26 June 2006securities registration● Neutral
TRANSMERIDIAN EXPLORATION INC registered a securities offering with the SEC using its shelf eligibility.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
14 June 2006auditor change● Neutral
The company's auditor UHY Mann Frankfort Stein & Lipp resigned effective June 12, 2006 after its partners joined UHY LLP, a separate affiliated firm. The audit committee approved UHY LLP as the new auditor for fiscal 2006 on June 13. The filing states there were no disagreements, no reportable events, and no adverse or qualified opinions from the prior auditor.
14 June 2006securities registration● Neutral
TRANSMERIDIAN EXPLORATION INC filed the final prospectus for a registered offering.
12 June 2006securities registration● Neutral
TRANSMERIDIAN EXPLORATION INC amended a filing by which it registered a securities offering with the SEC using its shelf eligibility.
6 June 2006director interest notice● Neutral
Alan W Halsey became a TRANSMERIDIAN EXPLORATION INC VP/Chief Operating Officer and company insider (initial ownership filing).
5 June 2006business combination● Neutral
The company amended its registration for swapping the privately placed 12% Senior Secured Notes due 2010 for identical registered ones. The amount rises to up to $290 million, covering the $250 million from December 2005 plus the $40 million added in May 2026 (sic: May 2006). The company receives no proceeds; the new notes differ only in lacking transfer restrictions and registration rights. The offer is not yet effective, and the expiry date is blank in the excerpt.
31 May 2006capital raising announcement● NeutralMajor
On May 26, 2006 the company sold a further $40 million of Senior Secured Notes due 2010 at 97% of face value, on the same terms as the $250 million issued in December 2005, and 1,818,182 common shares at $5.50 (about $10 million) to institutional investors. $3.6 million of proceeds is escrowed for interest on the new notes. Noteholders consented to amendments allowing the new notes and allowing up to $1 million of accrued dividends on the Series A preferred to be paid. The new shares add to the share count, and the company must register them for resale and issue extra shares if registration is late.
30 May 2006securities registration● Neutral
TRANSMERIDIAN EXPLORATION INC amended a filing by which it registered a securities offering with the SEC using its shelf eligibility.
25 May 2006substantial holder notice● Neutral
Harbinger Capital Partners Master Fund I, Ltd, Harbinger Capital Partners Offshore Manager, L.L.C, HMC Investors, L.L.C, Harbert Management Corporation, Philip Falcone, Raymond J. Harbert, Michael D. Luce disclosed a new substantial TRANSMERIDIAN EXPLORATION INC shareholding (6.40% of votes).
3 May 2006director interest notice● Neutral
TRANSMERIDIAN EXPLORATION INC VP EXPLORATION & GEOLOGY Bruce A Falkenstein gifted 300 shares.
11 Apr 2006director interest notice● Neutral
TRANSMERIDIAN EXPLORATION INC VP, Secretary, General Counsel Nicolas J Evanoff bought 4,000 shares on the open market at $5.29.
7 Apr 2006director interest notice● Neutral
TRANSMERIDIAN EXPLORATION INC director Philip J Mccauley sold 40,000 shares at $4.96.
6 Apr 2006director interest notice● Neutral
TRANSMERIDIAN EXPLORATION INC VP, Secretary, General Counsel Nicolas J Evanoff bought 4,000 shares on the open market at $4.98.
4 Apr 2006director interest notice● Neutral
TRANSMERIDIAN EXPLORATION INC director Philip J Mccauley sold 120,000 shares.
31 Mar 2006director interest notice● Neutral
TRANSMERIDIAN EXPLORATION INC VP, Secretary, General Counsel Nicolas J Evanoff bought 2,200 shares on the open market.
31 Mar 2006director interest notice● Neutral
TRANSMERIDIAN EXPLORATION INC director Philip J Mccauley sold 40,000 shares.
28 Mar 2006securities registration● Neutral
TRANSMERIDIAN EXPLORATION INC amended a filing by which it registered a securities offering with the SEC using its shelf eligibility.
17 Mar 2006business combination● Neutral
The company filed a registration statement on Form S-4 for an offer to swap up to $250 million of its privately placed 12% Senior Secured Notes due 2010 for identical registered notes. This fulfils the registration-rights promise made with the December 2005 note sale. The company receives no proceeds, and the new notes are substantially identical except for the removal of transfer restrictions. The excerpt does not give any financial or operating figures.
