UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Earliest Event Reported: April 18, 2000
HYPERDYNAMICS CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 000-25496 87-0400335
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation or organization) Identification No.)
2656 South Loop West, Suite 103
Houston, Texas 77054
(Address of principal executive offices, including zip code)
(713) 660-9771
(Registrant's telephone number, including area code)
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Item 4. Changes in Registrant's Certifying Accountant
John B. Evans II audited the financial statements of the Company for the
years ended June 30, 1999 and 1998. The Board of Directors of HyperDynamics
Corporation determined that it would be in the best interests of the Company to
engage a new auditor who was a member of the SEC Practice Section of the AICPA
and subject to the peer review requirements of the AICPA SEC Practice Section.
John B. Evans II was dismissed on April 18, 2000. Simultaneously the Company
engaged Malone & Bailey, PLLC as the new independent auditor.
There were no disagreements between the Company and John B. Evans II
whether resolved or not resolved, on any matter of accounting principles or
practices, financial statement disclosure or auditing scope or procedure, which,
if not resolved, would have caused them to make reference to the subject matter
of the disagreement in connection with their report. Since July 1, 1999, and
through the present, there were no reportable events requiring disclosure. The
Company has authorized John B. Evans II to respond fully to inquiries from
Malone & Bailey, PLLC regarding the disclosure in this Form 8-K.
The report of John B. Evans II for the two most recent fiscal years did not
contain any adverse opinion or disclaimer of opinion and was not qualified or
modified as to uncertainty, audit scope or accounting principles.
The decision to change principal accountants was recommended and approved
by the Company's Board of Directors and made at their request.
During the Company's two most recent fiscal year, and since then, John B.
Evans II has not advised the Company that any of the following exist or are
applicable:
(1) That the internal controls necessary for the Company to develop
reliable financial statements do not exist, that information has come to their
attention that has lead them to no longer be able to rely on management's
representations, or that has made them unwilling to be associated with the
financial statements prepared by management;
(2) That the Company needs to expand significantly the scope of its
audit, or that information has come to their attention that if further
investigated may materially impact the fairness or reliability of a previously
issued audit report or the underlying financial statements or any other
financial presentation, or cause them to be unwilling to rely on management's
representations or be associated with the Company's financial statements for the
foregoing reasons or any other reason; or
(3) That they have advised the Company that information has come to
their attention that they have concluded materially impacts the fairness or
reliability of either a previously issued audit report or the underlying
financial statements for the foregoing reasons or any other reason.
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Prior to the engagement of Malone & Bailey, PLLC as independent auditors,
the Company had not consulted Malone & Bailey, PLLC regarding the application of
accounting principles to a specified transaction, either completed or proposed;
or the type of audit opinion that might be rendered on the Company's financial
statements or any other financial presentation whatsoever.
John B. Evans II has provided a letter addressed to the Securities and
Exchange Commission pursuant to Regulation S-B Item 304 as to whether John B.
Evans II agrees with the disclosure in this Form 8-K. This letter is attached
hereto as Exhibit 16.1.
The Company has provided the disclosure in this Form 8-K to Malone &
Bailey, PLLC and has given Malone & Bailey, PLLC an opportunity to provide a
letter addressed to the Securities and Exchange Commission if desired.
Item 7. Exhibit 16.1 Letter on change in certifying accountant
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
HYPERDYNAMICS CORPORATION
_______________________________
Date: April 20, 2000 By: /s/ Kent Watts
Kent Watts, President
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Exhibit 16.1 B Letter from John B. Evans II
April 18, 2000
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Gentlemen:
We have read Item 4 of Form 8-K dated April 18, 2000 of HyperDynamics
Corporation and are in agreement with the statements contained therein.
_____________________________________________________
/s/ John B. Evans II
Houston, Texas
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