SINGAPORE and PORT MORESBY, Papua New Guinea, Feb. 22, 2017 /PRNewswire/ -- InterOil Corporation (NYSE: IOC) today announced the completion of the previously announced transaction with Exxon Mobil Corporation (NYSE: XOM). Under the terms of the transaction, ExxonMobil acquired all of the outstanding common shares of InterOil, and InterOil shareholders received 0.5459 shares of ExxonMobil for each InterOil common share and a contingent resource payment (that has been deposited into escrow on closing and will be subsequently released, with applicable adjustments, following certification of the Elk-Antelope resource).  With the completion of the transaction, the common shares of InterOil will be de-listed from the New York Stock Exchange.

Registered holders of InterOil's common shares are reminded that they must properly complete, sign and return the letter of transmittal, along with their share certificate(s), to Computershare Investor Services Inc., as depositary, in order to receive the consideration they are entitled to under the transaction.

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Legal Notice

None of the securities anticipated to be issued pursuant to the ExxonMobil transaction have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issued pursuant to the ExxonMobil transaction are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This document does not constitute an offer to sell or the solicitation of an offer to buy any securities.

SOURCE InterOil Corporation

SINGAPORE and PORT MORESBY, Papua New Guinea, Feb. 20, 2017 /PRNewswire/ -- InterOil Corporation (NYSE: IOC, POMSox: IOC) today announced that the Supreme Court of Yukon has granted a final order approving the arrangement between InterOil and Exxon Mobil Corporation (NYSE: XOM) ("ExxonMobil"). The arrangement was approved by more than 91% of the shares voted at a Special Meeting on February 14, 2017 and has now received all necessary approvals.  InterOil and ExxonMobil expect the transaction to be completed this week.    

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000sqkm. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

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Forward Looking Statements

This communication includes "forward-looking statements". All statements, other than statements of historical facts, included in this communication are forward-looking statements. Such forward-looking statements may include, without limitation, statements regarding the pending transaction with ExxonMobil and the timing to consummate the proposed transaction with ExxonMobil.. These statements are based on the current belief of InterOil, as well as assumptions made by, and information currently available to InterOil. No assurances can be given however, that these events will occur. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of InterOil, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include in particular assumptions, risks and uncertainties relating to the risk that a condition to closing of the proposed transaction may not be satisfied (including obtaining the required orders from the Yukon court with respect to the transaction), the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the contingent resource payment, the size of the resources in the Elk-Antelope field or any change in the estimate or calculation of such resource size, the outcome of the drilling of the Antelope-7 well, and other risk factors discussed in InterOil's management information circular dated January 13, 2017, InterOil's annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015, and under the heading "Factors Affecting Future Results" available through the "Investors" section on ExxonMobil's website and in Item 1A of ExxonMobil's 2015 Form 10-K. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws.

Legal Notice

None of the securities anticipated to be issued pursuant to the ExxonMobil transaction have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issued pursuant to the ExxonMobil transaction are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This document does not constitute an offer to sell or the solicitation of an offer to buy any securities.

There can be no assurance that the transaction with ExxonMobil will occur. The ExxonMobil transaction is subject to certain approvals and the fulfillment of certain conditions, and there can be no assurance that any such approvals will be obtained and/or any such conditions will be met.

SOURCE InterOil Corporation

SINGAPORE and PORT MORESBY, Papua New Guinea, Feb. 19, 2017 /PRNewswire/ -- InterOil Corporation (NYSE: IOC; POMSoX: IOC) today announced that according to information provided by Total E&P PNG Limited ("Total"), the operator of Petroleum Retention License 15 ("PRL15") in the Gulf Province of Papua New Guinea, the Antelope-7 side track appraisal well has currently reached 2,383 meters (7,818 feet) measured depth below rotary table (MDRT) without any evidence of intersecting the Antelope reservoir. The proposed total depth of the Antelope-7 appraisal section of the well was around 2,300 meters (7,545 feet) MDRT. The operator on behalf of the PRL15 joint venture is drilling ahead to explore a deeper exploration target.

InterOil holds a 36.5375% interest in the well. Total E&P PNG Limited has a 40.1275% interest, Oil Search has 22.8350%, and the remaining 0.5000% is held by minority parties.

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000sqkm. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

Forward Looking Statements 

This media release includes "forward-looking statements" as defined in United States federal and Canadian securities laws. All statements, other than statements of historical facts, included in this release that address activities, events or developments that InterOil expects, believes or anticipates will or may occur in the future are forward-looking statements. These statements are based on our current beliefs as well as assumptions made by, and information currently available to the company. No assurances can be given however, that these events will occur. Actual results could differ, and the difference may be material and adverse to the company and its shareholders. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the company, which may cause our actual results to differ materially from those implied or expressed by the forward-looking statements. Some of these factors include the risk factors discussed in the company's filings with the United States Securities and Exchange Commission and on SEDAR, including but not limited to those in the company's annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015. In particular, there is no established market for natural gas or gas condensate in Papua New Guinea and no guarantee that gas or gas condensate will ultimately be able to be extracted and sold commercially. All forward-looking statements are made as of the date of this press release and the fact that this press release remains available does not constitute a representation by InterOil that InterOil believes these forward-looking statements continue to be true as of any subsequent date. Actual results may vary materially from the expected results expressed in forward looking statements. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable securities laws. InterOil's forward-looking statements are expressly qualified in their entirety by this cautionary statement. Investors are urged to consider closely the disclosure in the company's Form 40-F, available from the company at www.interoil.com or from the SEC at www.sec.gov and its Annual Information Form available on SEDAR at www.sedar.com.

SOURCE InterOil Corporation

SINGAPORE and PORT MORESBY, Papua New Guinea, Feb. 14, 2017 /PRNewswire/ -- InterOil Corporation (NYSE: IOC, POMSox: IOC) today announced that shareholders overwhelmingly approved the transaction with Exxon Mobil Corporation (NYSE: XOM) ("ExxonMobil") at the Special Meeting held today.

More than 91% of the votes cast were in favor of the proposed transaction, an even greater percentage than the 80% that previously voted to approve the original transaction at a Special Meeting on September 21, 2016.

As stated in the management information circular related to the transaction, the court hearing in which InterOil is seeking a final order with respect to the Amended and Restated Plan of Arrangement is currently scheduled for February 20, 2017.

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000sqkm. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

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Forward Looking Statements

This communication includes "forward-looking statements". All statements, other than statements of historical facts, included in this communication are forward-looking statements. Such forward-looking statements may include, without limitation, statements regarding the final order hearing and the timing of such hearing, the pending transaction with ExxonMobil, the timing to consummate the proposed transaction with ExxonMobil, the ability to satisfy the conditions to consummation of the proposed transaction (including, but not limited to, the required approvals from the Yukon courts), and the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the contingent resource payment. These statements are based on the current belief of InterOil, as well as assumptions made by, and information currently available to InterOil. No assurances can be given however, that these events will occur. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of InterOil, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include in particular assumptions, risks and uncertainties relating to the risk that a condition to closing of the proposed transaction may not be satisfied (including obtaining the required orders from the Yukon court with respect to the transaction), the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the contingent resource payment, the size of the resources in the Elk-Antelope field or any change in the estimate or calculation of such resource size, the outcome of the drilling of the Antelope-7 well, and other risk factors discussed in InterOil's management information circular dated January 13, 2017, InterOil's annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015, and under the heading "Factors Affecting Future Results" available through the "Investors" section on ExxonMobil's website and in Item 1A of ExxonMobil's 2015 Form 10-K. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws.

Legal Notice

None of the securities anticipated to be issued pursuant to the ExxonMobil transaction have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issued pursuant to the ExxonMobil transaction are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This document does not constitute an offer to sell or the solicitation of an offer to buy any securities.

There can be no assurance that the transaction with ExxonMobil will occur. The ExxonMobil transaction is subject to certain approvals and the fulfillment of certain conditions, and there can be no assurance that any such approvals will be obtained and/or any such conditions will be met.

SOURCE InterOil Corporation

SINGAPORE and PORT MORESBY, Papua New Guinea, Feb. 7, 2017 /PRNewswire/ -- InterOil Corporation (NYSE: IOC, POMSox: IOC) today announced that it has entered into a new US$470 million senior secured credit facility. Once the conditions precedent are satisfied, the new facility will refinance and replace the existing US$400 million secured capital expenditure facility.

As noted in the management information circular mailed to securityholders in relation to the proposed transaction with Exxon Mobil Corporation (NYSE: XOM) ("ExxonMobil"), InterOil's independent Transaction Committee ("the Committee") has had numerous discussions regarding InterOil's financial position and recognized that the availability of additional capital would be important to InterOil on a going-forward basis. As such, in order to ensure that InterOil would have sufficient capital to meet its ongoing expenditure obligations, the Committee recommended to the Board that management of InterOil continue to explore the availability of additional funding options. Today's announcement is the culmination of those efforts and has been approved by the full Board.

The facility is secured at an annual interest rate of LIBOR plus 6.5% and terminates at the end of 2017. In addition, if InterOil receives the interim resource certification payment (as contemplated by the share purchase agreement dated March 26, 2014 between subsidiaries of InterOil and Total S.A.) prior to the closing of the proposed transaction with ExxonMobil, the amount of such payment must be used to repay amounts outstanding under the facility. Lenders in the facility include Australia and New Zealand Banking Group Limited (ANZ), Intesa Sanpaolo SPA, Westpac PNG Limited, Bank of South Pacific Limited, Macquarie Bank Limited, Credit Suisse AG, Morgan Stanley and UBS AG. The financing was led by ANZ who acted as Structuring and Documentation Bank. The senior secured credit facility agreement is available under InterOil's SEDAR profile (available at www.sedar.com) and on EDGAR (available at www.sec.gov).

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000sqkm. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

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Forward Looking Statements

This communication includes "forward-looking statements". All statements, other than statements of historical facts, included in this communication are forward-looking statements. Such forward-looking statements may include, without limitation, statements regarding the conditions precedent to the new credit facility, the sufficiency of capital to meeting InterOil's ongoing expenditure obligations, the availability of additional capital to InterOil on a going-forward basis, the pending transaction with ExxonMobil, the timing to consummate the proposed transaction with ExxonMobil, the ability to satisfy the conditions to consummation of the proposed transaction (including, but not limited to, approval by InterOil shareholders and the required approvals from the Yukon courts), the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the contingent resource payment. These statements are based on the current belief of InterOil, as well as assumptions made by, and information currently available to InterOil. No assurances can be given however, that these events will occur. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of InterOil, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include in particular assumptions, risks and uncertainties relating to the fact that the new credit facility will increase the availability of capital on a going-forward basis, the risk that a condition to closing of the proposed acquisition may not be satisfied (including obtaining required approval of InterOil shareholders and the required orders from the Yukon court with respect to the transaction), the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the contingent resource payment, the size of the resources in the Elk-Antelope field or any change in the estimate or calculation of such resource size, the outcome of the drilling of the Antelope-7 well, and other risk factors discussed in the Circular, InterOil's annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015, and under the heading "Factors Affecting Future Results" available through the "Investors" section on ExxonMobil's website and in Item 1A of ExxonMobil's 2015 Form 10-K. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws.

Legal Notice

None of the securities anticipated to be issued pursuant to the ExxonMobil transaction have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issued pursuant to the ExxonMobil transaction are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This document does not constitute an offer to sell or the solicitation of an offer to buy any securities.

There can be no assurance that the transaction with ExxonMobil will occur. The ExxonMobil transaction is subject to certain approvals and the fulfillment of certain conditions, and there can be no assurance that any such approvals will be obtained and/or any such conditions will be met.

SOURCE InterOil Corporation

SINGAPORE and PORT MORESBY, Papua New Guinea, Feb. 1, 2017 /PRNewswire/ -- InterOil Corporation (NYSE:IOC;POMSoX: IOC) today provided an update on the Antelope-7 side track appraisal well.

On December 22, 2016, InterOil announced that the initial Antelope-7 well had reached 2,127 meters (6,978 feet) measured depth below rotary table ("MDRT"). After encountering drilling difficulties in the Orubadi Formation, Total E&P PNG Limited ("Total"), the operator of Petroleum Retention License 15 ("PRL15") in the Gulf Province of Papua New Guinea commenced the Antelope-7 side track appraisal well.

On January 31, 2017, according to information provided by Total, the Antelope-7 side track appraisal well reached 1,980 meters (6,496 feet) MDRT and is drilling ahead in the Orubadi Formation.

The well is designed to provide structural control and reservoir definition on the field's western flank. It has a proposed total depth of around 2,300 meters (7,545 feet) MDRT and is located about 1.45 km west-south-west of Antelope-5.

InterOil holds a 36.5375% interest in the well. Total E&P PNG Limited has a 40.1275% interest, Oil Search has 22.8350%, and the remaining 0.5000% is held by minority parties.

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000sqkm. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

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Forward Looking Statements 

This media release includes "forward-looking statements" as defined in United States federal and Canadian securities laws. All statements, other than statements of historical facts, included in this release that address activities, events or developments that InterOil expects, believes or anticipates will or may occur in the future are forward-looking statements. These statements are based on our current beliefs as well as assumptions made by, and information currently available to the company. No assurances can be given however, that these events will occur. Actual results could differ, and the difference may be material and adverse to the company and its shareholders. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the company, which may cause our actual results to differ materially from those implied or expressed by the forward-looking statements. Some of these factors include the risk factors discussed in the company's filings with the United States Securities and Exchange Commission and on SEDAR, including but not limited to those in the company's annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015. In particular, there is no established market for natural gas or gas condensate in Papua New Guinea and no guarantee that gas or gas condensate will ultimately be able to be extracted and sold commercially. All forward-looking statements are made as of the date of this press release and the fact that this press release remains available does not constitute a representation by InterOil that InterOil believes these forward-looking statements continue to be true as of any subsequent date. Actual results may vary materially from the expected results expressed in forward looking statements. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable securities laws. InterOil's forward-looking statements are expressly qualified in their entirety by this cautionary statement. Investors are urged to consider closely the disclosure in the company's Form 40-F, available from the company at www.interoil.com or from the SEC at www.sec.gov and its Annual Information Form available on SEDAR at www.sedar.com .

SOURCE InterOil Corporation

SINGAPORE and PORT MORESBY, Papua New Guinea, Jan. 30, 2017 /PRNewswire/ -- InterOil Corporation (NYSE: IOC; POMSoX: IOC) today urged shareholders to follow the recommendations of leading independent proxy advisory firms, Institutional Shareholder Services Inc. ("ISS"), and Glass Lewis & Co. ("Glass Lewis"), by voting FOR the proposed transaction with Exxon Mobil Corporation (NYSE: XOM) in connection with the upcoming Special Meeting scheduled for February 14, 2017. To be counted, all proxies must be received by 12:00 PM ET on February 10, 2017.

In its January 27, 2017 report, ISS stated:^*

"A vote FOR the proposed arrangement is warranted based on a review of the terms of the transaction, in particular, the reasonable strategic rationale, the superior transaction terms (compared to the Oil Search agreement), and the improved disclosure and transaction review process. It appears that the board conducted an adequate strategic review process that resulted in significant disclosure improvements and that addressed concerns raised by the Court of Appeal."

In its January 27, 2017 report, Glass Lewis stated:*

"The board received a new fairness opinion in connection with the Amended Arrangement that provides meaningful disclosure and indicates that the proposed consideration appears favorable relative to the implied value of the Company as derived in discounted cash flows and precedent transactions analyses. The proposed consideration also implies a significant premium to the unaffected closing price of InterOil shares prior to announcement that the Company had agreed to be acquired by Oil Search. Based on the forgoing factors and the support of the board, we believe the proposed transaction is in the best interests of shareholders."

