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TRGL > SEC Filings for TRGL > Form 8-K on 9-Oct-2009All Recent SEC Filings

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Form 8-K for TOREADOR RESOURCES CORP


9-Oct-2009

Completion of Acquisition or Disposition of Assets, Other Events


Item 2.01 Completion of Acquisition or Disposition of Assets.

On October 7, 2009, the Company completed the sale of 100% of the outstanding shares of Toreador Turkey Ltd. ("Toreador Turkey") to Tiway Oil BV, a company organized under the laws of the Netherlands ("Tiway"), pursuant to a Share Purchase Agreement (the "Share Purchase Agreement") by and among the Company, Tiway and Tiway Oil AS, a company organized under the laws of Norway, for total consideration consisting of: (1) a cash payment of $10.6 million paid at closing (subject to a post-closing adjustment), (2) exploration success payments dependent upon certain future commercial discoveries as provided in the Share Purchase Agreement, up to a maximum aggregate consideration of $40 million, and
(3) future quarterly 10% pre-tax net profit interest payments if a field goes into production that was discovered by an exploration well drilled within four years of closing on certain of the licenses then still held by Tiway. A copy of the Share Purchase Agreement is attached hereto as Exhibit 10.1.



Item 8.01 Other Events.

On October 7, 2009, the Company issued a press release announcing the completion of its sale of Toreador Turkey, a copy of which is filed as Exhibit 99.1 hereto.

Item 9.01

(b) Pro Forma Financial Information

The pro forma financial information required by Item 9.01(b) of Form 8-K is included as Exhibit 99.2 and is incorporated by reference herein.

(d) Exhibits.

Exhibit No.                                  Description

10.1            Share Purchase Agreement, dated September 30, 2009, between the
                Company, Tiway and Tiway Oil AS (incorporated by reference to
                Exhibit 10.2 to the Form 8-K filed by the Company on October 6,
                2009).

99.1            Press release issued by the Company on October 7, 2009.

99.2            Unaudited pro forma financial statements (incorporated by reference
                to Exhibit 99.2 to the Form 8-K filed by the Company on October 6,
                2009).


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