Form 8-K

 

 

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): October 8, 2011

 

 

TRANS ENERGY, INC.

(Exact name of Registrant as specified in its charter)

 

 

 

Nevada   000-23530   93-0997412

(State or other jurisdiction

of incorporation or organization)

  Commission File Number  

IRS Employer

Identification Number

210 Second Street, PO Box 393  
St. Marys, West Virginia   26170
(Address of principal executive offices)   (Zip Code)

(304) 684-7053

(Registrant’s 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):

 

¨ 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))

 

 

 


Section 4-Matters Related to Accountants and Financial Statements

Item 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review.

As the result of an identified error described in the following paragraph, Trans Energy Inc. management recommended to the Audit Committee of our Board of Directors that we correct certain components of our consolidated balance sheets, the components of our consolidated statements of operations, the components of our consolidated statement of stockholders’ equity and the components of our consolidated statements of cash flow, as of and for the three months ended March 31, 2011. The audit committee agreed with management’s recommendation, and it was concluded that the financial statements as of and for the aforementioned period should no longer be relied upon. Management has discussed this matter with Maloney and Novotny LLC our independent registered public accounting firm.

The identified error related to not accruing for an expense associated with the sale of certain assets that was incurred during the three months ended March 31, 2011, which was not properly recorded in the previously filed Form 10-Q. As a result of this error, we determined that the consolidated balance sheets, consolidated statements of operations, consolidated state of stockholders’ equity and consolidated statements of cash flows for the three months ended March 31, 2011 and at March 31, 2011 should be restated on Form 10-Q/A. We evaluated these adjustments both quantitatively and qualitatively and determined that no other prior periods needed adjusted.

We anticipated that the 10-Q/A for the three months ended March 31, 2011 will be filed in the coming day.


The following is a summary of the effects of the identified error on our consolidated financial statements:

 

    

As

previously
reported

    Adjustments     As restated  
Balance Sheet       
March 31, 2011       

Accrued expenses

   $ 1,195,594      $ 245,219      $ 1,440,813   

Total Current Liabilities

     30,977,123      $ 245,219        31,222,342   

Total Liabilities

     31,224,626      $ 245,219        31,469,845   

Accumulated deficit

     (9,015,751   $ (245,219     (9,260,970

Total Stockholders’ Equity

     29,348,818      $ (245,219     29,103,599   
Statements of Operations       
For The Three Months Ended March 31, 2011       

Gain(Loss) on sale of assets

   $ 12,869,584      $ (245,219   $ 12,624,365   

INCOME(LOSS) FROM OPERATIONS

     12,458,076        (245,219     12,212,857   

NET INCOME(LOSS) BEFORE INCOME TAXES

     12,048,494        (245,219     11,803,275   

NET INCOME(LOSS)

     11,778,494        (245,219     11,533,275   

NET INCOME(LOSS) PER SHARE - BASIC

   $ 0.92      $ (0.01   $ 0.91   

NET INCOME(LOSS) PER SHARE - DILUTED

   $ 0.82      $ (0.01   $ 0.81   
Statement of Cash Flows       
For The Three Months Ended March 31, 2011       

Net income (loss)

   $ 11,778,494        (245,219   $ 11,533,275   

(Gain) loss on sale of assets

   $ (12,869,584   $ 245,219      $ (12,624,365

Non-cash investing and financing activities:

      

Increase in accrued expenses for sale of acreage

     —          245,219        245,219   


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.

 

    Trans Energy, Inc.
Date: October 13, 2011     By:   /s/ John S. Tumis
    John S. Tumis
    Chief Financial Officer