Additional information regarding the value-creating transaction with ExxonMobil and the Board's recommendation for the Special Meeting can be found at www.interoil.com/exxonmobil-transaction, or in InterOil's filings on www.sedar.com and www.sec.gov.

VOTE TODAY

Shareholders are encouraged to vote FOR the ExxonMobil transaction TODAY, but no later than the deadline, online at www.proxyvote.com, by telephone at 1-800-454-8683 in the U.S. or 1-800-474-7493 in Canada or by completing, signing and dating the proxy they previously received in the mail and returning it in the postage-paid envelope by 12:00PM ET on February 10, 2017.

For assistance, contact Mackenzie Partners, Inc. at U.S. (800) 322-2885 and International +1 (212) 929-5500, or iocproxy@mackenziepartners.com.

About InterOil
InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000sqkm. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

Investor Contacts

Media Contacts

Forward Looking Statements

This communication includes "forward-looking statements". All statements, other than statements of historical facts, included in this communication are forward-looking statements. Such forward-looking statements may include, without limitation, statements regarding the pending transaction with ExxonMobil, the holding of the Meeting and the timing of such Meeting, the timing to consummate the proposed transaction with ExxonMobil, the ability to satisfy the conditions to consummation of the proposed transaction (including, but not limited to, approval by InterOil shareholders and the required approvals from the Yukon courts), the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the contingent resource payment. These statements are based on the current belief of InterOil, as well as assumptions made by, and information currently available to InterOil. No assurances can be given however, that these events will occur. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of InterOil, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include in particular assumptions, risks and uncertainties relating to the risk that a condition to closing of the proposed acquisition may not be satisfied (including obtaining required approval of InterOil shareholders and the required orders from the Yukon court with respect to the transaction), the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the contingent resource payment, the size of the resources in the Elk-Antelope field or any change in the estimate or calculation of such resource size, the outcome of the drilling of the Antelope-7 well, and other risk factors discussed in the Circular, InterOil's annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015, and under the heading "Factors Affecting Future Results" available through the "Investors" section on ExxonMobil's website and in Item 1A of ExxonMobil's 2015 Form 10-K. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws.

Legal Notice

None of the securities anticipated to be issued pursuant to the ExxonMobil transaction have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issued pursuant to the ExxonMobil transaction are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This document does not constitute an offer to sell or the solicitation of an offer to buy any securities.

There can be no assurance that the transaction with ExxonMobil will occur. The ExxonMobil transaction is subject to certain approvals and the fulfillment of certain conditions, and there can be no assurance that any such approvals will be obtained and/or any such conditions will be met.

* Permission to use quotations neither sought nor obtained

SOURCE InterOil Corporation

Urges Shareholders to Vote FOR the Value-Creating Transaction with ExxonMobil

Special Meeting scheduled for February 14, 2017

SINGAPORE and PORT MORESBY, Papua New Guinea, Jan. 16, 2017 /PRNewswire/ -- InterOil Corporation (NYSE: IOC, POMSox: IOC) today announced that it has filed and commenced mailing a management information circular (the "Circular") in relation to the proposed transaction with Exxon Mobil Corporation (NYSE: XOM) ("ExxonMobil"). The special meeting of holders of InterOil's common shares, options and restricted share units (the "Meeting") to vote on the proposed transaction with ExxonMobil is scheduled to be held on February 14, 2017 in New York City. Shareholders of record as of January 10, 2017 will be entitled to vote at the Meeting.

To be counted, all proxies must be received by 12:00 PM ET on February 10, 2017.

If the requisite approval of InterOil's securityholders is obtained, InterOil will seek court approval of the transaction.  

InterOil Board Recommends Shareholders Vote FOR 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 ("the Committee") of the InterOil Board of Directors, the InterOil Board of Directors 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.

VOTE TODAY

Shareholders are encouraged to vote FOR the ExxonMobil transaction TODAY, but no later than the deadline, online at www.proxyvote.com, by telephone at 1-800-454-8683 in the U.S. or 1-800-474-7493 in Canada or by completing, signing and dating the enclosed proxy and returning it in the enclosed postage-paid envelope by 12:00PM ET on February 10, 2017.

For assistance, contact Mackenzie Partners, Inc. at U.S. (800) 322-2885 and International +1 (212) 929-5500, or iocproxy@mackenziepartners.com.

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000sqkm. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

Investor Contacts

Media Contacts

Forward Looking Statements

This communication includes "forward-looking statements". All statements, other than statements of historical facts, included in this communication are forward-looking statements. Such forward-looking statements may include, without limitation, statements regarding the pending transaction with ExxonMobil, the holding of the Meeting and the timing of such Meeting, the timing to consummate the proposed transaction with ExxonMobil, the ability to satisfy the conditions to consummation of the proposed transaction (including, but not limited to, approval by InterOil shareholders and the required approvals from the Yukon courts), the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the contingent resource payment. These statements are based on the current belief of InterOil, as well as assumptions made by, and information currently available to InterOil. No assurances can be given however, that these events will occur. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of InterOil, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include in particular assumptions, risks and uncertainties relating to the risk that a condition to closing of the proposed acquisition may not be satisfied (including obtaining required approval of InterOil shareholders and the required orders from the Yukon court with respect to the transaction), the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the contingent resource payment, the size of the resources in the Elk-Antelope field or any change in the estimate or calculation of such resource size, the outcome of the drilling of the Antelope-7 well, and other risk factors discussed in the Circular, InterOil's annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015, and under the heading "Factors Affecting Future Results" available through the "Investors" section on ExxonMobil's website and in Item 1A of ExxonMobil's 2015 Form 10-K. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws.

Legal Notice

None of the securities anticipated to be issued pursuant to the ExxonMobil transaction have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issued pursuant to the ExxonMobil transaction are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This document does not constitute an offer to sell or the solicitation of an offer to buy any securities.

There can be no assurance that the transaction with ExxonMobil will occur. The ExxonMobil transaction is subject to certain approvals and the fulfillment of certain conditions, and there can be no assurance that any such approvals will be obtained and/or any such conditions will be met.

SOURCE InterOil Corporation

SINGAPORE and PORT MORESBY, Papua New Guinea, Dec. 22, 2016 /PRNewswire/ -- InterOil Corporation (NYSE: IOC;POMSoX: IOC) today announced that according to information provided by Total E&P PNG Limited ("Total"), the operator of Petroleum Retention License 15 ("PRL15") in the Gulf Province of Papua New Guinea, the Antelope-7 appraisal well has now reached 2,127 meters (6,978 feet) measured depth below rotary table (MDRT) and has not intersected the Antelope reservoir.

The well is designed to provide structural control and reservoir definition on the field's western flank. It has a proposed total depth of around 2,300 meters (7,545 feet) MDRT and is located about 1.45 km west-south-west of Antelope-5.

InterOil holds a 36.5375% interest in the well. Total E&P PNG Limited has a 40.1275% interest, Oil Search has 22.8350%, and the remaining 0.5000% is held by minority parties.

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000sqkm. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

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Forward Looking Statements 

This media release includes "forward-looking statements" as defined in United States federal and Canadian securities laws. All statements, other than statements of historical facts, included in this release that address activities, events or developments that InterOil expects, believes or anticipates will or may occur in the future are forward-looking statements. These statements are based on our current beliefs as well as assumptions made by, and information currently available to the company. No assurances can be given however, that these events will occur. Actual results could differ, and the difference may be material and adverse to the company and its shareholders. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the company, which may cause our actual results to differ materially from those implied or expressed by the forward-looking statements. Some of these factors include the risk factors discussed in the company's filings with the United States Securities and Exchange Commission and on SEDAR, including but not limited to those in the company's annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015. In particular, there is no established market for natural gas or gas condensate in Papua New Guinea and no guarantee that gas or gas condensate will ultimately be able to be extracted and sold commercially. All forward-looking statements are made as of the date of this press release and the fact that this press release remains available does not constitute a representation by InterOil that InterOil believes these forward-looking statements continue to be true as of any subsequent date. Actual results may vary materially from the expected results expressed in forward looking statements. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable securities laws. InterOil's forward-looking statements are expressly qualified in their entirety by this cautionary statement. Investors are urged to consider closely the disclosure in the company's Form 40-F, available from the company at www.interoil.com or from the SEC at www.sec.gov and its Annual Information Form available on SEDAR at www.sedar.com.

SOURCE InterOil Corporation

- Independent Transaction Committee Unanimously Recommends and Board approves ExxonMobil Transaction

- InterOil Enters into Amended and Restated Arrangement Agreement with ExxonMobil

- Company Expects to Mail Revised MIC in Mid-January 2017

- New Record Date Set for January 10, 2017 for Shareholder Meeting Anticipated in Mid-February 2017

- New Outside Date Set for March 31, 2017

SINGAPORE and PORT MORESBY, Papua New Guinea, Dec. 15, 2016 /PRNewswire/ -- InterOil Corporation (NYSE: IOC, POMSox: IOC) today provided an update on the transaction with Exxon Mobil Corporation (NYSE: XOM).

Amended and Restated Arrangement Agreement

InterOil and ExxonMobil have entered into an Amended and Restated Arrangement Agreement (the "Amended Agreement"), which among other items, extends the outside date of the transaction to March 31, 2017. 

Under the terms of the Amended Agreement:

• ExxonMobil has agreed to purchase all issued and outstanding common shares of InterOil for consideration consisting of US$45.00 per share payable in ExxonMobil shares and a contingent resource payment ("CRP").  This is consistent with the consideration provided for under the Arrangement Agreement entered into by InterOil and ExxonMobil on July 21, 2016.   
• The CRP will provide for an additional cash payment of approximately $7.07 per InterOil share for each trillion cubic feet equivalent (tcfe) gross resource certification of the Elk-Antelope field above 6.2 tcfe, up to a cap of 11 tcfe of certified resource. This is an increase from the July Arrangement Agreement, which was capped at 10 tcfe, representing an increase in total potential consideration to approximately $78.94 per InterOil share from approximately $71.87 per share.
• The termination fee that may become payable by the Company in certain circumstances has been increased from $67 million to $100 million.

"We are pleased to have reached an agreement with ExxonMobil on the transaction, giving our shareholders a chance to consider and benefit from the compelling potential value offered by the transaction," said Chris Finlayson, Chairman of InterOil. "We are now focusing on obtaining the necessary approvals to complete the transaction. We believe this transaction is in the best interests of InterOil and its shareholders, as it provides InterOil shareholders a material and immediate premium for their shares, as well as a potential direct cash payment through a CRP."

Transaction Committee of Board Completes Comprehensive Review

Further to InterOil's announcement on December 13, 2016, InterOil's Independent Transaction Committee ("the Committee"), consisting of four independent and experienced directors of InterOil, has undertaken a detailed and thorough review process to consider whether it is in the best interests of InterOil to proceed with the ExxonMobil transaction, and to ensure that the procedural and substantive aspects of the transaction are responsive to commentary from the Yukon court, relating to approval of the transaction.

To assist in this process, the Committee retained independent legal counsel, Fasken Martineau DuMoulin LLP, to provide transactional and corporate governance advice and engaged BMO Capital Markets ("BMO"), an independent financial advisor, to provide a detailed fairness opinion on a fixed-fee basis. BMO has delivered to the Committee and the InterOil board a fairness opinion stating that based upon and subject to the various assumptions, limitations and qualifications set out in such fairness opinion, and as of the date of such opinion, the consideration to be received by the InterOil shareholders pursuant to the Amended Arrangement is fair, from a financial point of view, to the InterOil shareholders. The fixed fee was paid to BMO immediately following the delivery of the opinion, and was not contingent on the conclusion reached in the opinion, the entry into of the Amended Agreement with ExxonMobil or the completion of the transaction.

The Committee also oversaw the engagement of GLJ Petroleum Consultants Ltd ("GLJ"), an independent qualified reserves evaluator, to provide an update to its Contingent Resource estimates for the Elk-Antelope field to include the results of the Antelope-6 appraisal well which was completed in 2016. GLJ's updated estimates for the gross unrisked Contingent Resources for the Elk-Antelope field are a low estimate of 6.83 tcfe (1C), a best estimate of 7.80 tcfe (2C) and a high estimate of 8.95 tcfe (3C). The GLJ updated estimates do not include results from the Antelope-7 appraisal well which is currently drilling.

The GLJ updated estimates, along with other recent publically disclosed independent estimates, were reviewed by BMO in connection with rendering its fairness opinion.

The Committee's unanimous conclusion and recommendation to the InterOil Board, and the subsequent determination of the entire InterOil Board, is that the proposed transaction is in the best interests of InterOil (considering the interests of all affected stakeholders) and that the consideration to be received by shareholders is fair to shareholders. Additional details regarding the review process followed by InterOil and the Committee will be set forth in a forthcoming management information circular.

"After a thorough review process, consultation with our own independent advisors and careful consideration of available options, including remaining as a standalone company, the Committee has recommended, and the board of directors has unanimously approved, the new Amended and Restated Arrangement Agreement with ExxonMobil," said Dr. William Ellis Armstrong, Chairman of the Committee. "We believe that the proposed transaction with ExxonMobil is in the best interests of InterOil and its shareholders."

Pathway to completion

Based on the anticipated timing of the interim order hearing, InterOil expects to mail a management information circular relating to a special meeting to vote on the ExxonMobil transaction in mid-January 2017, and anticipates that the meeting will be scheduled for mid-February 2017.

To accommodate this schedule, the InterOil Board has set a new Record Date of January 10, 2017. Holders of record of InterOil's common shares, options and restricted share units at the close of business on January 10, 2017 will be entitled to vote at the special meeting.

In recognition of this new timetable InterOil and ExxonMobil have agreed to extend the outside date for completion of the transaction to March 31, 2017. Either party has the right to further extend the outside date to May 31, 2017 if conditions to closing have been satisfied other than those relating to receipt of a final order from the Yukon court.

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000sqkm. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

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Forward Looking Statements

This communication includes "forward-looking statements". All statements, other than statements of historical facts, included in this communication are forward-looking statements. Such forward-looking statements may include, without limitation, statements regarding the pending transaction with ExxonMobil, the timing to consummate the proposed transaction with ExxonMobil, the ability to satisfy the conditions to consummation of the proposed transaction (including, but not limited to, approval by InterOil shareholders and the required approvals from the Yukon courts), the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the CRP, and the timing of mailing of a management information circular or of scheduling or holding a shareholder meeting relating to the proposed transaction. These statements are based on the current belief of InterOil, as well as assumptions made by, and information currently available to InterOil. No assurances can be given however, that these events will occur. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of InterOil, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include in particular assumptions, risks and uncertainties relating to the risk that a condition to closing of the proposed acquisition may not be satisfied (including obtaining required approval of InterOil shareholders and the required orders from the Yukon court with respect to the transaction), the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the CRP, the size of the resources in the Elk-Antelope field or any change in the estimate or calculation of such resource size, the outcome of the drilling of the Antelope-7 well, and other risk factors discussed in InterOil's management information circular dated August 16, 2016, its annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015, and under the heading "Factors Affecting Future Results" available through the "Investors" section on ExxonMobil's website and in Item 1A of ExxonMobil's 2015 Form 10-K. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws. References to gas resources in this release may include amounts that ExxonMobil or InterOil believe will ultimately be produced but that are not yet classified as "proved reserves" under U.S. SEC definitions.  

