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 Report (Date of earliest event reported): March 16, 2007 (March 16, 2007)
TRANSMERIDIAN EXPLORATION INCORPORATED
(Exact name of registrant as specified in its charter)
| Delaware | 000-50715 | 76-0644935 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
| 397 N. Sam Houston Parkway E., Suite 300, Houston, Texas | 77060 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code (281) 999-9091
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 2.02 | Results of Operations and Financial Condition. |
(a) The press release of Transmeridian Exploration Incorporated (the “Company”), dated March 14, 2007, regarding the Company’s 2006 fiscal year-end results of operations and proved reserves is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
| Item 7.01 | Regulation FD Disclosure. |
In the Form 10-K of the Company for the fiscal year ended December 31, 2006 (the “2006 Form 10-K”), the Company reported total proved net reserves as of such date of 67,189,186 barrels of oil. The present value of the estimated future net revenues from such proved reserves, before income tax, discounted at 10% per annum and based on prices being received as of December 31, 2006, with oil price assumptions held constant throughout the estimated producing life of the reserves, was $514,129,115. The estimates of proved reserves and the present value of the estimated future net revenues from the Company’s proved reserves as of December 31, 2006 (the “SEC Case”) were prepared by Ryder Scott Company, independent petroleum engineers, in accordance with U.S. Securities and Exchange Commission (“SEC”) guidelines. The pricing assumption used in such estimates, based on prices being received at December 31, 2006, was $35.59 per barrel less a $2.25 per barrel oil transportation cost for trucking.
The Company has prepared a sensitivity case as of January 1, 2007 using production forecasts supplied by Ryder Scott Company and alternative crude oil pricing assumptions provided by the Company. The alternative pricing reflects the Company’s entry into the regional pipeline system, and assumes that first sales will commence on April 1, 2007. The production forecasts supplied by Ryder Scott Company are those used in its report with respect to the SEC Case referred to in the 2006 Form 10-K. The basis of those future production forecasts, along with other specific qualifications, are described in more detail in the 2006 Form 10-K. See Note 13 of Notes to Consolidated Financial Statements in the 2006 Form 10-K.
Under this sensitivity case, the oil price assumptions beginning April 1, 2007 were based upon an export sales price negotiated by the Company equal to Brent (dated) crude less $6.50, or $55.26 per barrel, less an $8.70 per barrel pipeline transportation cost. The $8.70 per barrel transportation cost was assumed to decrease to $6.52 per barrel effective July 1, 2007. All other assumptions in the sensitivity case remained unchanged from the SEC Case reported in the 2006 Form 10-K. Under the sensitivity case, the present value of the estimated future net revenues from the Company’s proved reserves, before income tax, discounted at 10% per annum, with oil price assumptions held constant throughout the estimated producing life of the reserves, was $969,570,966.
| Item 8.01 | Other Events. |
The press release of the Company, dated March 15, 2007, regarding the Company’s plans to review strategic alternatives for its South Alibek Field in Western Kazakhstan and the Company is attached hereto as Exhibit 99.2 and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
99.1 Press release by Transmeridian Exploration Incorporated, dated March 14, 2007, announcing its 2006 fiscal year-end results of operations and proved reserves
99.2 Press release by Transmeridian Exploration Incorporated, dated March 15, 2007, announcing its plans to review strategic alternatives for its South Alibek Field in Western Kazakhstan and the company
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.
| TRANSMERIDIAN EXPLORATION INCORPORATED | ||||||||
| Date: |
March 16, 2007 | By: | /s/ Nicolas J. Evanoff | |||||
| Name: | Nicolas J. Evanoff | |||||||
| Title: | Vice President, General Counsel and Secretary | |||||||
EXHIBIT INDEX
| 99.1 | Press release by Transmeridian Exploration Incorporated, dated March 14, 2007, announcing its 2006 fiscal year-end results of operations and proved reserves | |
| 99.2 | Press release by Transmeridian Exploration Incorporated, dated March 15, 2007, announcing its plans to review strategic alternatives for its South Alibek Field in Western Kazakhstan and the company | |