Weatherford Oil Services, Inc. - MRRS Decision
Headnote
Mutual Reliance Review System for Exemptive Relief Applications - Decision under section 125 of the Act declaring acorporation to be no longer a reporting issuer following the acquisition of all of its outstanding securities by anotherissuer.
Applicable Ontario Statutory Provisions
Securities Act, R.S.O. 1990, c.S.5, as am., s.83.
IN THE MATTER OF
THE SECURITIES LEGISLATION
OF ALBERTA, ONTARIO, QUEBÉC AND NOVA SCOTIA
AND
IN THE MATTER OF
THE MUTUAL RELIANCE REVIEW SYSTEM
FOR EXEMPTIVE RELIEF APPLICATIONS
AND
IN THE MATTER OF
WEATHERFORD OIL SERVICES, INC.
MRRS DECISION DOCUMENT
1. WHEREAS the local securities regulatory authority or regulator (the "Decision Maker") in each of Alberta,Ontario, Québec and Nova Scotia (the "Jurisdictions") has received an application from Weatherford OilServices, Inc. ("Weatherford") for a decision under the securities legislation of the Jurisdictions (the"Legislation") that Weatherford be deemed to have ceased to be a reporting issuer or the equivalent under theLegislation;
2. AND WHEREAS under the Mutual Reliance Review System for Exemptive Relief Applications (the "System"),the Alberta Securities Commission is the principal regulator for this application;
3. AND WHEREAS Weatherford has represented to the Decision Makers that:
3.1 Weatherford is a corporation incorporated under the Business Corporations Act (Alberta);
3.2 Weatherford's principal office is in Edmonton, Alberta;
3.3 Weatherford is a reporting issuer or the equivalent in each of the Jurisdictions;
3.4 Weatherford is not in default of any requirement under the Legislation;
3.5 the authorized capital of Weatherford consists of an unlimited number of common shares ("CommonShares") and an unlimited number of exchangeable shares, issuable in series ("ExchangeableShares");
3.6 there are currently 1,000 Common Shares and 80,418 Exchangeable Shares outstanding;
3.7 all of the outstanding Common Shares are held by wholly owned subsidiaries of WeatherfordInternational, Inc. ("Weatherford International");
3.8 all of the currently outstanding Exchangeable Shares are held by Weatherford International;
3.9 all of the previously outstanding Exchangeable Shares were issued in connection with anarrangement, effective August 10, 2000, involving Weatherford, Weatherford International and AlpineOil Services Corporation;
3.10 effective April 20, 2001, all of the previously outstanding Exchangeable Shares have been redeemedor exchanged according to their terms for common stock of Weatherford International;
3.11 the Exchangeable Shares had been listed for trading on The Toronto Stock Exchange, but weredelisted at the close of business on April 20, 2001;
3.12 no securities of Weatherford are listed on any exchange or quoted on any market;
3.13 no securities of Weatherford, including debt obligations, are currently outstanding other than theCommon Shares and Exchangeable Shares;
3.14 Weatherford does not intend to seek public financing by way of an offering of securities;
4. AND WHEREAS under the System, this MRRS Decision Document evidences the decision of each DecisionMaker (collectively, the "Decision");
5. AND WHEREAS each of the Decision Makers is satisfied that the test contained in the Legislation that providesthe Decision Maker with the jurisdiction to make the Decision has been met;
6. THE DECISION of the Decision Makers under the Legislation is that Weatherford is deemed to have ceasedto be a reporting issuer or the equivalent under the Legislation.
May 8, 2001.
"Patricia Johnston"