Disclosure of Oil and Gas Information

Trillion cubic feet equivalent (tcfe) may be misleading, particularly if used in isolation. A tcfe conversion ratio of one barrel of oil to six thousand cubic feet of gas is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead. Well test results should be considered as preliminary. Well log interpretations indicating gas accumulations are not necessarily indicative of future production or ultimate recovery. This press release contains estimates of Contingent Resources in the Elk-Antelope fields covered by the Petroleum Retention Licence (PRL) 15 in Papua New Guinea. Contingent Resources are not, and should not be confused with, gas reserves. InterOil owns a 36.5375% interest in the PRL 15 license (post-government back-in right). Estimates of the Contingent Resources in this press release are based upon a report effective November 30, 2016 prepared by GLJ, an independent qualified reserves evaluator. The report was prepared in accordance with the Canadian Oil and Gas Evaluation Handbook (the "COGE Handbook"). The Contingent Resources referred to in this press release have been classified as conventional natural gas and natural gas liquids. Contingent Resources are those quantities of natural gas and condensate estimated, as of a given date, to be potentially recoverable from known accumulations using established technology or technology under development, but which are not currently considered to be commercially recoverable due to one or more contingencies. The economic status of the resources is undetermined and there is no certainty that it will be commercially viable to produce any portion of the resources. There is no certainty that the Contingent Resources in the Elk-Antelope fields will be commercially viable to produce any portion of the resources and it should be noted that it is not certain that all fields / accumulations set herein will progress to reserves. Criteria other than economics may require that the Contingent Resources in the Elk-Antelope fields be classified as Contingent Resources rather than reserves. Contingencies affecting the classification as reserves versus Contingent Resources relate to the following issues as detailed in the COGE Handbook: ownership considerations, drilling requirements, testing requirements, regulatory considerations, infrastructure and market considerations, timing of production and development, and economic requirements.

The following classification of Contingent Resources are used in this press release:

• Low Estimate (or 1C) means there is at least a 90 percent probability (P90) that the quantities actually recovered will equal or exceed the low estimate.
• Best Estimate (or 2C) means there is at least a 50 percent probability (P50) that the quantities actually recovered will equal or exceed the best estimate.
• High Estimate (or 3C) means there is at least a 10 percent probability (P10) that the quantities actually recovered will equal or exceed the high estimate.

The estimates of Contingent Resources provided in this press release are estimates only and there is no guarantee that the estimated Contingent Resources will be recovered. Actual Contingent Resources may be greater than or less than the estimates provided in this in this press release and the differences may be material. There is no assurance that the forecast price and cost assumptions applied by GLJ in evaluating the Contingent Resources in Elk-Antelope fields will be attained and variances could be material. There is also uncertainty that it will be commercially viable to produce any part of the Contingent Resources. For a discussion of the project evaluation scenario, economics status and maturity subclass as well as the chance and development of Contingent Resources evaluated pursuant to GLJ's report on the Elk-Antelope fields see Schedule A to InterOil's Annual Information Form for the year ended December 31, 2015 which is available on www.interoil.com or from the SEC at www.sec.gov or on SEDAR at www.sedar.com. Although the report of GLJ that is attached to Schedule A of InterOil's Annual Information Form for the year ended December 31, 2015 is different than the report of GLJ referred to in this press release, there have been no material changes to the project evaluation scenario, economics status and maturity subclass, or the chance and development of Contingent Resources in the Elk-Antelope gas fields. The operator of the joint venture project in the Elk-Antelope gas fields, Total S.A., estimates that the timeline for development of a liquefied natural gas project in the Elk-Antelope gas fields would include final investment decision in relation to the project in 2019 and first production in 2023 (assuming the project proceeds).

Legal Notice

None of the securities anticipated to be issued pursuant to the ExxonMobil transaction have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issued pursuant to the ExxonMobil transaction are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This document does not constitute an offer to sell or the solicitation of an offer to buy any securities.

There can be no assurance that the transaction with ExxonMobil will occur. The ExxonMobil transaction is subject to certain approvals and the fulfillment of certain conditions, and there can be no assurance that any such approvals will be obtained and/or any such conditions will be met.

SOURCE InterOil Corporation

SINGAPORE and PORT MORESBY, Papua New Guinea, Dec. 13, 2016 /PRNewswire/ -- InterOil Corporation (NYSE: IOC, POMSox: IOC) today provided an update on the transaction with Exxon Mobil Corporation (NYSE: XOM).

Following the previously announced decision by the Court of Appeal of Yukon to allow an appeal lodged by Phil Mulacek, InterOil's Independent Transaction Committee ("the Committee"), consisting of four independent and experienced directors of InterOil, are undertaking a detailed and thorough review process relating to the proposed transaction, with the support of independent legal counsel and BMO Capital Markets, an independent financial advisor.

To accommodate the new review process, ExxonMobil and InterOil have agreed to extend the outside date of the current Arrangement Agreement to the close of business on Wednesday, December 21, 2016 (New York time).

Dr. William Ellis Armstrong, Chairman of the Committee said, "We are pleased to have reached an agreement with ExxonMobil to extend the outside date and expect to be in a position to update shareholders on the progress of our deliberations shortly."

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000sqkm. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

Investor Contacts

Media Contacts

Forward Looking Statements

This communication includes "forward-looking statements". All statements, other than statements of historical facts, included in this communication are forward-looking statements. Such forward-looking statements may include, without limitation, statements regarding the pending transaction with ExxonMobil, the timing to consummate the proposed transaction with ExxonMobil, the ability to satisfy the conditions to consummation of the proposed transaction (including, but not limited to, approval by InterOil shareholders and the required approvals from the Yukon courts), the outcome of the Transaction Committee process or the content of any recommendation by the Transaction Committee to the Board, the outcome of any action by the InterOil Board, and whether ExxonMobil and InterOil will reach any agreement to further amend the outside termination date of the transaction or otherwise amend any of the terms of the proposed transaction. These statements are based on the current belief of InterOil, as well as assumptions made by, and information currently available to InterOil. No assurances can be given however, that these events will occur. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of InterOil, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include in particular assumptions, risks and uncertainties relating to the outcome of the Transaction Committee process, the content of any recommendation by the Transaction Committee to the Board, the outcome of any action by the InterOil Board, whether InterOil and ExxonMobil will reach any agreement regarding any amendments to the existing transaction agreement, whether the existing transaction agreement will be terminated and other risk factors discussed in InterOil's management information circular dated August 16, 2016, its annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015, and under the heading "Factors Affecting Future Results" available through the "Investors" section on ExxonMobil's website and in Item 1A of ExxonMobil's 2015 Form 10-K. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws. References to gas resources in this release may include amounts that ExxonMobil or InterOil believe will ultimately be produced but that are not yet classified as "proved reserves" under U.S. SEC definitions.  

Legal Notice

None of the securities anticipated to be issued pursuant to the ExxonMobil transaction have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issued pursuant to the ExxonMobil transaction are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This document does not constitute an offer to sell or the solicitation of an offer to buy any securities.

There can be no assurance that the transaction with ExxonMobil will occur. The ExxonMobil transaction is subject to certain approvals and the fulfillment of certain conditions, and there can be no assurance that any such approvals will be obtained and/or any such conditions will be met.

SOURCE InterOil Corporation

SINGAPORE and PORT MORESBY, Papua New Guinea, Nov. 8, 2016 /PRNewswire/ -- InterOil Corporation (NYSE, POMSoX: IOC) today announced it will release its financial and operating results for the third quarter of 2016 before the market opens for trading on November 14, 2016. In light of the pending transaction with ExxonMobil Corporation (NYSE: XOM), InterOil will not hold a conference call in connection with the release of its quarterly results.

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000sqkm. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

Investor Contacts

Media Contacts

Forward Looking Statements

This communication includes "forward-looking statements". All statements, other than statements of historical facts, included in this communication are forward-looking statements. Such forward-looking statements may include, without limitation, statements regarding the pending transaction with ExxonMobil, the timing to consummate the proposed transaction with ExxonMobil, the ability to satisfy the conditions to consummation of the proposed transaction, and the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the CRP. These statements are based on the current belief of InterOil, as well as assumptions made by, and information currently available to InterOil. No assurances can be given however, that these events will occur. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of InterOil, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include in particular assumptions, risks and uncertainties relating to the risk that a condition to closing of the proposed acquisition may not be satisfied, any ability of InterOil to agree with ExxonMobil on an extension of the outside date under the arrangement agreement, the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the CRP and other risk factors discussed in InterOil's management information circular dated August 16, 2016, its annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015, and under the heading "Factors Affecting Future Results" available through the "Investors" section on ExxonMobil's website and in Item 1A of ExxonMobil's 2015 Form 10-K. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws. References to gas resources in this release may include amounts that ExxonMobil or InterOil believe will ultimately be produced but that are not yet classified as "proved reserves" under U.S. SEC definitions. 

Legal Notice

None of the securities anticipated to be issued pursuant to the ExxonMobil transaction have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issued pursuant to the ExxonMobil transaction are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This document does not constitute an offer to sell or the solicitation of an offer to buy any securities.

There can be no assurance that the transaction with ExxonMobil will occur. The ExxonMobil transaction is subject to certain approvals and the fulfillment of certain conditions, and there can be no assurance that any such approvals will be obtained and/or any such conditions will be met.

SOURCE InterOil Corporation

SINGAPORE and PORT MORESBY, Papua New Guinea, Nov. 7, 2016 /PRNewswire/ -- InterOil Corporation (NYSE: IOC, POMSox: IOC) today provided an update on the ExxonMobil Transaction. On November 4, 2016, the Court of Appeal of Yukon allowed the appeal lodged by Phil Mulacek and overturned the Supreme Court of Yukon's approval of the pending transaction with Exxon Mobil Corporation (NYSE: XOM) on October 7, 2016.

Chris Finlayson, Chairman of InterOil said: 'Despite this disappointing ruling, we're pleased that ExxonMobil has advised that they remain fully supportive of the transaction as InterOil works through the issues raised by the Court.'

InterOil is in discussions with ExxonMobil with respect to extending the outside date.

InterOil is also considering options to file for leave to appeal to the Supreme Court of Canada.

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000sqkm. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

Investor Contacts

Media Contacts

Forward Looking Statements

This communication includes "forward-looking statements". All statements, other than statements of historical facts, included in this communication are forward-looking statements. Such forward-looking statements may include, without limitation, statements regarding the pending transaction with ExxonMobil, the timing to consummate the proposed transaction with ExxonMobil, the ability to satisfy the conditions to consummation of the proposed transaction, and the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the CRP. These statements are based on the current belief of InterOil, as well as assumptions made by, and information currently available to InterOil. No assurances can be given however, that these events will occur. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of InterOil, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include in particular assumptions, risks and uncertainties relating to the risk that a condition to closing of the proposed acquisition may not be satisfied, any ability of InterOil to agree with ExxonMobil on an extension of the outside date under the arrangement agreement, the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the CRP and other risk factors discussed in InterOil's management information circular dated August 16, 2016, its annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015, and under the heading "Factors Affecting Future Results" available through the "Investors" section on ExxonMobil's website and in Item 1A of ExxonMobil's 2015 Form 10-K. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws. References to gas resources in this release may include amounts that ExxonMobil or InterOil believe will ultimately be produced but that are not yet classified as "proved reserves" under U.S. SEC definitions.  

Legal Notice

None of the securities anticipated to be issued pursuant to the ExxonMobil transaction have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issued pursuant to the ExxonMobil transaction are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This document does not constitute an offer to sell or the solicitation of an offer to buy any securities.

There can be no assurance that the transaction with ExxonMobil will occur. The ExxonMobil transaction is subject to certain approvals and the fulfillment of certain conditions, and there can be no assurance that any such approvals will be obtained and/or any such conditions will be met.

SOURCE InterOil Corporation

SINGAPORE and PORT MORESBY, Papua New Guinea, Nov. 4, 2016 /PRNewswire/ -- InterOil Corporation (NYSE: IOC, POMSox: IOC) today announced that the Court of Appeal of Yukon has upheld the appeal lodged by Phil Mulacek and overturned the Supreme Court of Yukon's approval of the pending transaction with Exxon Mobil Corporation (NYSE: XOM) on October 7, 2016.

InterOil continues to believe that the current Arrangement Agreement represents compelling value for all InterOil shareholders. InterOil and ExxonMobil are considering the court's ruling and determining a path to closing the transaction.

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000sqkm. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

Investor Contacts

Media Contacts

Forward Looking Statements

This communication includes "forward-looking statements". All statements, other than statements of historical facts, included in this communication are forward-looking statements. Such forward-looking statements may include, without limitation, statements regarding the pending transaction with ExxonMobil, the timing to consummate the proposed transaction with ExxonMobil, the ability to satisfy the conditions to consummation of the proposed transaction, and the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the CRP. These statements are based on the current belief of InterOil, as well as assumptions made by, and information currently available to InterOil. No assurances can be given however, that these events will occur. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of InterOil, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include in particular assumptions, risks and uncertainties relating to the risk that a condition to closing of the proposed acquisition may not be satisfied, the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the CRP and other risk factors discussed in InterOil's management information circular dated August 16, 2016, its annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015, and under the heading "Factors Affecting Future Results" available through the "Investors" section on ExxonMobil's website and in Item 1A of ExxonMobil's 2015 Form 10-K. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws. References to gas resources in this release may include amounts that ExxonMobil or InterOil believe will ultimately be produced but that are not yet classified as "proved reserves" under U.S. SEC definitions.  

Legal Notice

None of the securities anticipated to be issued pursuant to the ExxonMobil transaction have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issued pursuant to the ExxonMobil transaction are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This document does not constitute an offer to sell or the solicitation of an offer to buy any securities.

There can be no assurance that the transaction with ExxonMobil will occur. The ExxonMobil transaction is subject to certain approvals and the fulfillment of certain conditions, and there can be no assurance that any such approvals will be obtained and/or any such conditions will be met.

SOURCE InterOil Corporation

SINGAPORE and PORT MORESBY, Papua New Guinea, Nov. 2, 2016 /PRNewswire/ -- InterOil Corporation (NYSE: IOC; POMSoX:IOC) has been advised by Total E&P PNG Limited, operator of Petroleum Retention License 15 in the Gulf Province of Papua New Guinea, that it has begun drilling the Antelope-7 appraisal well.

The well is designed to provide structural control and reservoir definition on the field's western flank. It has a proposed total depth of around 2,300 meters (7,545 feet) true vertical depth below rotary table and is located about 1.45 km west-south-west of Antelope-5.

InterOil holds a 36.5375% interest in the well. Total E&P PNG Limited has a 40.1275% interest, Oil Search has 22.8350%, and the remaining 0.5000% is held by minority parties.

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000sqkm. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

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Forward Looking Statements

This media release includes "forward-looking statements" as defined in United States federal and Canadian securities laws. All statements, other than statements of historical facts, included in this release that address activities, events or developments that InterOil expects, believes or anticipates will or may occur in the future are forward-looking statements. These statements are based on our current beliefs as well as assumptions made by, and information currently available to the company. No assurances can be given however, that these events will occur. Actual results could differ, and the difference may be material and adverse to the company and its shareholders. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the company, which may cause our actual results to differ materially from those implied or expressed by the forward-looking statements. Some of these factors include the risk factors discussed in the company's filings with the United States Securities and Exchange Commission and on SEDAR, including but not limited to those in the company's annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015. In particular, there is no established market for natural gas or gas condensate in Papua New Guinea and no guarantee that gas or gas condensate will ultimately be able to be extracted and sold commercially. All forward-looking statements are made as of the date of this press release and the fact that this press release remains available does not constitute a representation by InterOil that InterOIl believes these forward-looking statements continue to be true as of any subsequent date. Actual results may vary materially from the expected results expressed in forward looking statements. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable securities laws. InterOil's forward-looking statements are expressly qualified in their entirety by this cautionary statement.

Investors are urged to consider closely the disclosure in the company's Form 40-F, available from the company at www.interoil.com or from the SEC at www.sec.gov and its Annual Information Form available on SEDAR at www.sedar.com.

