Lone Pine Resources Inc.

Headnote

MI 11-102 and NP 11-203 -- Issuer allowed to make disclosure of reserves and future net revenue based on US disclosure requirements, at its option -- the Issuer's US disclosure could not meet certain requirements in NI 51-101 -- the Issuer is subject to the requirements of NI 51-101 and will provide disclosure compliant with that instrument -- National Instrument 51-101 Standards of Disclosure for Oil and Gas Activities.

Applicable Legislative Provisions

National Instrument 51-101 Standards of Disclosure for Oil and Gas Activities.

Citation: Lone Pine Resources Inc., Re, 2012 ABASC 118

March 22, 2012

IN THE MATTER OF
THE SECURITIES LEGISLATION OF
ALBERTA AND ONTARIO (THE JURISDICTIONS)
AND
IN THE MATTER OF
THE PROCESS FOR EXEMPTIVE RELIEF
APPLICATIONS IN MULTIPLE JURISDICTIONS
AND
IN THE MATTER OF
LONE PINE RESOURCES INC.
(THE FILER)
DECISION

Background

The securities regulatory authority or regulator in each of the Jurisdictions (the Decision Maker) has received an application from the Filer for a decision under the securities legislation of the Jurisdictions (the Legislation) that the Filer be exempted from the following (collectively, the Exemptions Sought):

(a) sections 5.2 and 5.3 of National Instrument 51-101 Standards of Disclosure for Oil and Gas Activities (NI 51-101) (the COGEH Relief);

(b) section 5.15(b)(iii) of NI 51-101 (the Transitional F&D Comparative Relief); and

(c) sections 5.1(1)(a) and 5.1(2)(a) of Form 51-101F1 (the Transitional PUD Relief).

Under the Process for Exemptive Relief Applications in Multiple Jurisdictions (for a dual application):

(a) the Alberta Securities Commission is the principal regulator for this application;

(b) the Filer has provided notice that section 4.7(1) of Multilateral Instrument 11-102 Passport System (MI 11-102) is intended to be relied upon in each of British Columbia, Saskatchewan, Manitoba, New Brunswick, Nova Scotia, Prince Edward Island and Newfoundland and Labrador; and

(c) this decision is the decision of the principal regulator and evidences the decision of the securities regulatory authority or regulator in Ontario.

Interpretation

Terms defined in National Instrument 14-101 Definitions, MI 11-102, NI 51-101 or CSA Staff Notice 51-324 Glossary to NI 51-101 Standards of Disclosure for Oil and Gas Activities have the same meaning if used in this decision, unless otherwise defined herein.

Representations

This decision is based on the following facts represented by the Filer:

1. The head office of the Filer is located in Calgary, Alberta.

2. The Filer is a reporting issuer in each of the provinces of Canada other than Québec and is not in default of the securities legislation thereof.

3. The Filer has securities registered under the 1934 Act.

4. The Filer prepares its financial statements in accordance with U.S. GAAP.

5. Differences between the requirements and restrictions under NI 51-101 and the requirements and restrictions under U.S. federal securities law, guidance applied by the SEC and U.S. GAAP, as they relate to disclosure concerning reserves and other oil and gas information, in material required to be filed with the SEC, in other disclosure made to the public or filed with or furnished to the SEC and in the supplemental disclosure in the notes to the financial statements prepared in accordance with U.S. GAAP (collectively, US Disclosure Requirements), are such that, absent relief, some disclosure made in accordance with US Disclosure Requirements would contravene NI 51-101, Form 51-101F1 or both (together, the Instrument).

6. In complying with its reporting obligations under U.S. federal securities law and financial statement requirements under U.S. GAAP, the Filer is required to include, in its disclosure that is subject to Part 5 of NI 51-101, disclosure of reserves and other oil and gas information prepared in accordance with US Disclosure Requirements (the Filer's US Disclosure).

7. Temporary transitional relief would facilitate convergence of certain past practices regarding the disclosure of reserves and future net revenue in respect of the Filer's properties with its current obligations under NI 51-101.

Decision

Each of the Decision Makers is satisfied that the decision meets the test set out in the Legislation for the Decision Maker to make the decision.

Pursuant to Section 8.1 of NI 51-101:

(a) the COGEH Relief is granted with respect to the Filer's US Disclosure, and with respect to the Filer's disclosure of finding and development costs based on reserves determined in accordance with US Disclosure Requirements (the Filer's US F&D Disclosure) (if any), as the case may be, when and to the extent that the Filer's US Disclosure or the Filer's US F&D Disclosure is filed or disseminated by or on behalf of the Filer in Canada, provided that:

(i) the Filer describes any material differences between such disclosure and the corresponding disclosure it also makes, as required, under Canadian securities laws (its Required Canadian Disclosure), within or proximate to its Required Canadian Disclosure;

(ii) in the case of the Filer's US Disclosure, it:

A. complies with the US Disclosure Requirements;

B. is identified as having been prepared in accordance with US Disclosure Requirements;

C. discloses the effective date of the estimates disclosed therein; and

D. is based on reserves estimates which have been prepared or audited by a qualified reserves evaluator or auditor; and

(iii) In the case of the Filer's US F&D Disclosure (if any):

A. all proved reserves, and any probable reserves, are determined in accordance with US Disclosure Requirements and are accompanied by a statement to the effect that the proved reserves, and any probable reserves, have been determined in accordance with US Disclosure Requirements; and

B. the Filer provides disclosure in accordance with section 5.15 of NI 51-101 and this disclosure is publicly available to investors;

(b) the Transitional F&D Comparative Relief is granted for the Filer's disclosure of finding and development costs (if any) for the Filer's financial years ending on December 31, 2011, 2012 and 2013, in each case only to the extent that the requisite comparative information for the most recent financial year, the second most recent financial year and the averages for the three most recent financial years is not available to the Filer; and

(c) the Transitional PUD Relief is granted for the Required Canadian Disclosure for the Filer's financial years ending on December 31, 2011, 2012 and 2013, only to the extent that the requisite information about volumes of proved undeveloped reserves or probable undeveloped reserves that were first attributed in each of the most recent three financial years, and the aggregate attributed before that time, is not available to the Filer, provided that the Filer includes in its annual filing under section 2.1 of NI 51-101 an explanation of why this information is omitted.

This decision, as it relates to paragraph (a) above, will terminate on the effective date of any amendment to the Legislation that permits disclosure of the nature contemplated by that paragraph.

"Blaine Young"

Associate Director, Corporate Finance