Mutual Reliance Review System for Exemptive Relief Applications - decision declaringa company to no longer be a reporting issuer under the Legislation following theacquisition of all of its outstanding securities by another issuer.
Applicable Ontario Statutory Provisions
Securities Act, R.S.O. 1990, c.S.5, as am. s. 83
Applicable Alberta Statutory Provisions
Securities Act, S.A., 1981, c.S-6.1, as amended, s. 125
IN THE MATTER OF
THE MUTUAL RELIANCE REVIEW SYSTEM FOR EXEMPTIVE RELIEF APPLICATIONS
IN THE MATTER OF
HUNT OIL COMPANY OF CANADA, INC. FORMERLY KNOWN AS NEWPORT PETROLEUM CORPORATION
MRRS DECISION DOCUMENT
1. WHEREAS the local securities regulatory authority or regulator (the "DecisionMaker") in each of Alberta, British Columbia, Saskatchewan, Ontario, Quebec,Nova Scotia and Newfoundland (the "Jurisdictions") has received an applicationfrom Hunt Oil Company of Canada, Inc. formerly known as Newport PetroleumCorporation (the "Filer"), for a decision under the securities legislation of theJurisdictions (the "Legislation") that the Filer cease to be a reporting issuer, orits equivalent, under the Legislation;
2. AND WHEREAS pursuant to the Mutual Reliance Review System for ExemptiveRelief Applications (the "System"), the Alberta Securities Commission is theprincipal regulator for this application;
3. AND WHEREAS the Filer has represented to the Decision Makers that:
3.1 the filer was amalgamated under the Business Corporations Act (Alberta)on January 1, 1998;
3.2 the head office of the Filer is in Calgary, Alberta;
3.3 the authorized share capital of the Filer consists of an unlimited numberof common shares (the "Common Shares"). As of June 13, 2000, therewere 88,856,534 Common Shares issued and outstanding. There are nosecurities, including debt obligations, currently issued and outstandingother than the Common Shares;
3.4 the Filer's Common Shares were listed on The Toronto Stock Exchangebut have recently been delisted by such exchange, and there arecurrently no securities of the Filer listed on any stock exchange or tradedover the counter in Canada or elsewhere;
3.5 the Filer is, and has been for a period of time in excess of twelve months,a reporting issuer under the Legislation, and the Filer is not in default ofany requirements under the Legislation;
3.6 Hunt Oil Canadian Acquisition I Corporation ("Hunt") made an offer datedMay 19, 2000 (the "Offer"), to purchase all of the issued Common Sharesand associated rights of the Filer. The Offer expired on June 12, 2000,having been accepted by the holders of more than 96% of the CommonShares and associated rights;
3.7 on June 14, 2000, Hunt became the sole shareholder of the Filerfollowing the acquisition of the shares tendered to the Offer and thecompulsory acquisition of all of the Common Shares of the Filer whichhad not been acquired by Hunt pursuant to the Offer;
3.8 the Filer does not currently intend to seek public financing by way of anissuance of securities;
4. AND WHEREAS under the System, this MRRS Decision Document evidencesthe decision of each Decision Maker ( collectively, the "Decision");
5. AND WHEREAS each of the Decision Makers is satisfied that the test containedin the Legislation that provides the Decision Maker with the jurisdiction to makethe Decision has been met;
6. THE DECISION of the Decision Makers under the Legislation is that the Filer isdeemed to have ceased to be a reporting issuer, or the equivalent thereof underthe Legislation, effective as of the date hereof.
DATED at Calgary, Alberta this 22nd day of August, 2000.
"Patricia M. Johnston"
Director, Legal Services & Policy Development