SOURCE InterOil Corporation

SINGAPORE and PORT MORESBY, Papua New Guinea, Oct. 20, 2016 /PRNewswire/ -- InterOil Corporation (NYSE: IOC, POMSox: IOC) today provided an update on the court approval process regarding the pending transaction with Exxon Mobil Corporation (NYSE: XOM). Today, the Court of Appeal of the Yukon has accommodated an expedited hearing with respect to the appeal lodged by Phil Mulacek, which is scheduled to be heard on October 31, 2016. 

In addition, the Court of Appeal of Yukon granted a stay of the Supreme Court of Yukon's order approving the transaction, pending the hearing.   

InterOil continues to believe that the transaction represents compelling value for all InterOil shareholders and will vigorously oppose Mr Mulacek's appeal. InterOil and ExxonMobil intend to close the transaction promptly following receipt of a favorable resolution.

As previously announced, the Supreme Court of Yukon approved the transaction on October 7, 2016,  finding that it is fair and reasonable.

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000sqkm. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

Investor Contacts

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Forward Looking Statements

This communication includes "forward-looking statements". All statements, other than statements of historical facts, included in this communication are forward-looking statements.  Such forward-looking statements may include, without limitation, statements regarding the pending transaction with ExxonMobil, the timing to consummate the proposed transaction with ExxonMobil, the ability to satisfy the conditions to consummation of the proposed transaction, and the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the CRP.  These statements are based on the current belief of InterOil, as well as assumptions made by, and information currently available to InterOil.  No assurances can be given however, that these events will occur.  Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of InterOil, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include in particular assumptions, risks and uncertainties relating to the risk that a condition to closing of the proposed acquisition may not be satisfied, the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the CRP and other risk factors discussed in InterOil's management information circular dated August 16, 2016, its annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015, and under the heading "Factors Affecting Future Results" available through the "Investors" section on ExxonMobil's website and in Item 1A of ExxonMobil's 2015 Form 10-K. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws. References to gas resources in this release may include amounts that ExxonMobil or InterOil believe will ultimately be produced but that are not yet classified as "proved reserves" under U.S. SEC definitions. 

Legal Notice

None of the securities anticipated to be issued pursuant to the ExxonMobil transaction have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issued pursuant to the ExxonMobil transaction are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This document does not constitute an offer to sell or the solicitation of an offer to buy any securities.

There can be no assurance that the transaction with ExxonMobil will occur. The ExxonMobil transaction is subject to certain approvals and the fulfillment of certain conditions, and there can be no assurance that any such approvals will be obtained and/or any such conditions will be met.

SOURCE InterOil Corporation

SINGAPORE and PORT MORESBY, Papua New Guinea, Oct. 10, 2016 /PRNewswire/ -- InterOil Corporation (NYSE: IOC, POMSox: IOC) today announced that, after the close of business on October 7, 2016, the Supreme Court of Yukon approved the pending transaction ("the transaction") with Exxon Mobil Corporation (NYSE: XOM), including finding that the transaction is fair and reasonable. The decision of the Supreme Court of Yukon followed a contested hearing held on September 27, 2016.

Phil Mulacek, who contested the transaction at the previous court hearing, has filed a notice of appeal and requested a stay of the Supreme Court's decision pending such appeal. InterOil intends to seek to have any appeal heard on an expedited basis, and InterOil and ExxonMobil intend to close the transaction promptly following receipt of a favorable resolution.

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000sqkm. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

Investor Contacts

Media Contacts

Forward Looking Statements

This communication includes "forward-looking statements". All statements, other than statements of historical facts, included in this communication are forward-looking statements.  Such forward-looking statements may include, without limitation, statements regarding the pending transaction with ExxonMobil, the timing to consummate the proposed transaction with ExxonMobil, the ability to satisfy the conditions to consummation of the proposed transaction, and the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the CRP.  These statements are based on the current belief of InterOil, as well as assumptions made by, and information currently available to InterOil.  No assurances can be given however, that these events will occur.  Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of InterOil, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include in particular assumptions, risks and uncertainties relating to the risk that a condition to closing of the proposed acquisition may not be satisfied, the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the CRP and other risk factors discussed in InterOil's management information circular dated August 16, 2016, its annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015, and under the heading "Factors Affecting Future Results" available through the "Investors" section on ExxonMobil's website and in Item 1A of ExxonMobil's 2015 Form 10-K. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws. References to gas resources in this release may include amounts that ExxonMobil or InterOil believe will ultimately be produced but that are not yet classified as "proved reserves" under U.S. SEC definitions. 

Legal Notice

None of the securities anticipated to be issued pursuant to the ExxonMobil transaction have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issued pursuant to the ExxonMobil transaction are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This document does not constitute an offer to sell or the solicitation of an offer to buy any securities.

There can be no assurance that the transaction with ExxonMobil will occur. The ExxonMobil transaction is subject to certain approvals and the fulfillment of certain conditions, and there can be no assurance that any such approvals will be obtained and/or any such conditions will be met.

SOURCE InterOil Corporation

SINGAPORE and PORT MORESBY, Papua New Guinea, Sept. 28, 2016 /PRNewswire/ -- InterOil Corporation (NYSE: IOC, POMSox: IOC) today provided the following update regarding InterOil's pending transaction with Exxon Mobil Corporation (NYSE: XOM) ("the transaction"):

As previously disclosed, the closing of the transaction with ExxonMobil requires a final order from the Supreme Court of Yukon. The hearing was held on September 27 and the court is considering the matter, including an objection filed by Phil Mulacek.

Completion of the transaction prior to the end of September would require issuance of a final order no later than the close of business on Thursday, September 29. ExxonMobil and InterOil intend to close the transaction promptly after the final order is obtained.

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000sqkm. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

Investor Contacts

Media Contacts

Forward Looking Statements

This communication includes "forward-looking statements". All statements, other than statements of historical facts, included in this communication are forward-looking statements.  Such forward-looking statements may include, without limitation, statements regarding the pending transaction with ExxonMobil, the timing to consummate the proposed transaction with ExxonMobil, the ability to satisfy the conditions to consummation of the proposed transaction, and the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the CRP.  These statements are based on the current belief of InterOil, as well as assumptions made by, and information currently available to InterOil.  No assurances can be given however, that these events will occur.  Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of InterOil, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include in particular assumptions, risks and uncertainties relating to the risk that a condition to closing of the proposed acquisition may not be satisfied, the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the CRP and other risk factors discussed in InterOil's management information circular dated August 16, 2016, its annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015, and under the heading "Factors Affecting Future Results" available through the "Investors" section on ExxonMobil's website and in Item 1A of ExxonMobil's 2015 Form 10-K. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws. References to gas resources in this release may include amounts that ExxonMobil or InterOil believe will ultimately be produced but that are not yet classified as "proved reserves" under U.S. SEC definitions. 

Legal Notice

None of the securities anticipated to be issued pursuant to the ExxonMobil transaction have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issued pursuant to the ExxonMobil transaction are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This document does not constitute an offer to sell or the solicitation of an offer to buy any securities.

There can be no assurance that the transaction with ExxonMobil will occur. The ExxonMobil transaction is subject to certain approvals and the fulfillment of certain conditions, and there can be no assurance that any such approvals will be obtained and/or any such conditions will be met.

SOURCE InterOil Corporation

SINGAPORE and PORT MORESBY, Papua New Guinea, Sept. 21, 2016 /PRNewswire/ -- InterOil Corporation (NYSE: IOC; POMSoX: IOC) today announced that at a Special Meeting held today, its shareholders overwhelmingly voted to approve the transaction with Exxon Mobil Corporation (NYSE: XOM). Of the votes cast at the Special Meeting, more than 80 percent were in favor of the proposed transaction.

"I would like to thank our shareholders for their overwhelming support for this value-creating transaction," said InterOil Chairman Chris Finlayson. "This transaction delivers shareholders a material and immediate premium, a potential direct cash payment based on the Elk-Antelope resource certification and exposure to future value through ownership of ExxonMobil shares. We look forward to continuing to work with ExxonMobil to satisfy the last required conditions and to completing the transaction promptly."

The transaction is expected to close by the end of September 2016.  InterOil intends to seek a final order with respect to the plan of arrangement at a hearing in the Supreme Court of Yukon, which is scheduled for September 27, 2016.

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000sqkm. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

Investor Contacts

Media Contacts

Forward Looking Statements

This communication includes "forward-looking statements". All statements, other than statements of historical facts, included in this communication are forward-looking statements.  Such forward-looking statements may include, without limitation, statements regarding the pending transaction with ExxonMobil, the timing to consummate the proposed transaction with ExxonMobil, the ability to satisfy the conditions to consummation of the proposed transaction, and the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the CRP.  These statements are based on the current belief of InterOil, as well as assumptions made by, and information currently available to InterOil.  No assurances can be given however, that these events will occur.  Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of InterOil, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include in particular assumptions, risks and uncertainties relating to the receipt of a final order from the Yukon court with respect to the transaction, the risk that a condition to closing of the proposed acquisition may not be satisfied, the risk that required approval for the proposed acquisition is not obtained or is obtained subject to conditions that are not anticipated, the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the CRP and other risk factors discussed in InterOil's management information circular dated August 16, 2016, its annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015, and under the heading "Factors Affecting Future Results" available through the "Investors" section on ExxonMobil's website and in Item 1A of ExxonMobil's 2015 Form 10-K. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws. References to gas resources in this release may include amounts that ExxonMobil or InterOil believe will ultimately be produced but that are not yet classified as "proved reserves" under U.S. SEC definitions. 

Legal Notice

None of the securities anticipated to be issued pursuant to the ExxonMobil transaction have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issued pursuant to the ExxonMobil transaction are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This document does not constitute an offer to sell or the solicitation of an offer to buy any securities.

There can be no assurance that the transaction with ExxonMobil will occur. The ExxonMobil transaction is subject to certain approvals and the fulfillment of certain conditions, and there can be no assurance that any such approvals will be obtained and/or any such conditions will be met. 

SOURCE InterOil Corporation

SINGAPORE and PORT MORESBY, Papua New Guinea, Sept. 13, 2016 /PRNewswire/ -- InterOil Corporation (NYSE: IOC; POMSoX: IOC) reminds shareholders that the deadline to vote by proxy for the proposed transaction with ExxonMobil Corporation (NYSE: XOM) (the "ExxonMobil Transaction") is Monday, September 19, 2016 at 12:00 p.m. ET. InterOil shareholders of record as of August 10, 2016 are entitled to vote on the transaction in connection with the Special Meeting that is scheduled to be held on September 21, 2016.

TIME IS SHORT -- VOTE "FOR" THE EXXONMOBIL TRANSACTION TODAY

• To be counted, all proxies must be received by 12:00 p.m. ET on Monday, September 19, 2016
• Vote online or by phone, following the instructions at http://www.interoil.com/exxonmobil-transaction/how-to-vote/     
• For assistance, contact Mackenzie Partners, Inc. at U.S. (800) 322-2885 and International +1 (212) 929-5500, or iocproxy@mackenziepartners.com
• Additional information is available at http://www.interoil.com/exxonmobil-transaction/  

InterOil's Board of Directors has recommended that InterOil shareholders vote "FOR" the ExxonMobil Transaction. The transaction is expected to close by the end of September 2016.

LEADING PROXY ADVISORY FIRMS ALL RECOMMEND
SHAREHOLDERS VOTE FOR THE TRANSACTION

The three leading proxy advisory firms, Institutional Shareholder Services, Glass Lewis & Co. and Egan-Jones Proxy Services have each recommended that InterOil shareholders vote in favor of the ExxonMobil Transaction. InterOil's Board urges shareholders to follow the unanimous recommendation of these proxy advisory firms and vote "FOR" the ExxonMobil Transaction TODAY.

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000sqkm. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

Additional information regarding the ExxonMobil transaction and the upcoming shareholder meeting can be found in InterOil's management information circular relating to the meeting, dated August 16, 2016 which is available at http://www.interoil.com/exxonmobil-transaction/ or with InterOil's filings on http://www.sedar.com and  http://www.sec.gov.

Investor Contacts

Media Contacts

Forward Looking Statements

This communication includes "forward-looking statements". All statements, other than statements of historical facts, included in this communication are forward-looking statements.  Such forward-looking statements may include, without limitation, statements regarding the pending transaction with ExxonMobil, the holding of the Special Meeting and the timing of such Special Meeting, the timing to consummate the proposed transaction with ExxonMobil, the ability to satisfy the conditions to consummation of the proposed transaction, and the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the CRP.  These statements are based on the current belief of InterOil, as well as assumptions made by, and information currently available to InterOil.  No assurances can be given however, that these events will occur.  Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of InterOil, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include in particular assumptions, risks and uncertainties relating to the receipt of a final order from the Yukon court with respect to the transaction, the risk that a condition to closing of the proposed acquisition may not be satisfied, the risk that shareholder or other required approval for the proposed acquisition is not obtained or is obtained subject to conditions that are not anticipated, the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the CRP and other risk factors discussed in InterOil's management information circular dated August 16, 2016, its annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015, and under the heading "Factors Affecting Future Results" available through the "Investors" section on ExxonMobil's website and in Item 1A of ExxonMobil's 2015 Form 10-K. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws. References to gas resources in this release may include amounts that ExxonMobil or InterOil believe will ultimately be produced but that are not yet classified as "proved reserves" under U.S. SEC definitions. 

Legal Notice

None of the securities anticipated to be issued pursuant to the ExxonMobil transaction have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issued pursuant to the ExxonMobil transaction are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This document does not constitute an offer to sell or the solicitation of an offer to buy any securities.

There can be no assurance that the transaction with ExxonMobil will occur. The ExxonMobil transaction is subject to certain approvals and the fulfillment of certain conditions, and there can be no assurance that any such approvals will be obtained and/or any such conditions will be met.

SOURCE InterOil Corporation

SINGAPORE and PORT MORESBY, Papua New Guinea, Sept. 1, 2016 /PRNewswire/ -- InterOil Corporation (NYSE: IOC; POMSoX: IOC) today announced that Institutional Shareholder Services Inc. ("ISS"), a leading independent proxy voting advisory firm, recommends that InterOil shareholders vote FOR the transaction with Exxon Mobil Corporation (NYSE: XOM) in connection with the upcoming Special Meeting scheduled for September 21, 2016.

The Company also sent a letter to shareholders, reminding them to vote today FOR the proposed transaction and that the deadline for votes to be received in order to count at the Special Meeting is September 19, 2016 at 12:00 PM ET.

The full text of the letter to shareholders follows:

*** Vote FOR the ExxonMobil Transaction Today ***

Dear InterOil Shareholders,

The Special Meeting to vote on InterOil's value-creating transaction with ExxonMobil is scheduled for September 21, 2016, and the deadline to vote is fast approaching. Our transaction with ExxonMobil provides shareholders a material and immediate premium for their shares, a potential direct cash payment through a Contingent Resource Payment ("CRP") and exposure to future value as a shareholder of ExxonMobil. 

On August 31, 2016, leading independent proxy voting advisory firm, Institutional Shareholder Services Inc. ("ISS"), issued a report recommending InterOil shareholders vote to approve the ExxonMobil transaction. Your Board urges you to follow ISS' recommendation and vote FOR the transaction TODAY.

Your vote counts and time is short:

• To be counted, all proxies must be received by 12:00 PM ET on September 19, 2016.
• Vote online or by phone following the instructions printed on the enclosed proxy card.
• For assistance, contact Mackenzie Partners, Inc. at U.S. (800) 322-2885 and International +1 (212) 929-5500, or iocproxy@mackenziepartners.com.
• Additional information is available at http://www.interoil.com/exxonmobil-transaction/.

