://hyperdynamics.blogspot.com/
All the new company information and HDY blogger comments any investor needs to know.
Good luck all.....