40-F/A 1 cpgye2017form40-fa.htm 40-F/A Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 40-F/A
Amendment No. 1

☐    REGISTRATION STATEMENT PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934
☒    ANNUAL REPORT PURSUANT TO SECTION 13(A) OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2017 Commission File Number 001-36258

CRESCENT POINT ENERGY CORP.
(Exact name of Registrant as specified in its charter)
Alberta
1311
Not Applicable
(Province or other jurisdiction of incorporation or organization)
(Primary standard industrial classification code number, if applicable)
(I.R.S. employer identification number, if applicable)

Suite 2000, 585-8th Avenue S.W.
Calgary, Alberta
T2P 1G1
(403) 693-0020
(Address and telephone number of registrant’s principle executive offices)

CT Corporation System
111 - 8th Avenue
New York, New York 10011
(212) 894-8940
(Name, address (including zip code) and telephone number (including area code) of agent for service in the United States)
Securities registered pursuant to Section 12(b) of the Act.

Title of each class:                        Name of each exchange on which registered:
Common Shares                        New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act.
None
(Title of Class)
Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act.
None
(Title of Class)
For annual reports, indicate by check mark the information filed with this form:
☒Annual Information Form                    ☒Audited Annual Financial Statements

Indicate the number of outstanding shares of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report: 545,794,384 Common Shares (as at December 31, 2017).

Indicate by check mark whether the Registrant by filing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934 (the “Exchange Act”). If “Yes” is marked, indicate the file number assigned to the Registrant in connection with such Rule.
Yes ☐    82-______No ☒





Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.
Yes ☒    No ☐

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.
Emerging growth company     ☐

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards† provided pursuant to Section 13(a) of the Exchange Act.
☐
† The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.




EXPLANATORY NOTE

We are amending our Annual Report on Form 40-F for the year ended December 31, 2017, filed on March 1, 2018, to revise certain figures reported on Exhibit 99.11 concerning supplemental disclosure about extractive activities. The supplemental disclosure has been prepared in accordance with FASB Accounting Standards Codification 932, “Extractive Activities-Oil and Gas”.

The amended Exhibit 99.11 is attached to this Form 40-F/A. The errors are represented as strike-through text and the new numbers are underlined.
 
Other than as expressly set forth above, this Form 40-F/A does not, and does not purport to, amend, update, or restate the information in any Item of the Form 40-F or reflect any events that have occurred after the Form 40-F was filed.

SIGNATURES

Pursuant to the requirements of the Exchange Act, the Registrant certifies that it meets all of the requirements for filing on Form 40-F and has duly caused this report to be signed on its behalf by the undersigned, thereto duly authorized.

Date: March 14, 2018
 
Crescent Point Energy Corp.
 
 
 
 
By:
/s/ Ken Lamont
 
 
 
 
Name:
Title:
Ken Lamont
Chief Financial Officer
 




Form 40-F Table of Contents
Exhibit No.
Document
*99.1
Annual Information Form of the Registrant for the fiscal year ended December 31, 2017.
*99.2
Audited Consolidated Financial Statements of the Registrant for the year ended December 31, 2017 together with the Auditors’ Report thereon.
*99.3
Management’s Discussion and Analysis of the operating and financial results of the Registrant for the year ended December 31, 2017.
Certification of Chief Executive Officer under Section 302 of the Sarbanes-Oxley Act of 2002.
Certification of Chief Financial Officer under Section 302 of the Sarbanes-Oxley Act of 2002.
Certification of Chief Executive Officer under Section 906 of the Sarbanes-Oxley Act of 2002.
Certification of Chief Financial Officer under Section 906 of the Sarbanes-Oxley Act of 2002.
Consent of PricewaterhouseCoopers LLP, Independent Auditor
*99.9
Consent of GLJ Petroleum Consultants Ltd., Independent Engineers
*99.10
Consent of Sproule Associates Limited, Independent Engineers
Supplemental Disclosures about Extractive Activities - Oil and Gas (unaudited)
*101.1
The following financial information from the Company’s audited annual consolidated financial statements for the year ended December 31, 2017, formatted in XBRL (Extensible Business Reporting Language) and furnished electronically herewith: (1) Consolidated Statements of Operations and Comprehensive Earnings; (2) Consolidated Balance Sheets; (3) Consolidated Statements of Cash Flows; (4) Consolidated Statements of Shareholders’ Equity and (5) Notes to Consolidated Financial Statements.