VOTE FOR THE TRANSACTION TO MAXIMIZE THE VALUE OF YOUR INVESTMENT

Don't miss out on this value-creating opportunity. This transaction provides InterOil shareholders with:

$      A material and immediate premium. InterOil shareholders will receive $45 worth of ExxonMobil common shares (calculated based on a 10-day VWAP) for each share of stock they hold. The share consideration represents a premium of 42.2% to InterOil's closing price on May 19, 2016.^[1]

$      A potential direct cash payment through the CRP, which is based on the value upside from the Elk-Antelope resource certification. Shareholders will receive ~$7.07 in cash for each share they hold for each incremental certified tcfe of PRL 15 2C resource above 6.2 tcfe, up to a maximum of 10 tcfe of certified resource.

$      Exposure to future value via stock ownership in the world's preeminent energy company, which offers a high-quality, diverse asset base and a consistent and growing dividend with current 3.2% dividend yield and 34 consecutive years of dividend growth.

InterOil's Board urges you to vote today FOR the transaction to realize its benefits. 

EVERY VOTE COUNTS

Voting is extremely important, no matter how many shares you own. Vote "FOR" the transaction today: online, by phone or by signing and returning the enclosed proxy card.

On behalf of your Board and the management team, thank you for your continued support.

Sincerely,

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000sqkm. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

Investor Contacts

Media Contacts

Forward Looking Statements

This communication includes "forward-looking statements". All statements, other than statements of historical facts, included in this communication are forward-looking statements.  Such forward-looking statements may include, without limitation, statements regarding the pending transaction with ExxonMobil, the holding of the Special Meeting and the timing of such Special Meeting, the timing to consummate the proposed transaction with ExxonMobil, the ability to satisfy the conditions to consummation of the proposed transaction, and the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the CRP.  These statements are based on the current belief of InterOil, as well as assumptions made by, and information currently available to InterOil.  No assurances can be given however, that these events will occur.  Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of InterOil, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include in particular assumptions, risks and uncertainties relating to the receipt of a final order from the Yukon court with respect to the transaction, the risk that a condition to closing of the proposed acquisition may not be satisfied, the risk that shareholder or other required approval for the proposed acquisition is not obtained or is obtained subject to conditions that are not anticipated, the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the CRP and other risk factors discussed in InterOil's management information circular dated August 16, 2016, its annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015, and under the heading "Factors Affecting Future Results" available through the "Investors" section on ExxonMobil's website and in Item 1A of ExxonMobil's 2015 Form 10-K. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws. References to gas resources in this release may include amounts that ExxonMobil or InterOil believe will ultimately be produced but that are not yet classified as "proved reserves" under U.S. SEC definitions. 

Legal Notice

None of the securities anticipated to be issued pursuant to the ExxonMobil transaction have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issued pursuant to the ExxonMobil transaction are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This document does not constitute an offer to sell or the solicitation of an offer to buy any securities.

There can be no assurance that the transaction with ExxonMobil will occur. The ExxonMobil transaction is subject to certain approvals and the fulfillment of certain conditions, and there can be no assurance that any such approvals will be obtained and/or any such conditions will be met.

SOURCE InterOil Corporation

SINGAPORE and PORT MORESBY, Papua New Guinea, Aug. 19, 2016 /PRNewswire/ -- InterOil Corporation (NYSE: IOC; POMSoX: IOC) today announced that it has filed and will commence the mailing to InterOil shareholders of the Management Information Circular (the "MIC") relating to the Company's Special Meeting of Shareholders (the "Special Meeting") to vote on the transaction with Exxon Mobil Corporation ("ExxonMobil"). The Special Meeting is scheduled to be held on September 21, 2016 in New York City and shareholders of record as of August 10, 2016 will be entitled to vote at the meeting.

To be counted, all proxies must be received by 12:00 PM ET on September 19, 2016.

The Board recommends that shareholders vote FOR the ExxonMobil transaction to receive significant and superior value for their investment in InterOil.

The MIC, letter to shareholders and other materials regarding the value-creating transaction with ExxonMobil and the Board's recommendation for the Special Meeting can be found at http://www.interoil.com/exxonmobil-transaction, or in InterOil's filings on www.sedar.com and www.sec.gov.

The full text of the letter to shareholders accompanying the MIC follows:

*** Vote Today FOR the ExxonMobil Transaction ***

August 19, 2016

Dear InterOil Shareholders,

On July 21, 2016, InterOil entered into a definitive agreement under which ExxonMobil agreed to acquire the company in a transaction valued at more than $2.5 billion. Your Board of Directors has unanimously recommended that InterOil shareholders vote FOR the transaction in connection with a Special Meeting scheduled to be held on September 21, 2016. 

VOTE FOR THE EXXONMOBIL TRANSACTION TO REALIZE
COMPELLING VALUE FOR YOUR INVESTMENT IN INTEROIL

A vote for the ExxonMobil transaction is a vote FOR: 

• A Material and Immediate Premium:  For each share of InterOil stock held, InterOil shareholders will receive $45 worth of ExxonMobil common shares (calculated based on a 10-day VWAP) and a Contingent Resource Payment ("CRP"). The share consideration represents a premium of 42.2% to InterOil's closing price on May 19, 2016 (the day prior to the announcement of the Oil Search transaction).[1]
• Significant Potential Upside in PRL 15 Resource through the CRP:  The CRP provides a cash payment to shareholders of ~$7.07 for each share they hold for each incremental certified tcfe of PRL 15 2C resource above 6.2 tcfe, up to a maximum of 10 tcfe of certified resource. 
• Exposure to Future Value: InterOil shareholders who retain their ExxonMobil shares will benefit from ownership in the world's preeminent energy company, which provides a larger asset base, a current 3.2 percent dividend yield and 34 consecutive years of dividend growth, and is listed on the NYSE.  

To realize the immediate benefit of the ExxonMobil transaction, we encourage you to vote FOR the ExxonMobil transaction. Vote TODAY online, by telephone or by completing, signing and dating the enclosed proxy, and returning it in the enclosed postage-paid envelope by 12:00PM ET on September 19, 2016.

To learn more about our value-creating transaction with ExxonMobil please visit http://www.interoil.com/exxonmobil-transaction/. InterOil's Management Information Circular also includes additional information about the background of the transaction, the Board's recommendation and the value-creating benefits of this transaction.

THE TRANSACTION WITH EXXONMOBIL DELIVERS COMPELLING VALUE

Together, the base consideration of $45 worth of ExxonMobil shares (calculated based on a 10-day VWAP) per each InterOil share and the CRP represent a compelling value for InterOil shareholders.  The table below illustrates the range of potential outcomes of the Elk-Antelope resource estimate:

The CRP will be deposited into escrow at closing and will be paid to former InterOil shareholders based on and following the completion of the interim resource certification process in accordance with InterOil's existing Share Purchase Agreement with Total SA, which will include the Antelope-7 appraisal well that is scheduled to be drilled later in 2016.  Importantly, the CRP is structured so ExxonMobil's interests are aligned with the interests of InterOil shareholders to ensure a robust and accurate certification process.

VOTE FOR THE EXXONMOBIL TRANSACTION TO RECEIVE SIGNIFICANT AND
SUPERIOR VALUE FOR YOUR INVESTMENT IN INTEROIL

Your vote counts, and to ensure that you receive the value to which you are entitled, we urge you to vote FOR the ExxonMobil transaction TODAY. 

On behalf of your Board and the management, thank you for your continued support.

Sincerely,

A VOTE FOR THE EXXONMOBIL TRANSACTION IS A VOTE "FOR":

• A material and immediate premium to InterOil's share price
• A CRP that provides a direct cash payment to shareholders based on the value upside from Elk-Antelope field certification
• Exposure to future value via ownership in ExxonMobil's high quality, diverse asset base and reliable dividend stream

VOTE TODAY

• To be counted, all proxies must be received by 12:00PM ET on September 19, 2016
• Vote online at: www.proxyvote.com
• Vote by phone at: 1-800-454-8683 within the US and 1-800-474-7493 within Canada

For assistance, contact:

David Wu
Senior Vice President, Investor Relations, InterOil Corporation
U.S. (212) 653-9778  
david.wu@interoil.com

OR

Mackenzie Partners, Inc.
U.S. (800) 322-2885
iocproxy@mackenziepartners.com

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000sqkm. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

Investor Contacts

Media Contacts

Forward Looking Statements

This communication includes "forward-looking statements". All statements, other than statements of historical facts, included in this communication are forward-looking statements.  Such forward-looking statements may include, without limitation, statements regarding the pending transaction with ExxonMobil, the holding of the Special Meeting and the timing of such Special Meeting, the timing to consummate the proposed transaction with ExxonMobil, the ability to satisfy the conditions to consummation of the proposed transaction, and the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the CRP.  These statements are based on the current belief of InterOil, as well as assumptions made by, and information currently available to InterOil.  No assurances can be given however, that these events will occur.  Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of InterOil, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include in particular assumptions, risks and uncertainties relating to the receipt of a final order from the Yukon court with respect to the transaction, the risk that a condition to closing of the proposed acquisition may not be satisfied, the risk that shareholder or other required approval for the proposed acquisition is not obtained or is obtained subject to conditions that are not anticipated, the timing or outcome of the resource certification process for the Elk-Antelope field as applicable to the CRP and other risk factors discussed in InterOil's management information circular dated August 16, 2016, its annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015, and under the heading "Factors Affecting Future Results" available through the "Investors" section on ExxonMobil's website and in Item 1A of ExxonMobil's 2015 Form 10-K. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws. References to gas resources in this release may include amounts that ExxonMobil or InterOil believe will ultimately be produced but that are not yet classified as "proved reserves" under U.S. SEC definitions. 

Legal Notice

None of the securities anticipated to be issued pursuant to the ExxonMobil transaction have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issued pursuant to the ExxonMobil transaction are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This document does not constitute an offer to sell or the solicitation of an offer to buy any securities.

There can be no assurance that the transaction with ExxonMobil will occur. The ExxonMobil transaction is subject to certain approvals and the fulfillment of certain conditions, and there can be no assurance that any such approvals will be obtained and/or any such conditions will be met.

SOURCE InterOil Corporation

SINGAPORE and PORT MORESBY, Papua New Guinea, Aug. 4, 2016 /PRNewswire/ -- InterOil Corporation (NYSE, POMSoX: IOC) today announced that it has disclosed its second quarter 2016 financial and operating results. The second quarter 2016 consolidated financial statements and related management discussion and analysis are available on the investor page of the InterOil website at http://www.interoil.com, as well as on SEDAR in Canada and EDGAR in the United States.

In light of the pending transaction with Exxon Mobil Corporation announced on July 21, 2016, InterOil will not hold a conference call to discuss its quarterly results.

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses, all covering about 16,000km2. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

Investor Contacts

Media Contacts

Legal Notice

None of the securities anticipated to be issued pursuant to the Oil Search Agreement have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issued pursuant to the Oil Search Agreement are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This release does not constitute an offer to sell or the solicitation of an offer to buy any securities.

There can be no assurance that the transaction with Oil Search will occur. The transactions contemplated by the Oil Search Agreement are subject to certain approvals and the fulfillment of certain conditions, and there can be no assurance that any such approvals will be obtained and/or any such conditions will be met. Further details regarding the terms of the transaction are set out in the Oil Search Agreement and are provided in InterOil's management information circular dated June 24, 2016, each of which is available under the profile of InterOil Corporation at www.sedar.com.

SOURCE InterOil Corporation

SINGAPORE and PORT MORESBY, Papua New Guinea, July 28, 2016 /PRNewswire/ -- InterOil Corporation (NYSE, POMSoX: IOC) today announced it will release its financial and operating results for the second quarter of 2016, before the market opens for trading on Thursday, August 4, 2016. 

In light of the pending transaction with Exxon Mobil Corporation ("ExxonMobil"), InterOil will not hold a conference call in connection with the release of its quarterly results. 

InterOil also announced that it has scheduled a Special Meeting to be held on September 21, 2016 for holders of common shares, options and restricted share units (collectively, "Securityholders") to consider the ExxonMobil transaction. Shareholders of record as of August 10, 2016 will be entitled to vote at the Special Meeting. Additional information about the ExxonMobil transaction will be provided to Securityholders in a Management Information Circular, which will be filed on SEDAR and mailed to Securityholders in due course. The foregoing process relating to the Special Meeting is subject to receipt of an interim order of the Supreme Court of Yukon.

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses, all covering about 16,000km2. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

Investor Contacts

Media Contacts

Forward Looking Statements

This release includes "forward-looking statements". All statements, other than statements of historical facts, included in this release are forward-looking statements.  Such forward-looking statements may include, without limitation, statements regarding the release InterOil's financial and operating results for the second quarter of 2016, the pending transaction with ExxonMobil, the holding of the Special Meeting, and the mailing of a Management Information Circular. These statements are based on the current belief of InterOil, as well as assumptions made by, and information currently available to InterOil.  No assurances can be given however, that these events will occur.  Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of InterOil, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include in particular assumptions, risks and uncertainties relating to the receipt of an interim order with respect to the Special Meeting and other risk factors discussed in InterOil's management information circular dated June 24, 2016, its annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws.

Legal Notice

None of the securities anticipated to be issued pursuant to the ExxonMobil transaction have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issued pursuant to the ExxonMobil transaction are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities.

There can be no assurance that the transaction with ExxonMobil will occur. The ExxonMobil transaction is subject to certain approvals and the fulfillment of certain conditions, and there can be no assurance that any such approvals will be obtained and/or any such conditions will be met.

SOURCE InterOil Corporation

HOUSTON, July 26, 2016 /PRNewswire/ --

• Presentation to InterOil shareholders regarding XOM Proposal posted on website in advance of conference call scheduled for 8:15 a.m. EDT on Tuesday, July 26, 2016.
• Shareholders and others invited to submit questions for call via email

The founding shareholder, former chairman and Chief Executive Officer of InterOil Corporation ("InterOil" or the "Company") (NYSE: IOC), and founder of Petroleum Independent & Exploration, LLC, Mr. Phil Mulacek, announced today that he has posted on www.ConcernedInterOilShareholders.com a presentation to InterOil shareholders and media in connection with the proposed bid by Exxon Mobil Corporation. Mr. Mulacek invites all interested persons to join a moderated conference call in which he will discuss the presentation and proposed solutions. The call will be held Tuesday, July 26, 2016, at 8:15 a.m. EDT. The toll-free number to dial in is 1 (800) 983-0345. The conference ID is 56354833.  Participants are invited to submit questions in advance by email to info@concernedinteroilshareholders.com. 

Please review Mr. Mulacek's presentation, available at www.ConcernedInterOilShareholders.com.

Cautionary Statement Regarding Forward -- Looking Statements:

This press release contains forward - looking statements. All statements contained here 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 Mr. Mulacek 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 or may be under the control of unrelated third parties. Mr. Mulacek does not assume any obligation to update any forward - looking statements contained in this press release.

Information Contact:

For additional information on this press release please contact Mr. Mulacek at +1 (832) 510-7028, or by email at info@concernedinteroilshareholders.com.

SOURCE Petroleum Independent & Exploration, LLC

HOUSTON, July 25, 2016 /PRNewswire/ --

• InterOil shareholders will forego billions of dollars of value, including the five (5) cash payments TOTAL, S.A. has already agreed to make under its existing 2014 agreement with InterOil, unless the current proposal from Exxon is modified.
• Presentation offers detailed analysis of the CRP portion of the XOM Proposal and presents constructive suggestions that would be fair to all shareholders.
• Exxon urged to improve the fairness of the CRP for InterOil shareholders.
• Conference call scheduled for 8:15 a.m. EDT on Tuesday, July 26, 2016.

