A U.S. executive and his Bermuda-based company have settled allegations from the B.C. Securities Commission (BCSC) that they failed to file required insider reports in connection with a British Columbia-based reporting issuer in which they had a significant stake.
The BCSC approved a settlement agreement with New Jersey resident Peter Kellogg and a company in which he is controlling shareholder, IAT Reinsurance Company Ltd. (IAT). Kellogg and his firm admit that they failed to file required insider reports with the BCSC.
According to the BCSC, Kellogg and IAT should have begun filing reports disclosing their beneficial ownership of, and trading in, the shares of MFC Industrial Ltd. (MFC) starting in 1999 when they acquired control over more than 10% of MFC’s common shares. MFC is a reporting issuer in B.C. and trades on the New York Stock Exchange.
Ultimately, in October 2013, Kellogg did file a report disclosing that he and IAT controlled more than 33% of MFC’s common shares. They then filed all their required insider reports, paid $7,750 in late-filing fees and voluntarily reported their non-compliance to the BCSC.
In total, Kellogg failed to file reports in relation to more than 400 transactions with an approximate total transaction value in excess of $100 million, the BCSC says. To settle the allegations, Kellogg and IAT agreed to pay $25,000 to the BCSC.