13 Mar 2006securities registration● Neutral
TRANSMERIDIAN EXPLORATION INC registered a securities offering with the SEC using its shelf eligibility.
17 Feb 2006listing compliance notice▼ BadMajor
On February 13, 2006 the American Stock Exchange sent a warning letter because the company issued the one million Kornerstone shares in December 2005 without first getting AMEX approval; the stock carries a '.BC' noncompliance marker until this is fixed. The company has applied for listing of the shares and AMEX is not starting continued-listing proceedings at this time. The same filing's press release reports that four of seven producing South Alibek wells were shut in during extreme cold, with output about 1,200 bopd since late 2005 and expected at 2,500-3,000 bopd once work is finished; drilling of SA-11 and SA-12 began, and two more rigs are planned in the first half of 2006. It also says the Rig 232 lawsuit was fully settled, with about $1.8 million paid to the first lienholder plus $120,000 in legal fees. The shares trade on AMEX as TMY.
30 Jan 2006director interest notice● Neutral
Nicolas J Evanoff became a TRANSMERIDIAN EXPLORATION INC VP, Secretary, General Counsel and company insider (initial ownership filing).
12 Jan 2006asset acquisition disposition● NeutralMajor
On January 9, 2006 a wholly owned subsidiary completed the purchase of Kornerstone Investment Group's 10% carried working interest in the South Alibek Field for $19 million: $15.25 million in cash plus one million company shares valued at $3.75 each. This completes the Kornerstone deal agreed in December 2005 and adds one million shares to the share count.
3 Jan 2006director interest notice● Neutral
TRANSMERIDIAN EXPLORATION INC VP EXPLORATION & GEOLOGY Bruce A Falkenstein gifted 7,250 shares.
20 Dec 2005securities registration● Neutral
TRANSMERIDIAN EXPLORATION INC filed the final prospectus for a registered offering.
19 Dec 2005director interest notice● Neutral
TRANSMERIDIAN EXPLORATION INC CHAIRMAN/CEO Lorrie T Olivier gifted 50,000 shares.
16 Dec 2005asset acquisition disposition● NeutralMajor
On December 12, 2005 the company's subsidiary Transmeridian Exploration Inc. (BVI) sold $250 million of 12% Senior Secured Notes due December 15, 2010, bundled with warrants for about 17.3 million company shares at $4.31, to institutional and accredited investors; $30 million of proceeds is escrowed for the first four quarterly interest payments. The notes are guaranteed by the parent and subsidiaries and secured by share pledges, with Bramex and Caspi Neft due to join as guarantors by January 3, 2006 or the notes must be redeemed at par and the warrants cancelled. The company also entered a December 13 purchase agreement with Kornerstone for its carried working interest in South Alibek (the text is cut off before the terms). This is the large new debt that follows the $22.5M short-term notes of August 2005; the filing does not say how the proceeds will be used, so whether it repays those notes or the Kazakh bank loans is not stated here. The warrants add potential dilution.
26 Oct 2005securities registration● Neutral
TRANSMERIDIAN EXPLORATION INC registered a securities offering with the SEC using its shelf eligibility.
25 Oct 2005auditor change● Neutral
An amended version of the October 2005 auditor-change report. It extends the no-disagreement and no-reportable-event statements through October 19, 2005 (the original said June 30, 2005) and attaches Braden's updated letter dated October 25, 2005. The change to UHY is unchanged.
24 Oct 2005auditor change● Neutral
On October 19, 2005 the company dismissed its auditor John A. Braden and Company, P.C. (Audit Committee approved) and on October 20 engaged UHY Mann Frankfort Stein & Lipp CPAs, LLP. The filing says there were no disagreements and no reportable events. Braden's 2003 report had included a going-concern paragraph, citing cumulative net losses of $12,061,436 and current liabilities exceeding current assets by $29,850,854. This is the company's third auditor in this history.
6 Oct 2005director interest notice● Neutral
TRANSMERIDIAN EXPLORATION INC director Philip J Mccauley gifted 220,000 shares.