The founding shareholder, former chairman and Chief Executive Officer of InterOil Corporation ("InterOil" or the "Company") (NYSE:IOC), Mr. Phil Mulacek, announced today that he will release a presentation to InterOil shareholders and media after the market closes on Monday, July 25, 2016, in connection with the proposed bid by Exxon Mobil Corporation ("XOM" or "Exxon") to acquire all of the issued and outstanding shares of InterOil (the "XOM Proposal"). The presentation will be available for download at www.ConcernedInterOilShareholders.com, which is maintained by Mr. Mulacek.  Mr. Mulacek invites all interested persons to join a moderated conference call in which he will discuss the presentation and proposed solutions.  The call will be held Tuesday, July 26, 2016, at 8:15 a.m. EDT.  The toll-free number to dial in is 1 (800) 983-0345. The Conference ID details will be provided shortly, on our website: www.concernedInteroilshareholders.com.

In his presentation, Mr. Mulacek outlines the potentially multi-billion shortfall for InterOil shareholders if the contingent resource payment ("CRP") part of the XOM Proposal, as announced on July 18, 2016, proceeds as currently structured. "I believe the XOM CRP is vastly inadequate for InterOil shareholders. InterOil shareholders give up (i) all material payments InterOil was to receive from TOTAL, S.A. ("TOTAL"), under its 2014 agreement with InterOil, (ii) the value of the remaining 36.54% interest in PRL 15 that InterOil holds, and (iii) InterOil's exploration acreage and other resources, in exchange for the XOM stock and a potentially manipulative and structurally flawed CRP that fails to properly account for the value of the five (5) agreed cash payments from TOTAL and enormous upside potential of the Elk and Antelope resource." 

"The recent certification of the Elk and Antelope resource, which Oil Search Limited ("OSH"), recently conducted in connection with its purchase of a minority interest in PRL15 in 2014, shows an average estimated 2C resource of only 6.43 tcfe.  This is materially below the 10 tcfe estimate OSH suggested during a recent conference call on that transaction, and provides strong support for our view that the CRP as proposed by XOM would have only a minimal value unless modified.  For example, if the Oil Search estimate were applied to the XOM CRP, it would yield only about US$1.62/share."

"Our main concern is that the XOM CRP is based only on a single resource estimate performed after Antelope #7 and before any gas or LNG is produced, which will not fully reflect the true resource size.  To correct this, the XOM CRP must provide for recertifying the resource after production is underway and for supplemental payments based on the recertification, in each case back-to-back with similar recertifications and payments under the existing TOTAL agreement with InterOil.  This is reasonable and fair to both parties," he said.  "Not modifying the XOM CRP in this matter will damage the InterOil shareholders by hundreds of millions to over 1 billion dollars," Mr. Mulacek continued.

Mr. Mulacek commented that the proposed modification is also very similar to Exxon's proposal during discussions in 2013, and would allow both InterOil and XOM shareholders to capture a fair portion of the value of the five TOTAL cash payments while still leaving significant upside for Exxon.

Mr. Mulacek also noted his concern about the lack of input by InterOil shareholders in the
certification process that underlies the CRP, which will be managed by Exxon and TOTAL.  "InterOil shareholders have no effective advocate for their position in the current XOM Proposal.  InterOil shareholders must have the opportunity to interact directly with the certifiers to protect their interests," he said. 

"Exxon is a well-respected company, and we urge them to amend the XOM CRP and certification review process to provide a fair outcome for InterOil shareholders as well as Exxon."

The presentation also questions the abusive amount of stock recently taken by IOC board and Management and the cash compensation over the past 2 years while shareholders have lost billions of dollars.

"According to our information, retail shareholders largely opposed the 2016 InterOil Stock Plan while certain institutional shareholders largely supported it, but perhaps without fully understanding that the InterOil Board would issue all of the newly authorized shares within 2 months.  Combining these shares with break-fees paid to OSH and excessive cash bonuses and salaries paid to the Board and Management, you get approximately US$4.25 per share of waste.  How can approving such outright waste be in the best interests of the institutions or their stakeholders?"

Finally, the presentation points out some questionable trades by members of the current Board and management of InterOil that were made during January and February, 2016, while the previously announced OSH/TOTAL proposal and an early offer from Exxon were under active consideration by the InterOil Board but had not been publicly disclosed.

Please review Mr. Mulacek's presentation, to be available at www.ConcernedInterOilShareholders.com.

Cautionary Statement Regarding Forward-Looking Statements:

This press release contains forward‐looking statements. All statements contained here 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 Mr. Mulacek 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 or may be under the control of unrelated third parties.  Mr. Mulacek does not assume any obligation to update any forward‐looking statements contained in this press release.

Information Contact:

For additional information on this press release please contact Mr. Mulacek at +1 (832) 510-7028, or by email at info@concernedinteroilshareholders.com.

SOURCE Petroleum Independent & Exploration, LLC

IRVING, Texas, SINGAPORE and PORT MORESBY, Papua New Guinea, July 21, 2016 /PRNewswire/ --

• ExxonMobil to pay $45 per share plus additional cash payment based on Elk-Antelope resource size
• Boards of directors of both companies unanimously approve terms of agreement
• Acquisition adds to ExxonMobil resources in successful Papua New Guinea business
• Oil Search transaction terminated

Exxon Mobil Corporation (NYSE: XOM) and InterOil Corporation (NYSE: IOC, POMSox: IOC) today announced an agreed transaction worth more than $2.5 billion, under which ExxonMobil will acquire all of the outstanding shares of InterOil (the ExxonMobil Transaction).

"This agreement will enable ExxonMobil to create value for the shareholders of both companies and the people of Papua New Guinea," said Rex W. Tillerson, chairman and chief executive of Exxon Mobil Corporation.

"InterOil's resources will enhance ExxonMobil's already successful business in Papua New Guinea and bolster the company's strong position in liquefied natural gas."

InterOil Chairman Chris Finlayson, said, "Our board of directors thoroughly reviewed the ExxonMobil transaction and concluded that it delivers superior value to InterOil shareholders.  They will also benefit from their interest in ExxonMobil's diverse asset base and dividend stream."

Under the terms of the agreement with ExxonMobil, InterOil shareholders will receive:

• A payment of $45.00 per share of InterOil, paid in ExxonMobil shares, at closing. The number of ExxonMobil shares paid per share of InterOil will be calculated based on the volume weighted average price (VWAP) of ExxonMobil shares over a measuring period of 10 days ending shortly before the closing date (Share Consideration).
• A Contingent Resource Payment (CRP), which will be an additional cash payment of $7.07 per share for each trillion cubic feet equivalent (tcfe) gross resource certification of the Elk-Antelope field above 6.2 tcfe, up to a maximum of 10 tcfe. The CRP will be paid on the completion of the interim certification process in accordance with the Share Purchase Agreement with Total SA, which will include the Antelope-7 appraisal well, scheduled to be drilled later in 2016. The CRP will not be transferrable and will not be listed on any exchange.

Together the Share Consideration and the CRP represent a material premium to the closing price of InterOil shares on May 19, 2016 -- the day prior to the announcement of the Oil Search transaction -- based on a range of Elk-Antelope resource estimates:

Compelling Benefits of the Transaction

When concluded, this transaction will give ExxonMobil access to InterOil's resource base, which includes interests in six licenses in Papua New Guinea covering about four million acres, including PRL 15. The Elk-Antelope field in PRL 15 is the anchor field for the proposed Papua LNG project.

ExxonMobil's more than 40 years of experience in the global LNG business enables it to efficiently link complex elements such as resource development, pipelines, liquefaction plants, shipping and regasification terminals, which it has demonstrated through the PNG LNG project, working closely with co-venturers, national, provincial and local governments, and local communities. ExxonMobil will bring to bear its industry-leading performance and strong commitment to excellence as it grows its business in Papua New Guinea.

The PNG LNG project, the first of its kind in the country, was developed by ExxonMobil in challenging conditions on budget and ahead of schedule and is now exceeding production design capacity, demonstrating the company's leadership in project management and operations.

ExxonMobil will work with co-venturers and the government to evaluate processing of gas from the Elk-Antelope field by expanding the PNG LNG project. This would take advantage of synergies offered by expansion of an existing project to realize time and cost reductions that would benefit the PNG Treasury, the government's holding in Oil Search, other shareholders and landowners.

Path to Completion

The ExxonMobil Transaction has been unanimously approved by the boards of both companies. The InterOil board unanimously recommends that InterOil shareholders approve the ExxonMobil Transaction.  

The ExxonMobil Transaction will be implemented by way of a court-approved plan of arrangement under the Business Corporations Act (Yukon) and will require the approval of at least 66 2/3 percent of the votes cast by InterOil shareholders at a special meeting expected to take place in September, 2016.

In addition to InterOil shareholder and court approvals, the ExxonMobil Transaction is also subject to other customary conditions. Subject to obtaining the aforementioned approvals and satisfaction of closing conditions, the ExxonMobil Transaction is expected to close in September, 2016.

Further information regarding the transaction with ExxonMobil will be included in an information circular, which will be mailed to InterOil shareholders in due course. Copies of the key transaction documents for the ExxonMobil Transaction (being the arrangement agreement and the information circular) will be available online under InterOil's corporate profile at www.sedar.com.

Oil Search Transaction

The InterOil board of directors, in consultation with its independent legal and financial advisors, determined that the ExxonMobil Transaction is superior to the previously announced transaction with Oil Search Limited (ASX:OSH, POMSoX: OSH) and so advised Oil Search on July 18, 2016. Immediately prior to entering into the arrangement agreement with ExxonMobil, InterOil terminated its previously announced arrangement agreement with Oil Search, and ExxonMobil is paying Oil Search the termination fee in accordance with the requirements of the Oil Search arrangement agreement on behalf of InterOil. The previously scheduled Special Meeting of Shareholders to vote for the approval of the Oil Search transaction has been cancelled.

Advisers

Davis Polk & Wardwell LLP and Blake, Cassels & Graydon LLP served as legal advisers to

ExxonMobil in relation to the ExxonMobil Transaction.

Credit Suisse (Australia) Limited, Morgan Stanley & Co. LLC and UBS served as financial advisers to InterOil in relation to the ExxonMobil Transaction, and Wachtell, Lipton, Rosen & Katz and Goodmans served as its legal advisers. Morgan Stanley & Co. LLC provided the InterOil board with a Fairness Opinion.

About ExxonMobil

ExxonMobil, the largest publicly traded international oil and gas company, uses technology and innovation to help meet the world's growing energy needs. ExxonMobil holds an industry-leading inventory of resources and is one of the world's largest integrated refiners, marketers of petroleum products and chemical manufacturers. For more information, visit www.exxonmobil.com or follow us on Twitter www.twitter.com/exxonmobil.

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000 square kilometers. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

Contacts:

For InterOil:

Investor Contacts

Media Contacts

For ExxonMobil:

Cautionary Statement Regarding Forward-Looking Statements

Statements in this release relating to future plans, projections, events or conditions are forward-looking statements. Actual results could differ materially as a result of a variety of risks and uncertainties, including: the timing to consummate the proposed acquisition; the risk that a condition to closing of the proposed acquisition may not be satisfied; the risk that a regulatory or other required approval for the proposed acquisition is not obtained or is obtained subject to conditions that are not anticipated; and the outcome of the resource certification process for the Elk-Antelope field as applicable to the Contingent Resource Payment. Other factors that could materially affect ExxonMobil's future project plans, timing and results relating to the acquisition  include: changes in long-term oil or gas prices or other market or economic conditions affecting the oil and gas industry; completion of development projects as planned; unforeseen technical difficulties; political events or disturbances; reservoir performance; the outcome of commercial negotiations; wars and acts of terrorism or sabotage; changes in technical or operating conditions; and other factors discussed under the heading "Factors Affecting Future Results" available through the "Investors" section on ExxonMobil's website and in Item 1A of ExxonMobil's 2015 Form 10-K. No assurances can be given that any of the events anticipated by the forward-looking statements will occur, or if any of them do what impact they will have on the future results of operations or financial condition of ExxonMobil. Neither ExxonMobil nor InterOil assumes any duty to update these statements as of any future date. References to gas resources in this release may include amounts that ExxonMobil or InterOil believe will ultimately be produced but that are not yet classified as "proved reserves" under U.S. SEC definitions.

Legal Notice

None of the securities anticipated to be issued pursuant to the arrangement agreement for the ExxonMobil Transaction have been or will be registered under the United States Securities Act of 1933, as amended (U.S. Securities Act), or any state securities laws, and any securities issued in the acquisition are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This press release does not constitute an offer to sell or the solicitation or an offer to buy any securities.

SOURCE InterOil Corporation

SINGAPORE and PORT MORESBY, Papua New Guinea, July 17, 2016 /PRNewswire/ -- InterOil Corporation (the "Company") (NYSE: IOC; POMSoX: IOC) announced today that the unsolicited proposal to acquire InterOil, the receipt of which was publicly announced by InterOil on June 30, 2016, was made by Exxon Mobil Corporation (NYSE: XOM) ("ExxonMobil") (the "ExxonMobil Offer"). The Company's Board of Directors, in consultation with its legal and financial advisors, has determined that the ExxonMobil Offer constitutes a "Superior Proposal," as defined in InterOil's arrangement agreement ("Oil Search Agreement") with Oil Search Limited (ASX:OSH, POMSoX: OSH) ("Oil Search") and InterOil has provided notice of such determination to Oil Search.

Under the terms of the ExxonMobil Offer, InterOil shareholders would receive:

• A payment of $45.00 per share of InterOil, paid in ExxonMobil shares. The number of ExxonMobil shares paid per share of InterOil would be calculated based on the volume weighted average price of ExxonMobil shares over a measuring period of ten days ending shortly before the closing date.
• A Contingent Resource Payment ("CRP"), which would be an additional cash payment of approximately $7.07 per share for each tcfe gross resource certification of the Elk-Antelope field above 6.2 tcfe, up to a maximum of 10 tcfe. The CRP would be paid on the completion of the interim certification process in accordance with the Share Purchase Agreement with Total SA, which would include the Antelope-7 appraisal well. The CRP would not be transferrable and would not be listed on any stock exchange.

Under the terms of the Oil Search Agreement, Oil Search has a period of three calendar days, which will expire on July 21, 2016 (the "Response Period"), during which it can offer to amend the terms of the Oil Search Agreement. Oil Search is under no obligation to make such an offer and InterOil does not know if Oil Search will seek to amend the Oil Search Agreement. The InterOil Board of Directors continues to recommend the Oil Search transaction to its shareholders.

InterOil notes that there can be no assurance that the ExxonMobil Offer will lead to the termination of the Oil Search Agreement and the execution of an arrangement agreement with ExxonMobil, or that the transaction contemplated by the ExxonMobil Offer will be approved by shareholders or consummated.  

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses, all covering about 16,000km2. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

Investor Contacts

Media Contacts

Forward Looking Statements

This release includes "forward-looking statements". All statements, other than statements of historical facts, included in this release are forward-looking statements.  Such forward-looking statements may include, without limitation, statements regarding the ExxonMobil Offer. These statements are based on the current belief of InterOil, as well as assumptions made by, and information currently available to InterOil.  No assurances can be given however, that these events will occur.  Actual results could differ, and the difference may be material and adverse to the combined company and its shareholders.  Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of InterOil, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include in particular information and statements relating to the Oil Search Agreement, including but not limited to the size or timing of any payment under the  contingent value right contemplated by the Oil Search Agreement , any future performance of InterOil or Oil Search, the ability to satisfy the conditions to closing of the Oil Search transaction, either on the expected timeline or at all, the future trading price of InterOil or Oil Search securities, the ability to integrate the businesses of InterOil and Oil Search, the outcome of the unsolicited ExxonMobil Offer, and those factors in InterOil's management information circular dated June 24, 2016, its annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws.

Legal Notice

None of the securities anticipated to be issued pursuant to the Oil Search Agreement have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issued pursuant to the Oil Search Agreement are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This release does not constitute an offer to sell or the solicitation of an offer to buy any securities.

