Toreador Resources 8-K 2008
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
(Exact Name of Registrant as Specified in Its Charter)
(State or Other Jurisdiction of Incorporation)
(Registrants Telephone Number, Including Area Code)
(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 (see General Instruction A.2. below):
On August 8, 2008, two subsidiaries of Toreador Resources Corporation, Toreador Turkey Limited and Toreador Turkey Limited, Ankara Turkey Branch (collectively, Toreador), and PETROL OFISI AS (PO) entered into a Letter of Intent (LOI) whereby Toreador and PO have agreed to take all action necessary on a best efforts basis to negotiate in good faith and execute as soon as possible an Assignment Agreement (the Agreement) pursuant to which Toreador would assign to a Turkish subsidiary of PO (the Assignee) a 26.75% working interest in the South Akcakoca Sub-basin natural gas project. Toreador would retain a 10% working interest in the project. The purchase price, subject to a closing adjustment reflecting a July 1, 2008 effective date, would be $80,250,000 plus VAT in cash.
The 26.75% working interest is in eight off-shore exploration licenses issued by the General Directorate of Petroleum Affairs of the Republic of Turkey (the GDPA). Upon closing, Toreador would bear any and all costs and liabilities attributable to the exploration licenses attributable up to July 1, 2008. Subject to certain exceptions, after July 1, 2008 Toreador and the Assignee would participate in and be responsible for the costs and liabilities attributable to the exploration licenses pro rata to their interests under said licenses. As part of the closing adjustment, gas sale revenues net of lease operating expenses shall be paid to Assignee pro rata to its interest from and after July 1, 2008.
While Toreador and PO expect to sign the Agreement and to close the contemplated transaction by the end of September 2008, the transaction is subject to (i) approval by the GDPA and (ii) the preemptive rights of Toreadors joint venture partners in the South Akcakoca Sub-basin natural gas project. Accordingly, there can be no assurance that the Agreement will be finalized or the transaction closed as contemplated by the LOI.
* * * * *
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.
TOREADOR RESOURCES CORPORATION
Nigel J. Lovett
President and Chief Executive Officer