Meridian Announces Results of Special Meeting of Shareholders
10 Maio 2010 - 4:46PM
The Meridian Resource Corporation (NYSE:TMR) announced today the
results of its special meeting of shareholders regarding its
proposed merger with Alta Mesa Holdings, LP, which concluded
earlier today.
At the meeting, a representative from American Stock Transfer
& Trust served as the Inspector of Election and determined that
of the outstanding total of 92,475,527 shares of common stock
entitled to vote at the meeting, there were shareholders in person
or represented by proxy holding at least 72,844,073 shares of
Common Stock, which was in excess of a majority of the shares
entitled to vote, and therefore was sufficient for a quorum and for
transacting the business of the meeting.
The Inspector of Election also reported that with respect to the
proposal to approve the adoption of the merger with Alta Mesa
Holding, L.P., 62,511,358 shares of Common Stock were voted FOR,
9,875,801 shares of Common Stock were voted AGAINST, and 456,914
shares abstained from voting. The adoption of the merger proposal
required a FOR vote of 2/3rds of the shares outstanding, or
61,650,351 shares. Consequently, the motion to adopt the merger
agreement received the requisite 2/3rds approval of the
Company's shareholders, the motion was passed, and the meeting was
concluded. Meridian expects to close the transaction in the next
few days.
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, 2009 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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