UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 40-F
[Check one]
[X] REGISTRATION STATEMENT PURSUANT TO SECTION 12 OF
THE SECURITIES EXCHANGE ACT OF 1934
OR
[_] ANNUAL REPORT PURSUANT TO SECTION 13(a) OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended Commission File Number
----------- -------------
VERMILION ENERGY TRUST
- --------------------------------------------------------------------------------
(Exact name of Registrant as specified in its charter)
N/A
- --------------------------------------------------------------------------------
(Translation of Registrant's name into English (if applicable))
ALBERTA
- --------------------------------------------------------------------------------
(Province or other jurisdiction of incorporation or organization)
1311
- --------------------------------------------------------------------------------
(Primary Standard Industrial Classification Code Number (if applicable))
N/A
- --------------------------------------------------------------------------------
(I.R.S. Employer Identification Number (if applicable))
2800, 400 - 4TH AVENUE S.W., CALGARY, ALBERTA, CANADA T2P 0J4 (403) 269-4884
- --------------------------------------------------------------------------------
(Address and telephone number of Registrant's principal executive offices)
NATIONAL CORPORATE RESEARCH, LTD., 225 WEST 34TH ST.,
SUITE 910, NEW YORK, NEW YORK 10122 (212) 947-7200
- --------------------------------------------------------------------------------
(Name, address (including zip code) and telephone number
(including area code) of agent for service in the United States)
Securities registered or to be registered pursuant to Section 12(b) of the Act.
Name of each exchange
Title of each class on which registered
------------------- ---------------------
N/A N/A
Securities registered or to be registered pursuant to Section 12(g) of the Act.
TRUST UNITS
- --------------------------------------------------------------------------------
(Title of Class)
- --------------------------------------------------------------------------------
(Title of Class)
Securities for which there is a reporting obligation pursuant to Section 15(d)
of the Act.
N/A
- --------------------------------------------------------------------------------
(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 each of the issuer's classes of
capital or common stock as of the close of the period covered by the annual
report. NOT APPLICABLE.
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 [X]
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 [X] No
COMPLIANCE WITH AUDITOR INDEPENDENCE AND RECONCILIATION REQUIREMENT
The Registrant's financial statements have been reconciled to U.S. GAAP as
required by Form 40-F under the Exchange Act. Such reconciliation is set forth
for the year ending December 31, 2003 and for the year ending December 31, 2002
in Exhibit 99.3.
UNDERTAKING AND CONSENT TO SERVICE OF PROCESS
A. UNDERTAKING
The Registrant undertakes to make available, in person or by telephone,
representatives to respond to inquiries made by the Commission staff, and to
furnish promptly, when requested to do so by the Commission staff, information
relating to: the securities registered pursuant to Form 40-F; the securities in
relation to which the obligation to file an annual report on Form 40-F arises;
or transactions in said securities.
B. CONSENT TO SERVICE OF PROCESS
A Form F-X signed by the Registrant and its agent for service of process is
being filed with the Commission together with this Registration Statement on
Form 40-F.
Any change to the name or address of the agent for service for service of
process of the Registrant shall be communicated promptly to the Securities and
Exchange Commission by an amendment to the Form F-X referencing the file number
of the Registrant.
FORWARD LOOKING STATEMENTS
This Registration Statement contains or incorporates by reference forward
looking statements. All statements other than statements of historical fact
included or incorporated by reference in this Registration Statement that
address activities, events or developments that we expect or anticipate may or
will occur in the future are forward looking statements.
Such forward looking statements are subject to risks, uncertainties and other
factors, many of which are beyond our control, including: changes to prices;
changes to reserves; results of exploration, development and acquisitions;
government approvals; economic and political risks; competition; operating
hazards; fluctuations in foreign exchange and interest rates; and integration of
acquired businesses.
These and additional factors are described in more detail under the heading
"Risk Factors" in the Annual Information Forms for the fiscal years ended
December 31, 2003 and December 31, 2002 filed herewith as Exhibits 99.1 and
99.2, respectively. Events or circumstances could cause our actual results to
differ materially from those estimated or projected and expressed in, or implied
by, these forward looking statements.
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 registration statement to be signed on its behalf by the
undersigned, thereto duly authorized.
VERMILION ENERGY TRUST
(the Registrant)
By /s/ Curtis W. Hicks
-------------------------------
Name: Curtis W. Hicks
Title: Vice President, Finance
and Chief Financial Officer
Date: June 30, 2004
EXHIBIT INDEX
The following exhibits have been filed as part of the Registration
Statement:
- --------------------------------------------------------------------------------
EXHIBIT NUMBER DESCRIPTION
- --------------------------------------------------------------------------------
23.1 Consent of Independent Engineers Gilbert Lausten Jung
Associates Ltd.
