SCHEDULE 14C INFORMATION
Information Statement Pursuant to Section 14(c) of the Securities
Exchange Act of 1934
Check the appropriate box:
/ X / Preliminary information / / Confidential, for use of
statement the Commission only (as
permitted by Rule 14c-5(d)(2))
/ / Definitive information statement
WRT ENERGY CORPORATION
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(Name of Registrant as Specified in Its Charter)
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WRT ENERGY CORPORATION
1601 NW Expressway, Suite 700
Oklahoma City, Oklahoma 73118-1401
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INFORMATION STATEMENT
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This Information Statement is being furnished to the shareholders of
WRT Energy Corporation, a Delaware corporation (the "Company"), in
connection with a proposed amendment to the Company's certificate of
incorporation (the "Amendment") to change the name of the Company to
Gulfport Energy Corporation. The Company believes that the name "Gulfport
Energy Corporation" more accurately reflects the strategic focus of the
Company on oil and gas properties located along the Louisiana Gulf Coast.
THE BOARD OF DIRECTORS OF THE COMPANY BELIEVES THAT APPROVAL OF THE
AMENDMENT IS IN THE BEST INTEREST OF THE COMPANY AND ITS STOCKHOLDERS.
ACCORDINGLY, ON FEBRUARY 13, 1998, THE BOARD OF DIRECTORS UNANIMOUSLY
APPROVED THE ADOPTION OF THE AMENDMENT.
Under Delaware law, the affirmative vote of the holders of a majority
of the outstanding shares of the Company's common stock, par value $0.01
per share (the "Common Stock"), is required to approve the Amendment. On
February 13, 1998, in accordance with Delaware law, the holders of a
majority of the outstanding shares of the Company's Common Stock executed a
written consent in lieu of meeting approving the Amendment. Holders of the
Company's Common Stock do not have appraisal rights in connection with
approval of the Amendment.
WE ARE NOT ASKING YOU FOR A PROXY, AND YOU ARE REQUESTED NOT TO SEND
US A PROXY.
As of February 13, 1998, the Company had outstanding 22,071,357 shares
of Common Stock. Each share of Common Stock entitles the owner thereof to
one vote upon each matter submitted to a vote of stockholders. February
13, 1998 has been fixed as the record date (the "Record Date") for the
determination of the Company stockholders entitled to notice of, and to
vote upon, the approval of the Amendment. This Information Statement is
being furnished by the Company and was first mailed on or about ,
1998 to holders of record of Company Common Stock as of the close of
business on the Record Date. It is being furnished to stockholders solely
to provide them with certain information concerning the Amendment in
accordance with the requirements of the Securities Exchange Act of 1934, as
amended, and the regulations promulgated thereunder, particularly
Regulation 14C.
The name change will not affect the validity or transferability of
stock certificates presently outstanding or the trading of any of the
Company's securities. This Company's stockholders will not be required to
surrender for exchange any stock certificates presently held by them.
NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE
SECURITIES COMMISSION HAS PASSED UPON THE ACCURACY
OR ADEQUACY OF THIS INFORMATION STATEMENT. ANY
REPRESENTATION TO THE CONTRARY IS UNLAWFUL.
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The date of this Information Statement is , 1998.
WRT ENERGY CORPORATION
1601 NW Expressway, Suite 700
Oklahoma City, Oklahoma 73118-1401
Dear Stockholders:
WRT Energy Corporation, a Delaware corporation (the "Company"), has
proposed to change its name to Gulfport Energy Corporation.
On February 13, 1998, the Board of Directors of the Company
unanimously approved the adoption of a proposed amendment to the Restated
Certificate of Incorporation of the Company (the "Amendment") to change the
name of the Company to Gulfport Energy Corporation.
THE BOARD OF DIRECTORS OF THE COMPANY BELIEVES THAT APPROVAL OF THE
AMENDMENT IS IN THE BEST INTEREST OF THE COMPANY AND ITS STOCKHOLDERS.
ACCORDINGLY, THE BOARD OF DIRECTORS HAS UNANIMOUSLY APPROVED THE AMENDMENT.
On February 13, 1998, in accordance with Delaware law, the holders of
a majority of the outstanding shares of Company Common Stock executed a
written consent approving the Amendment. WE ARE NOT ASKING YOU FOR A
PROXY, AND YOU ARE REQUESTED NOT TO SEND US A PROXY.
The attached Information Statement is being provided to you pursuant
to Rule 14c-2 under the Exchange Act of 1934. The Information Statement
contains a more detailed description of the Amendment. I encourage you to
read the Information Statement thoroughly.
Very truly yours,
/s/Gary C. Hanna
GARY C. HANNA
President
Oklahoma City, Oklahoma
, 1998
