UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. )
Filed by the Registrant þ
Filed by a Party other than the Registrant o
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Preliminary Proxy Statement |
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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Definitive Proxy Statement |
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Soliciting Material Pursuant to §240.14a-12 |
The Meridian Resource
Corporation
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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MERIDIAN RESOURCE ADJOURNS SPECIAL MEETING OF SHAREHOLDERS
TO A DATE TO BE ANNOUNCED
Houston, Texas April 6, 2010 The Meridian Resource Corporation (Meridian) (NYSE: TMR)
today announced that it has adjourned its special meeting of shareholders to a date to be
announced. The location of the meeting has not been determined at this time.
The special meeting had been called to consider and vote on a proposal to adopt the Agreement
and Plan of Merger, dated as of December 22, 2009, by and among Meridian, Alta Mesa Holdings, LP
and Alta Mesa Acquisition Sub, LLC.
The Board of Directors of Meridian Resource unanimously recommends that shareholders vote
FOR the proposed merger with Alta Mesa Holdings. The record date for shareholders entitled to
vote at the meeting remains February 8, 2010.
Shareholders are encouraged to read Meridians definitive proxy materials in their entirety as
they provide, among other things, a detailed discussion of the process that led to the proposed
merger and the reasons behind the Board of Directors unanimous recommendation that shareholders
vote FOR the proposal to adopt the merger agreement.
The adoption of the merger agreement requires the affirmative vote of the holders of at least
two-thirds of the outstanding shares of common stock entitled to vote. A failure to vote will have
the same effect as a vote AGAINST the adoption of the merger agreement. If the merger is not
completed, Meridian may be forced to seek protection under federal bankruptcy laws.
Additional Information Regarding the Merger and Where to Find It
The proposed merger is being submitted to Meridians shareholders for their consideration, and
Meridian has filed a proxy statement to solicit shareholder approval of the proposal to adopt the
merger agreement, as well as other relevant documents concerning the proposed merger, with the SEC.
Meridians shareholders are urged to read the proxy statement regarding the proposed merger and any
other relevant documents filed with the SEC, as well as any amendments or supplements to those
documents, because they contain important information. You can obtain a free copy of the proxy
statement, as well as other filings with the SEC containing information about Meridian, at the
SECs website at www.sec.gov. Copies of the proxy statement can also be obtained, without charge,
by directing a request to The Meridian Resource Corporation, Investor Relations, 1401 Enclave
Parkway, Suite 300, Houston, Texas 77077 or at Meridians Investor Relations page on its corporate
website at www.tmrx.com.
If you have additional questions about the merger, need assistance in submitting your proxy or
voting your shares of common stock, or need additional copies of the proxy statement or the
enclosed proxy card, you can also contact The Altman Group, Inc., our proxy solicitor, toll-free at
(877) 864-5052 or call (201) 806-7300 or e-mail questions to TMRinfo@altmangroup.com.
Forward-Looking Statement
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 transactions include 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 Meridians 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.
FOR MORE INFORMATION CONTACT:
Lance L. Weaver at (281) 597-7125
lweaver@tmrx.com
The Meridian Resource Corporation Website: www.tmrc.com
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