There can be no assurance that the transaction with Oil Search will occur. The transactions contemplated by the Oil Search Agreement are subject to certain approvals and the fulfillment of certain conditions, and there can be no assurance that any such approvals will be obtained and/or any such conditions will be met. Further details regarding the terms of the transaction are set out in the Oil Search Agreement and are provided in InterOil's management information circular dated June 24, 2016, each of which is available under the profile of InterOil Corporation at www.sedar.com.

SOURCE InterOil Corporation

SINGAPORE and PORT MORESBY, Papua New Guinea, June 30, 2016 /PRNewswire/ -- InterOil Corporation (NYSE: IOC; POMSoX: IOC) has received from a third party an unsolicited, conditional, non-binding proposal to acquire 100% of the outstanding common shares of InterOil. The non-binding proposal is subject to a number of conditions, including (among others) satisfactory completion of due diligence. Consistent with its fiduciary responsibilities, the InterOil Board of Directors, in consultation with its legal and financial advisors, is carefully reviewing and considering the unsolicited proposal.

The InterOil Board of Directors has taken the necessary steps under InterOil's existing agreement with Oil Search Limited to permit InterOil to engage in further discussions and negotiations with the third party. There can be no assurance that any transaction will result from the unsolicited proposal or that the third party will ultimately enter into a definitive agreement to acquire InterOil. InterOil's Board of Directors does not intend to comment further on the unsolicited proposal until a transaction is negotiated with the third party or the unsolicited proposal is withdrawn.

The InterOil Board of Directors continues to unanimously recommend the Oil Search transaction to its shareholders.

As previously announced on May 20, 2016, InterOil entered into a binding agreement to be acquired by Oil Search. The Special Meeting of InterOil shareholders to consider the Oil Search transaction is scheduled for July 28, 2016. On June 28, 2016, the Supreme Court of Yukon issued an interim order authorizing, among other things, the holding of the Special Meeting at which InterOil security holders will be asked to approve the Oil Search transaction.

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000sqkm. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

Investor Contacts

Media Contacts

Forward Looking Statements

This release includes "forward-looking statements". All statements, other than statements of historical facts, included in this release are forward-looking statements. Such forward-looking statements may include, without limitation, statements regarding the holding of the Special Meeting and the mailing of Management Information Circular. These statements are based on the current belief of InterOil, as well as assumptions made by, and information currently available to InterOil. No assurances can be given however, that these events will occur. Actual results could differ, and the difference may be material and adverse to the combined company and its shareholders. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of InterOil, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include in particular information and statements relating to InterOil's agreement with Oil Search, including but not limited to the size or timing of any payment under the CVR, any future performance of InterOil or Oil Search, the ability to satisfy the conditions to closing of the Oil Search transaction, either on the expected timeline or at all, the future trading price of InterOil or Oil Search securities, the ability to integrate the businesses of InterOil and Oil Search, the outcome of the unsolicited third party acquisition proposal, and those factors in InterOil's annual report for the year ended December 31, 2015 on Form 40-F, its Annual Information Form for the year ended December 31, 2015 and the Management Information Circular. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws.

Legal Notice

None of the securities anticipated to be issued pursuant to the Plan of Arrangement with Oil Search have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issued in the Arrangement are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This letter does not constitute an offer to sell or the solicitation of an offer to buy any securities.

There can be no assurance that the Arrangement will occur. The proposed Arrangement is subject to certain approvals and the fulfillment of certain conditions, and there can be no assurance that any such approvals will be obtained and/or any such conditions will be met.

Further details regarding the terms of the transaction are set out in the Arrangement Agreement and are provided in a management information circular which is available under the profile of InterOil Corporation at www.sedar.com.

SOURCE InterOil Corporation

SINGAPORE and PORT MORESBY, Papua New Guinea, June 30, 2016 /PRNewswire/ -- InterOil Corporation (the "Company") (NYSE: IOC; POMSoX: IOC) announced today that it has filed and will commence the mailing of the Management Information Circular (the "MIC") to InterOil shareholders in connection with the Company's Special Meeting of Shareholders (the "Special Meeting") to vote on the transaction with Oil Search Limited ("Oil Search"). The Special Meeting is scheduled for July 28, 2016; shareholders of record as of June 20, 2016 will be entitled to vote at the Special Meeting.

All proxies must be received by 12:00 PM ET on July 26, 2016.

To ensure that shareholders realize the value of their holdings in InterOil, the Board of Directors (the "Board") urges shareholders to vote FOR the Oil Search transaction, which the Board believes will deliver significant, immediate and long-term value for shareholders.

In connection with the filing and mailing of its MIC, InterOil is mailing a letter and infographic to its shareholders.

The letter, MIC and other materials regarding the Board's recommendation for the Special Meeting are available online at www.interoil.com/oil-search-transaction, www.sedar.com and www.sec.gov.

The full text of the letter follows:

Dear InterOil Shareholders,
 
The InterOil Board and management team appreciate the support that we received from shareholders at the Annual and Special Meeting and your recognition of the actions that we have taken to create value for shareholders.  We are now asking for your support at the upcoming Special Meeting to vote on our value-creating transaction with Oil Search Limited.

At the Special Meeting of shareholders on July 28, 2016, you are being asked to vote to approve the transaction with Oil Search that provides shareholders with:

• A material and immediate premium for your InterOil shares.^[1] InterOil shareholders will receive 8.05 Oil Search shares for each InterOil share they hold, which represents a premium of 27.2% to InterOil's closing price and 32.5% to InterOil's 3-month VWAP as of May 19, 2016, the day before the announcement of the agreement with Oil Search.  Alternatively, InterOil shareholders can elect to receive an equivalent value in cash up to an aggregate of $770 million.
  
• A potential future cash payment based on the uncapped upside potential of the Elk-Antelope field. InterOil shareholders will receive a Contingent Value Right ("CVR") for each InterOil share, which will pay approximately $6.044 in cash per InterOil share for each 1 tcfe above 6.2 tcfe of certified PRL15 2C Resources.^[2]
  
• The opportunity to participate as shareholders in the continued growth of Oil Search.  We believe that this transaction brings together complementary assets to create a combined company with the enhanced scale, high-quality, low cost production base and balance sheet strength to capitalize on long-term growth opportunities.

To ensure that you realize the value of your holdings in InterOil, we encourage you to vote FOR the Oil Search transaction. Vote TODAY online, by telephone or by completing, signing and dating the enclosed proxy and returning it in the enclosed postage-paid envelope by 12:00PM ET on July 26, 2016.

To learn more about our value-creating transaction with Oil Search, please review the enclosed infographic or visit www.interoil.com/oil-search-transaction. InterOil's Management Information Circular also includes additional information about the background of the transaction, the Board's recommendation and the value-creating benefits of this transaction.

_________

THE INTEROIL BOARD CONDUCTED A THOROUGH PROCESS BEFORE ENTERING INTO THE VALUE-CREATING OIL SEARCH TRANSACTION

Your Board and management team thoroughly considered a range of strategic options to monetize InterOil's assets, and we believe that the transaction with Oil Search is in the best interests of InterOil and its shareholders. 

This transaction is the culmination of a strategic process that included exploring the sale of interests in certain of InterOil's assets, as well as reviewing proposals, including the Oil Search offer, to acquire the entire Company.  As part of these efforts, your Board and management team:

• Engaged 36 parties and entered into confidentiality agreements with a number of them to explore the sale of an interest in PRL15, the Raptor, Bobcat and Triceratops discoveries and the Company's exploration licenses.
  
• Held negotiations with a select group of major oil and gas companies about a more significant investment transaction with respect to certain of InterOil's assets or a transaction for the acquisition of all of InterOil.
  
• Engaged in two months of negotiations with Oil Search following receipt of Oil Search's written, non-binding indicative proposal.
  
• Received a fairness opinion regarding the Oil Search proposal from Morgan Stanley.
  
• Reviewed all available options, including the Company's financial condition and prospects if it were to remain an independent company.

At the conclusion of this thorough process, the Board determined to enter into the agreement with Oil Search, which it believes creates the highest value for shareholders of the various alternatives that might be available.  

UNDERSTANDING THE CVR

We understand that shareholders may have questions about the CVR and we want to be clear:  we are confident the CVR delivers significant value with strong governance to be applied to the CVR process.  It is important for shareholders to understand the value they are entitled to receive through the CVR and the governance process that will protect their interests. 

CVR OFFERS THE POTENTIAL FOR SIGNIFICANT
ADDITIONAL VALUE TO SHAREHOLDERS

In addition to the base consideration of 8.05 Oil Search shares (or equivalent in cash), the CVR provides all InterOil shareholders with a potential direct cash payment based on the volume of the certified PRL15 2C Resources.  Put simply: the larger the size of the resource determined through the certification process, the more cash you will receive.  

For example, and as illustrated in the chart below, at 7 tcfe, InterOil shareholders will receive an additional $4.84 per share for an aggregate value of $45.09 per share, a 43% premium to InterOil's stock price on the day before the transaction was announced.  At 10 tcfe, InterOil shareholders will receive an additional $22.97 per share for an aggregate value of $63.22 per share, a 100% premium.

__________

CVR GOVERNANCE STRUCTURE PROTECTS INTEROIL SHAREHOLDERS

We have negotiated a governance structure for the resource certification.  Here's how it works:

• To ensure a fair and transparent resource certification process, the Oil Search Board is forming a Certification Committee which will include two InterOil appointees (Michael Hession and Ellis Armstrong), two Oil Search appointees (independent Oil Search directors) and an independent chairman, who will be appointed in due course and will be a respected reserves expert:
  
  
  • Dr. Hession is a petroleum geophysicist with over 30 years' experience in sub-surface, reserves development and LNG development. He began his career at BP in 1989 with his last position as Development Manager of the Chirag Azeri mega project, the first large-scale oil project in the Caspian Sea region. Dr. Hession spent 12 years with Woodside, where he held several high-profile roles related to the Browse LNG development and Pluto LNG mega project.
    
  • Dr. Armstrong is a former reservoir engineer with more than 30 years of international oil and gas experience with BP in the Caribbean and Latin America, Venezuela, Alaska and the North Sea. He held senior strategy, commercial and operational roles with BP and ran the company's technology group, was the group's Commercial Director, and was Chief Financial Officer for the group's global exploration and production business.
    
  • Dr. Kantsler is a geologist who has worked with Shell in various exploration roles in Australia and internationally. Dr. Kantsler also worked with Woodside Petroleum for 15 years, where he was Executive Vice President Exploration and New Ventures from 1995 to 2009 and Executive Vice President Health, Safety and Security.
    
  • Mr. Spence is a geologist with more than thirty years of oil and gas experience including 18 years with Shell. Mr. Spence has also served in senior executive positions with Woodside Petroleum Limited, including Chief Operating Officer and Acting Chief Executive.
    
• The certification will be conducted by two independent reputable certifiers. The committee will engage one of the independent certifiers and Total will engage the other.
  
• Once the certification is complete, the two independent certifiers' results will be averaged to produce the number that will be used to calculate the CVR payment.
  
• The CVR is planned to be a listed debt instrument on the Australian Securities Exchange ("ASX"), and Oil Search will be subject to ongoing disclosure obligations to the CVR holders.

We expect the drilling of the Antelope-7 well and the certification process to be completed by mid-2017.  Once the certification process is complete, shareholders will receive a direct cash payment and the CVR will be delisted.  

WALL STREET EXPERTS AND OTHER THIRD PARTIES APPRECIATE
THE VALUE-CREATING POTENTIAL OF THIS TRANSACTION

Don't just take our word for it: sell-side analysts and proxy advisors, as well as members of the financial media and the PNG government have all publicly stated their positive view of our value-creating transaction with Oil Search^[3]: 

• "Oil Search has announced a bid for InterOil, which will create an E&P company in PNG with significant cash flow and an impressive resource and acreage position. The way the deal was structured we found highly thoughtful and reflects one of the most superior management teams in the region…" (Bernstein, May 20, 2016)
  
• "Given the substantial option value associated with the CVRs, we would discourage investors from selling IOC shares at their current price. Anyone selling now would lose out on the chance of collecting the future CVR payment at the time of resource certification, in 2017." (Raymond James, May 24, 2016)
  
• "Sometimes, just sometimes, a deal really is good for all involved … Oil Search is paying up, but may be able to find efficiencies in getting the gas to market. It already has producing assets with Exxon in a PNG project. Linking into that infrastructure would cut costs." (Lex, Financial Times, May 20, 2016)
  
• "We think OSH's takeover offer substantially de-risks the value in IOC for shareholders." (Citi, May 23, 2016)
  
• "This acquisition will provide cost savings and efficiencies for our nation's greatest growth opportunities, which will directly benefit the people of Papua New Guinea. These arrangements present a pathway to collaboration and possible integration of the projects, in which both Oil Search and the Papua New Guinea Government would hold influential stakes." (The Hon. Peter O'Neill MP, PNG Prime Minister)
  
• "These announcements will result in increased prosperity, jobs and development for the people of PNG. Furthermore, one of our nation's biggest growth opportunities, the proposed Papua LNG Project, which is underpinned by the gas fields in PRL 15, will benefit from cost efficiencies resulting from the deal. The deals announced will create and deliver these benefits more quickly by creating synergies and efficiencies amongst the companies involved in our petroleum efforts." (The Hon. Ben Micah, MP, PNG Minister for Petroleum and Energy)

We strongly urge shareholders to consider the statements of these third parties and vote FOR the transaction with Oil Search.

__________

VOTE FOR THE OIL SEARCH TRANSACTION AND
RECEIVE SIGNIFICANT VALUE FOR YOUR INVESTMENT IN INTEROIL

After running a thorough process and evaluating a number of alternatives to monetize InterOil's assets, your Board and management team have provided shareholders the opportunity to realize the value of their InterOil investment through the Oil Search transaction. The Board unanimously recommends shareholders vote in favor of the Oil Search transaction.          

Don't miss out on this value-creating opportunity. Your vote counts, and to ensure that you receive the value to which you are entitled, we encourage you to vote FOR the Oil Search transaction today. 

On behalf of your Board and the management, thank you for your continued support.

Sincerely,

Chris Finlayson                        Dr Michael Hession
Chairman                                  Chief Executive Officer  

A VOTE FOR THE OIL SEARCH TRANSACTION IS A VOTE "FOR":

• A material and immedaite premium to the interOil share price at the time of announcement
• An uncapped cash payment based on the value upside from the certificate of Elk-Antelope field contingent resources
• Ownership in the larger scale combined Oil Search and InterOil

If you have any questions, require assistance with voting your proxy card or need additional copies of the proxy materials, please contact:

MACKENZIE
PARTNERS, INC.

105 Madison Avenue
New York, NY 10016

iocproxy@mackenziepartners.com

(212) 929-5000 (Call Collect)
Or

TOLL-FREE (800) 322-2885

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000sqkm. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

Investor Contacts

Media Contacts

Forward Looking Statements

This letter includes "forward-looking statements". All statements, other than statements of historical facts, included in this letter are forward-looking statements. These statements are based on the current belief of InterOil, as well as assumptions made by, and information currently available to InterOil. No assurances can be given however, that these events will occur. Actual results could differ, and the difference may be material and adverse to the combined company and its shareholders. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the InterOil, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include in particular information and statements relating to InterOil's agreement with Oil Search and the ability to realize the anticipated benefits and the other risk factors discussed in InterOil's publicly available filings, including but not limited to the size or timing of any payment under the CVR, any future performance of InterOil or Oil Search, the ability to satisfy the conditions to closing of the Oil Search transaction, either on the expected timline or at all, the future trading price of InterOil or Oil Search securities, the ability to integrate the businesses of InterOil and Oil Search, and those factors in InterOil's annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws.