23.2 Consent of Independent Registered Charterd Accountants
Deloitte & Touche LLP
99.1 Renewal Annual Information Form for the year ended
December 31, 2003
99.2 Initial Annual Information Form for the year ended
December 31, 2002
99.3 Financial Statements of the Registrant for the years
ended December 31, 2003 and 2002
99.4 Recent Developments Statement
99.5 First Quarter Report, Unaudited Interim Operating and
Financial Results for the quarter ended March 31, 2004
99.6 Management's Discussion and Analysis of Registrant's
Operating and Financial Results for the quarter ended
March 31, 2004
99.7 Year-End Results for the fiscal year ended December
31, 2003
99.8 Third Quarter Report, Unaudited Interim Operating and
Financial Results for the nine months ended
September 30, 2003
99.9 Second Quarter Report, Unaudited Interim Operating and
Financial Results for the six months ended June 30, 2003
99.10 First Quarter Report, Unaudited Interim Operating and
Financial Results for the quarter ended March 31, 2003
99.11 Proxy Authorization Form for the Annual and Special
Meeting of Trust Unitholders to be held on May 18, 2004
99.12 Notice of Annual and Special Meeting of Shareholders
and Information Circular in respect of the Annual and
Special Meeting of Unitholders held on May 18, 2004
99.13 Final Short Form Prospectus for distribution of
5,500,000 Trust Units dated November 28, 2003
99.14 Underwriting Agreement relating to the offering of
5,500,000 Units of the Registrant dated November 19,
2003
99.15 Form 52-109F2, CEO and CFO Certification of Interim
Filings for the interim period ending March 31, 2004
99.16 Corporate Governance Guidelines dated May 15, 2003
99.17 Material Change Report of the Registrant dated March
19, 2004
99.18 Press Release of the Registrant dated May 20, 2004
99.19 Press Release of the Registrant dated May 19, 2004
99.20 Press Release of the Registrant dated May 14, 2004
99.21 Press Release of the Registrant dated May 6, 2004
99.22 Press Release of the Registrant dated April 30, 2004
99.23 Press Release of the Registrant dated April 21, 2004 -
Vermilion Energy Trust Announces Cash Distribution
99.24 Press Release of the Registrant dated April 15, 2004
99.25 Press Release of the Registrant dated April 5, 2004
- --------------------------------------------------------------------------------
EXHIBIT NUMBER DESCRIPTION
- --------------------------------------------------------------------------------
99.26 Press Release of the Registrant dated March 22, 2004 -
Aventura Enters into an Agreement with BG Group
99.27 Press Release of the Registrant dated March 22, 2004 -
Vermilion Energy Trust Announces Cash Distribution
99.28 Press Release of the Registrant dated March 15, 2004
99.29 Press Release of the Registrant dated March 10, 2004
99.30 Press Release of the Registrant dated February 19, 2004
99.31 Press Release of the Registrant dated February 18, 2004
99.32 Press Release of the Registrant dated February 13, 2004
99.33 Press Release of the Registrant dated January 15, 2004
99.34 Press Release of the Registrant dated December 18, 2003
99.35 Press Release of the Registrant dated December 15, 2003
99.36 Press Release of the Registrant dated December 10, 2003
99.37 Press Release of the Registrant dated November 19, 2003
99.38 Press Release of the Registrant dated November 14, 2003
99.39 Press Release of the Registrant dated November 13, 2003
99.40 Press Release of the Registrant dated November 5, 2003
99.41 Press Release of the Registrant dated October 22, 2003
99.42 Press Release of the Registrant dated October 15, 2003
99.43 Press Release of the Registrant dated September 19, 2003
99.44 Press Release of the Registrant dated September 15, 2003
- Discussions with Potential Acquirer
99.45 Press Release of the Registrant dated September 15,
2003 - Vermilion Energy Trust Announces Exchangeable
Share Ratio
99.46 Press Release of the Registrant dated August 20, 2003
99.47 Press Release of the Registrant dated August 15, 2003
99.48 Press Release of the Registrant dated August 6, 2003
99.49 Press Release of the Registrant dated July 22, 2003
99.50 Press Release of the Registrant dated July 15, 2003
99.51 Press Release of the Registrant dated June 19, 2003
99.52 Press Release of the Registrant dated June 13, 2003
99.53 Press Release of the Registrant dated June 11, 2003
99.54 Press Release of the Registrant dated May 20, 2003
99.55 Press Release of the Registrant dated May 15, 2003
99.56 Press Release of the Registrant dated April 21, 2003
- --------------------------------------------------------------------------------
EXHIBIT NUMBER DESCRIPTION
- --------------------------------------------------------------------------------
99.57 Press Release of the Registrant dated April 15, 2003
99.58 Press Release of the Registrant dated March 20, 2003
99.59 Press Release of the Registrant dated March 14, 2003
99.60 Press Release of the Registrant dated March 10, 2003
99.61 Press Release of the Registrant dated March 3, 2003 -
New Appointments and Valuations
99.62 Press Release of the Registrant dated March 3, 2003 -
TSX Listing, Share Consolidation, Operational Update
and Technical Team Reorganization