Meridian Provides Update to Possible Competing Offers for Company
12 Marzo 2010 - 10:05AM
The Meridian Resource Corporation (NYSE:TMR) today reported an
update on events related to the announced merger proposal between
itself and Alta Mesa Holding.
In the proxy statement filed by the Company on February 8, 2010,
Meridian reported that on February 4, 2010, its board of directors
received an unsolicited, non-binding preliminary indication of
interest from a third party. The preliminary indication of interest
contemplated the acquisition of all of Meridian's common stock at a
purchase price of not less than $0.30 per share, subject to, among
other things, confirmatory due diligence. The Company entered
into a confidentiality agreement with the third party and provided
extensive due diligence information to them. On March 10,
2010, the third party notified us that they were not prepared to
make a binding offer that would provide greater value to Meridian
and its shareholders than the value that would be provided under
the Alta Mesa agreement.
On February 19, 2010, Meridian's board received another
unsolicited, non-binding preliminary indication of interest from
another third party. The preliminary indication of interest
contemplated the acquisition of all of our common stock at a
purchase price of not less than $0.31 per share, subject to, among
other things, confirmatory due diligence. The Company entered
into a confidentiality agreement with the third party and provided
extensive due diligence information to them. At this time, the
board has not received a binding offer from this particular third
party. If a binding offer is submitted, the board will consider all
of its alternatives consistent with its fiduciary duties under
applicable law and subject to the terms and conditions of the
merger agreement wit Alta Mesa Holdings.
At this time our board continues to recommend that our
shareholders vote to adopt the merger agreement with Alta Mesa
Forward-Looking Statements
Statements identified by the words "expects," "plans," and
certain of the other foregoing statements may be deemed
"forward-looking statements." Although Meridian believes that the
expectations reflected in such forward-looking statements are
reasonable, these statements involve risks and uncertainties
regarding the transactions described that may cause actual future
activities and results to be materially different from those
suggested or described in this press release. Risks and
uncertainties regarding the proposed merger with Alta Mesa
Holdings, LP and the other transactions described include, but are
not limited to, the possibility that the closing of the merger does
not occur, either due to the failure of closing conditions,
including the approval of the shareholders of Meridian, rights of
the parties to terminate the merger agreement, or other reasons,
risks that the merger disrupts current plans and operations and the
potential difficulties in employee retention as a result of the
merger, the outcome of legal proceedings that have been, or may be,
initiated against Meridian related to the merger and the amount of
the costs, fees, expenses and charges related to the merger. Other
risks relating to Meridian are described in Meridian's documents
and reports, available from the U.S. Securities and Exchange
Commission, including the report filed on Form 10-K, as amended,
for the year ended December 31, 2008 and any updates to those
factors set forth in our subsequent Quarterly Reports on Form 10-Q,
including risks associated with our default under our credit
facility and other lending arrangements.
About Meridian
The Meridian Resource Corporation is an independent oil and
natural gas company that explores for, acquires and develops oil
and natural gas properties. Through its wholly owned subsidiaries,
Meridian holds interests primarily in the onshore oil and natural
gas regions of south Louisiana and Texas and offshore in the Gulf
of Mexico.
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CONTACT: The Meridian Resource Corporation
Lance L. Weaver
(281) 597-7125
lweaver@tmrx.com
www.tmrc.com
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