TRANSMERIDIAN EXPLORATION INC

30 July 2007capital raising announcement▲ GoodMajor

The $33.0M of junior preferred proceeds held in escrow since June 26 was released on July 25, 2007, after the company received the stockholder approvals needed for issuing common shares at or above 20% of those outstanding; the company says it expects about $31.2M net for working capital and general corporate purposes, including development costs. This completes the $55.0M junior preferred financing. A July 27 correction fixed errors in the rollover terms of the junior preferred. Two July 27 press releases are attached: one says Transmeridian has received no official notice of a licence violation at the Gasha field in Dagestan (50% interest, about $3.5M invested, not producing, no reserves booked, no significant work planned for the rest of 2007); the other gives a sales-process update, saying management presentations to potential buyers were scheduled to start the following week in Europe (the text is cut off after that).

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6 July 2007dividend declaration▼ BadMajor

The company paid its second dividend on the 15% senior preferred, $3.75 per share, on July 2, 2007, entirely in kind: 17,307 more preferred shares plus 816 common shares in place of fractions, and extended its resale registration to cover them. Separately, a June 29 press release says it will commission the permanent central production facility at South Alibek (initial design capacity about 10,000 bopd) and curtail production there for an estimated two weeks, partly while awaiting government relief on gas flaring limits. The company says it expects the relief but there is no assurance, and if not granted it may keep curtailing or face fines that could be substantial. This continues the in-kind dividends and interrupts the South Alibek production recovery thread.

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28 June 2007capital raising announcement▼ BadMajor

The junior preferred placement grew to $55.0M (550,000 shares) when a purchase agreement was signed June 26, 2007, replacing the earlier $40M commitment. 100,000 shares were issued June 18, 120,000 more on June 26, and 330,000 shares plus $33.0M of proceeds went into escrow with The Bank of New York, to be released on a shareholder vote approving common issuance above 19.99%, within 60 days, or on a 66-2/3% holder election. The current conversion price is $2.25, and the company agreed to further cash returns (25% and 10% of commitments, 25% of the new purchases), deferred until a change of control or June 18, 2008 and growing at 10% a year if no change of control by December 31, 2007. This enlarges the June 22 financing, with a heavier cost for common shareholders.

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22 June 2007capital raising announcement▼ BadMajor

This filing details the $40.0M private placement of 20% junior preferred stock completed June 18, 2007. 100,000 shares were sold at the initial closing (net of about $650,000 of expenses); the remaining 300,000 depend on conditions, with 200,000 shares and about two-thirds of that tranche's proceeds escrowed pending a shareholder vote. The preferred ranks behind the 15% senior preferred but ahead of common, pays 20% dividends (in kind, in common stock or cash), converts at the lower of $2.48 or a June 2007 average price, and the conversion price can fall to as low as $1.90 by October 2007 and $1.65 by December 2007 if no change of control or definitive agreement occurs. Existing common holders face substantial dilution. This is the full terms of the commitment announced June 18.

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19 June 2007material agreement▼ BadMajor

On June 18, 2007 investors committed to buy 400,000 shares of a new 20% junior preferred stock at $100 each ($40M). 100,000 shares were sold immediately; the other 300,000 can be drawn from June 25 if conditions are met, including a shareholder vote on issuing common shares above 19.99% of those outstanding, with 200,000 of them held in escrow for up to 60 days. Holders get the right to reshape the board, and fees of 10% and 25% of commitments are owed, deferred until a change of control or June 18, 2008. The filing also says SEC staff have questioned the 2006 10-K and a March 2007 S-3 (reserve figures, a 2006 downward reserve revision, production forecasts), warns this could lead to reserve writedowns, and says the company will file amended versions. A press release says the company is continuing its plan to seek proposals to acquire the company or the South Alibek Field. This is a new, junior layer of financing behind the December 2006 15% preferred, and the acquisition effort is a continuing process.

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2 May 2007capital raising announcement▼ BadMajor

Between April 26 and 30, 2007 the company sold 1,655,000 common shares at $2.70 each in a private placement, for about $4.5 million gross. The purchasers received registration rights and listing on the American Stock Exchange has been applied for. The price is below the $5.50 paid in May 2006, and the new shares dilute existing holders.

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4 Dec 2006capital raising announcement▼ BadMajor

On December 1, 2006 the company completed the preferred stock raise: $37.0 million sold to an initial purchaser and $7.0 million to investors including the CEO and CFO, for about $41.2 million net. The new 15% preferred ranks ahead of common and the earlier Series A preferred, converts at $4.50 per share, and can be redeemed by holders on December 1, 2011 or on a change of control. The conversion price drops to $3.90 and the dividend rises 3 points unless a production or share-price target is met by mid-2007. Existing shareholders face potential dilution from conversion and in-kind dividends, and covenants restrict debt and payments. This completes the offering announced November 24.

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24 Nov 2006capital raising announcement● NeutralMajor

The company announced it had started a private offering of $35 million of senior redeemable convertible preferred stock, plus a concurrent $7 million placement to investors including its CEO, CFO and two existing stockholders. The $7 million has already been received. Proceeds are intended for the accelerated development of the South Alibek Field, working capital and general purposes. Final terms were to be set at pricing. This is more funding on top of the 2005 and May 2006 note sales.

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