The Alberta Securities Commission, acting as the principal regulator, granted Imperial Oil Limited (the Filer) an exemption from certain requirements in connection with its proposed issuer bid to purchase a portion of its outstanding common shares through a modified Dutch auction. The exemptions pertain to the proportionate take-up and payment requirements, the disclosure of such in the issuer bid circular, and the condition that an issuer bid not be extended unless all securities deposited are first taken up.
The exemptions were granted under the following conditions:
1. The Filer must take up and pay for shares in accordance with the process described in the decision and as outlined in the issuer bid circular.
2. The Filer must be eligible to rely on the Liquid Market Exemption as per Multilateral Instrument 61-101.
3. The Filer must issue a press release announcing the receipt of the exemption within one business day of its receipt.
4. The Filer must comply with the requirements of Regulation 14E under the United States Securities Exchange Act of 1934.
The decision was based on representations by the Filer, including its intention to make the offer, the auction procedures, and the financing of the share purchases. It also considered ExxonMobil’s intention to make a Proportionate Tender and the Filer’s compliance with applicable securities legislation. The exemptions are contingent upon the Filer’s adherence to the conditions set forth in the decision and are supported by the legislative provisions of National Instrument 62-104 Take-Over Bids and Issuer Bids, specifically sections 2.26, 6.1, and 2.32(4).