It will be a special meeting of holders of InterOil’s common shares, options and restricted share units. Shareholders on record as of January 10, 2017, will be entitled to vote at the meeting. InterOil said to be counted, all proxies must be received by 12:00pm ET on February 10, 2017, and if the requisite approval of InterOil’s security holders is obtained, InterOil will seek court approval of the transaction. As previously announced on December 15, 2016, InterOil and ExxonMobil have entered into an Amended and Restated Arrangement Agreement. Following receipt of the unanimous recommendation of an independent Transaction Committee of the InterOil Board of Directors, the board has unanimously recommended that InterOil shareholders vote for the proposed transaction with ExxonMobil.
The circular, which includes a letter to shareholders from InterOil chairman, Chris Finlayson, provides important information about the background of the transaction, the committee’s review process, the reasons for the committee’s and the board’s recommendation and the value-creating benefits of the transaction. The circular and other materials regarding the proposed transaction with ExxonMobil can be found at http://www.interoil.com/exxonmobil-transaction, or in InterOil’s filings on www.sedar.com and www.sec.gov.