HOUSTON, June 6, 2016 /PRNewswire/ --
- InterOil shareholders will forego billions of dollars of value, including payments TOTAL has already agreed to make under the existing 2014 agreement, if the OSH/TOTAL Proposal proceeds as currently structured.
- Presentation offers detailed analysis of deal consideration and presents alternative structures that should be considered.
- Vote the BLUE proxy to elect the Concerned InterOil Shareholders' five highly qualified nominees and vote FOR each of the six proposed resolutions.
The founding shareholder, former chairman and Chief Executive Officer of InterOil Corporation ("InterOil" or the "Company") (NYSE: IOC), Phil Mulacek, and Petroleum Independent & Exploration, LLC (together, the "Concerned InterOil Shareholders"), announced today that they have released a presentation to InterOil shareholders in connection with a proposed bid by Oil Search Limited (ASX: OSH) ("OSH") and the annual and special meeting of shareholders of InterOil, to be held in New York on June 14, 2016 (the "Meeting"). The presentation is available on the Concerned InterOil Shareholders' website www.ConcernedInterOilShareholders.com.
In their presentation, the Concerned InterOil Shareholders outline the potentially multi-billion shortfall for InterOil shareholders if the proposed acquisition of all of the issued and outstanding shares of InterOil by Oil Search, and the related Memorandum of Understanding between Oil Search and TOTAL, S.A. (TOTAL) in respect of certain InterOil assets, announced on May 19, 2016, proceeds as currently structured (the "OSH/TOTAL Proposal").
"We believe the OSH/TOTAL Proposal is vastly inadequate for InterOil shareholders. Our analysis exposes what we believe to be a potentially multi-billion dollar value disconnect. The OSH/TOTAL Proposal would see shareholders give up all payments InterOil shareholders were to receive from TOTAL, the value of the remaining 36.5% interest in PRL 15 InterOil holds (worth billions), and InterOil's exploration acreage and other resources, in exchange for Oil Search stock and a financially manipulative and structurally flawed CVR that fails to properly account for the solid TOTAL cash payments and enormous upside potential of the Elk and Antelope resource. Our presentation also details the board of directors (the "Board") and management's history of value destructive actions, egregious compensation practices, and mis-characterizations of their track record since I retired from the Board," said Mr. Mulacek.
"We strongly urge our fellow InterOil shareholders to carefully review our presentation and register their frustration with the Board's track record of value destructive actions, and the Board's latest failure to surface full value for InterOil shareholders, by voting on the BLUE proxy. Shareholders who do not support our nominees, but nevertheless want to send strong message of dissatisfaction with the Board's performance, are encouraged to withhold their votes from the current Board, and vote FOR each of the Concerned InterOil Shareholders' resolutions on the WHITE management proxy," continued Mr. Mulacek.
Please review the Concerned InterOil Shareholders' presentation, available at www.ConcernedInterOilShareholders.com.
Shareholders are encouraged to vote only the BLUE Concerned InterOil Shareholders proxy:
- FOR the Proposed Resolutions;
- FOR each of our five of our highly-qualified nominees;
- FOR the appointment of auditors;
- AGAINST the New Plan Resolution; and
- AGAINST the Mulacek Expenses Denial Resolution.
If you require any assistance voting your BLUE proxy, contact the Concerned InterOil Shareholders' proxy solicitor, Evolution Proxy Inc., at 1-844-226-3222 toll-free in North America, or at 416-855-0238 outside of North America (collect calls accepted), or by e-mail at firstname.lastname@example.org.
Cautionary Statement Regarding Forward-Looking Statements:
This press release contains forward-looking statements. All statements contained in this filing that are not clearly historical in nature or that necessarily depend on future events are forward-looking, and the words "anticipate," "believe," "expect," "estimate," "plan," and similar expressions are generally intended to identify forward-looking statements. These statements are based on current expectations of the Concerned InterOil Shareholders and currently available information. They are not guarantees of future performance, involve certain risks and uncertainties that are difficult to predict, and are based upon assumptions as to future events that may not prove to be accurate. The Concerned InterOil Shareholders do not assume any obligation to update any forward-looking statements contained in this press release.
For additional information on this press release please contact the Concerned InterOil Shareholders at +1 (832) 510-7028, or by email at email@example.com
For assistance in voting your proxy, please contact Evolution Proxy Inc., at 1-844-226-3222 toll-free in North America, or at +1 (416) 855-0238 outside of North America (collect calls accepted), or by e-mail at firstname.lastname@example.org
Bayfield Strategy, Inc.
+1 (416) 907-9365
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SOURCE Petroleum Independent & Exploration, LLC