Legal Notice

None of the securities anticipated to be issued pursuant to the Plan of Arrangement with Oil Search have been or will be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and any securities issued in the Arrangement are anticipated to be issued in reliance upon available exemptions from such registration requirements pursuant to Section 3(a)(10) of the U.S. Securities Act and applicable exemptions under state securities laws. This letter does not constitute an offer to sell or the solicitation of an offer to buy any securities.

There can be no assurance that the Arrangement will occur. The proposed Arrangement is subject to certain approvals and the fulfillment of certain conditions, and there can be no assurance that any such approvals will be obtained and/or any such conditions will be met.

Further details regarding the terms of the transaction are set out in the Arrangement Agreement and are provided in a management information circular which is available under the profile of InterOil Corporation at www.sedar.com.

SOURCE InterOil Corporation

HOUSTON, June 15, 2016 /PRNewswire/ -- 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 were very pleased by the significant support for the resolutions and nominees put forward by the Concerned InterOil Shareholders at the annual and special meeting of shareholders of InterOil held on June 14, 2016 (the "Meeting"). In addition, the Concerned InterOil Shareholders noted the positive response to their presentation to InterOil shareholders in connection with a proposed bid by Oil Search Limited and TOTAL, S.A. (the "Oil Search/TOTAL Proposal"). The Concerned InterOil Shareholders believe the strong demonstration of support of shareholders at the Meeting was a clear message to the InterOil board of directors (the "Board") that opposition to the Oil Search/TOTAL Proposal is building and that shareholders deserve a transaction that offers full value for their shares.

Approximately 39% of InterOil shares voted at the Meeting supported the "Compensation Committee Charter Resolution", and over 31% of InterOil shares voted at the Meeting supported each of the other resolutions put forward by the Concerned InterOil Shareholders. In addition, over 35% of InterOil shares voted at the Meeting opposed management's "New Plan Resolution," which gives the Board the ability to grant new stock-based compensation.

"We thank our fellow shareholders for their extraordinary level of support. It is clear to us that a substantial number of institutional and individual shareholders share our frustration and dissatisfaction with the Board. We are also gratified by the response of our fellow InterOil shareholders to our recently released presentation, and by the wave of opposition that continues to build against the potential multi-billion shortfall in value represented by the Oil Search/TOTAL Proposal. The results of the Meeting demonstrate to us that the Board must heed the many voices of shareholders demanding a better deal," said Mr. Mulacek.

Please review the Concerned InterOil Shareholders' presentation, available at www.ConcernedInterOilShareholders.com.

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.

Information Contact:

For additional information on this press release please contact the Concerned InterOil Shareholders at +1 (832) 510-7028, or by email at info@concernedinteroilshareholders.com

Shareholder Contact:

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 info@evolutionproxy.com

Media Contact:

Bayfield Strategy, Inc.
Riyaz Lalani
+1 (416) 907-9365
rlalani@bayfieldstrategy.com

SOURCE Petroleum Independent & Exploration, LLC

SINGAPORE and PORT MORESBY, Papua New Guinea, June 14, 2016 /PRNewswire/ -- InterOil Corporation (NYSE: IOC; POMSoX: IOC) today announced that shareholders have overwhelmingly voted to re-elect all eight of InterOil's director nominees and rejected all of the dissident resolutions proposed by Phil Mulacek and certain of his associates at InterOil's Annual and Special Meeting of Shareholders (the "Meeting") held today. Each InterOil director nominee received at least 72% of the votes submitted at the Meeting or by proxy.   

Commenting on the results, InterOil issued the following statement:

We appreciate the strong support that we have received from our shareholders throughout this process. The results of the Meeting underscore the recognition by our shareholders of the steps our Board and management team have taken to transform InterOil.

Approximately 70% of the outstanding InterOil common shares were represented at the Meeting. In addition to the election of the Corporation's nominees as directors, each of the other proposals presented by the Corporation at the Meeting was approved by shareholders, including the appointment of auditors, approval of a new incentive plan and the denial of Mulacek's expense reimbursement. The final tabulation for the voting results is presented below, including shares voted at the Meeting or by proxy.

The finalized election results will be filed on SEDAR and with the U.S. Securities and Exchange Commission.  

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000sqkm. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

Investor Contacts

Media Contacts

Forward Looking Statements

This release includes "forward-looking statements". All statements, other than statements of historical facts, included in this release are forward-looking statements. These statements are based on the current belief of InterOil, as well as assumptions made by, and information currently available to InterOil. No assurances can be given however, that these events will occur. Actual results could differ, and the difference may be material and adverse to the combined company and its shareholders. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of InterOil, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include in particular information and statements relating to InterOil's agreement with Oil Search and the ability to realize the anticipated benefits and the other risk factors discussed in InterOil's publicly available filings, including but not limited to those in InterOil's annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws.

SOURCE InterOil Corporation

SINGAPORE and PORT MORESBY, Papua New Guinea, June 13, 2016 /PRNewswire/ -- InterOil Corporation (NYSE: IOC; POMSoX: IOC) has scheduled a Special Meeting to be held on July 28, 2016 for holders of common shares, options and restricted share units (collectively, "Securityholders") to consider the previously announced Oil Search transaction. Shareholders of record as of June 20, 2016 will be entitled to vote at the Special Meeting. 

This meeting is separate from the Special and Annual Meeting of Shareholders, which is scheduled for June 14, 2016. 

Additional information about the transaction will be provided to all InterOil Securityholders in a Management Information Circular, which will be filed on SEDAR and mailed to Securityholders in due course. The process relating to the Special Meeting is subject to receipt of an interim order of the Supreme Court of Yukon.

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000sqkm. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

Investor Contacts

Media Contacts

Forward Looking Statements

This release includes "forward-looking statements". All statements, other than statements of historical facts, included in this release are forward-looking statements.  Such forward-looking statements may include, without limitation, statements regarding the holding of the Special Meeting and the mailing of Management Information Circular. These statements are based on the current belief of InterOil, as well as assumptions made by, and information currently available to InterOil. No assurances can be given however, that these events will occur. Actual results could differ, and the difference may be material and adverse to the combined company and its shareholders. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of InterOil, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include in particular information and statements relating to InterOil's agreement with Oil Search, the receipt of an interim order with respect to the Special Meeting and the other risk factors discussed in InterOil's publicly available filings, including but not limited to those in InterOil's annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws.

SOURCE InterOil Corporation

SINGAPORE and PORT MORESBY, Papua New Guinea, June 9, 2016 /PRNewswire/ --

• Court Rejects Dissident's Attempt to Delay Shareholder Meeting
• InterOil Reminds Shareholders to Vote the WHITE Proxy As Recommended by the Board
• To Make Your Vote Count It Must Be Received by 8:00 PM EDT on June 10, 2016

InterOil Corporation (NYSE: IOC; POMSoX: IOC) today announced that, at a hearing held today, the Supreme Court of Yukon rejected Phil Mulacek's attempt to delay the Corporation's Annual and Special Meeting of Shareholders (the "Meeting"), finding there was no basis on which to interfere with the Board of Director's judgement to proceed with the Meeting. As a result, the Meeting will proceed as scheduled, for June 14, 2016. 

Time is short and shareholders are encouraged to vote the WHITE proxy today:

• To be counted, all proxies must be received by 8:00PM EDT on June 10, 2016
• Vote online at: www.proxyvote.com
• Vote by calling Broadridge at: 800-454-8683 (US) | 1-800-474-7493 (Canada)
• For assistance, contact Mackenzie Partners, Inc. at U.S. (800) 322-2885 and internationally +1 (212) 929-5500, or iocproxy@mackenziepartners.com
• Additional information is available at www.interoil.com/agm2016

InterOil encourages shareholders to vote the WHITE proxy as recommended by the Board FOR all of InterOil's highly qualified director nominees and to reject Mulacek's resolutions and hand-picked and unqualified nominees.

InterOil's director nominees are proven leaders that have taken decisive action to address the challenges created by Mr. Mulacek prior to his departure from the Corporation and create value for shareholders. The Board has enabled InterOil to enter the compelling transaction with Oil Search Limited, which your Board believes will deliver significant value to all InterOil shareholders.

In contrast, Mr. Mulacek is pursuing a self-serving agenda to take control of InterOil's Board and its future through its requisitioned resolutions and by nominating his employees and associates for election to the Corporation's Board. Mr. Mulacek has articulated no strategy for InterOil and his interests conflict with those of InterOil and its shareholders. The Board has thoroughly reviewed Mulacek's resolutions and his nominees and determined that they are not in the best interest of InterOil or its shareholders.

InterOil urges shareholders to discard any proxy sent to them by Mulacek. Even if shareholders have previously voted on the blue proxy, they may change their vote by submitting a later-dated WHITE proxy or following the instructions on their proxy. Only the last-dated proxy will count.

If you have any questions, require assistance with
voting your WHITE
proxy card or need additional copies of the proxy materials, please contact:

MACKENZIE
PARTNERS, INC.

105 Madison Avenue
New York, NY 10016

iocproxy@mackenziepartners.com 

(212) 929-5500 (Call Collect)
Or
TOLL-FREE (800) 322-2885

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000sqkm. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

Investor Contacts

Media Contacts

Forward Looking Statements

This release includes "forward-looking statements". All statements, other than statements of historical facts, included in this release are forward-looking statements. These statements are based on the current belief of InterOil, as well as assumptions made by, and information currently available to InterOil. No assurances can be given however, that these events will occur. Actual results could differ, and the difference may be material and adverse to the combined company and its shareholders. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the InterOil, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include in particular information and statements relating to InterOil's agreement with Oil Search and the ability to realize the anticipated benefits and the other risk factors discussed in InterOil's publicly available filings, including but not limited to those in InterOil's annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws.

SOURCE InterOil Corporation

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 info@evolutionproxy.com.

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.

Information Contact:

For additional information on this press release please contact the Concerned InterOil Shareholders at +1 (832) 510-7028, or by email at info@concernedinteroilshareholders.com

Shareholder Contact:

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 info@evolutionproxy.com

Media Contact:

Bayfield Strategy, Inc.
Riyaz Lalani
+1 (416) 907-9365
rlalani@bayfieldstrategy.com

SOURCE Petroleum Independent & Exploration, LLC

HOUSTON, June 3, 2016 /PRNewswire/ -- 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 the Supreme Court of Yukon has agreed to hear argument on an expedited basis on whether to postpone the annual and special meeting of InterOil shareholders, currently scheduled for June 14, 2016 (the "Meeting"), until InterOil shareholders have had an opportunity to consider and vote on the proposed bid by Oil Search Limited (ASX:OSH), supported by a back-in from TOTAL, S.A. ("TOTAL"), for all of the outstanding shares of InterOil (the "Oil Search Transaction"). 

According to Mr. Mulacek, on May 31, 2016, the Concerned InterOil Shareholders wrote to InterOil to request the Company to postpone the Meeting, but InterOil has not responded to the request or publicly announced that it had been made.  "We commenced this action because we are very concerned that shareholders are being asked to vote on Board nominees at the Meeting without having the benefit of full disclosure regarding the details about the Oil Search Transaction," Mr. Mulacek said.  "Because the Meeting will be held in just 11 days, we asked the court to make a special ruling to hear the matter sooner than normal.  Although InterOil opposed our request, the court agreed to hear argument next Thursday, June 9, 2016, before the Meeting," Mr. Mulacek continued.  If the court rules in Mr. Mulacek's favor, the Meeting may be postponed to a date after June 14, 2016.

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.

Information Contact:

For additional information on this press release please contact the Concerned InterOil Shareholders at +1 (832) 510-7028, or by email at info@concernedinteroilshareholders.com

Shareholder Contact:

For assistance in voting your proxy, please contact 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 info@evolutionproxy.com

Media Contact:

Bayfield Strategy, Inc.
Riyaz Lalani
+1 (416) 907-9365
rlalani@bayfieldstrategy.com

SOURCE Petroleum Independent & Exploration, LLC

SINGAPORE and PORT MORESBY, Papua New Guinea, June 3, 2016 /PRNewswire/ -- InterOil Corporation (NYSE: IOC; POMSoX: IOC) today announced that leading independent proxy advisory firm Glass Lewis & Co. ("Glass Lewis") has joined Institutional Shareholder Services (ISS) and Egan Jones Proxy Services ("Egan Jones") in recommending that InterOil shareholders vote "FOR" InterOil's director nominees by voting on the WHITE proxy card at the Corporation's Annual and Special Meeting of Shareholders (the "Meeting") to be held on June 14, 2016.

In supporting InterOil's current Board, Glass Lewis recommended shareholders reject Mulacek's dissident resolutions and director nominees given that Mulacek:

"[F]ailed to make a convincing case that change to the composition of the board is warranted at this time, including failing to provide sufficient evidence of mismanagement and failing to offer a credible plan to improve performance."[1]

Additionally, in its June 1, 2016 report, Glass Lewis stated:

• Furthermore, we find that the Management Nominees have significant relevant experience and qualifications to oversee the Company and are generally more qualified to serve on the board than the Dissident [Mulacek] Nominees, in our view.
• We also believe the recently announced transaction with Oil Search is generally attractive for InterOil shareholders and we are concerned the Dissident would seek to interfere with the terms of this transaction in a manner that may place it at risk.
• In conclusion, we do not believe the Dissident has made a compelling case that change to the composition of the board is necessary or in the best interests of all shareholders at this time.

In recommending that shareholders vote with the InterOil Board, Glass Lewis described some of Mulacek's arguments as "somewhat dubious" and his resolutions as "overly restrictive" and "strict and inflexible".

Commenting on the Glass Lewis report, InterOil said:

"The unanimous recommendations from ALL THREE proxy advisory firms to vote on the WHITE proxy FOR ALL of InterOil's highly qualified director nominees underscores our belief that we have the right Board in place, with the right mix of experience and expertise, to further the interests of all InterOil shareholders.

"Glass Lewis - along with ISS and Egan Jones - recognizes that since Mr. Mulacek's departure from the Corporation, the Board and management team have transformed InterOil by taking decisive action to monetize the value of the Corporation's assets, including through executing favorable transactions.

"We strongly urge shareholders to follow the recommendations of Glass Lewis and the other leading proxy advisory firms and protect the value of their investment by voting today on the WHITE proxy as recommended by the Board and to reject Mulacek's agenda and to discard any proxy materials they may receive from Mulacek."

InterOil shareholders of record at the close of business on April 25, 2016 are entitled to vote at the Meeting. All proxies must be received before 8:00 PM ET on June 10, 2016.  Shareholders who have voted on the blue proxy and wish to change their vote may do so by submitting a later-dated WHITE proxy or following the instructions on their proxy card.

For more information, please visit the special Annual Meeting section of the Corporation's website at www.interoil.com/agm2016.

About InterOil

InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000sqkm. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

Investor Contacts

Media Contacts

Forward Looking Statements

This release includes "forward-looking statements". All statements, other than statements of historical facts, included in this release are forward-looking statements. These statements are based on the current belief of InterOil, as well as assumptions made by, and information currently available to InterOil. No assurances can be given however, that these events will occur. Actual results could differ, and the difference may be material and adverse to the combined company and its shareholders. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of InterOil, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include in particular information and statements relating to InterOil's agreement with Oil Search and the ability to realize the anticipated benefits and the other risk factors discussed in InterOil's publicly available filings, including but not limited to those in InterOil's annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws.

SOURCE InterOil Corporation

SINGAPORE and PORT MORESBY, Papua New Guinea, June 1, 2016 /PRNewswire/ -- InterOil Corporation (NYSE: IOC; POMSoX: IOC) has mailed a letter to shareholders urging shareholders to vote for its highly qualified nominees on the WHITE proxy in connection with the Corporation's upcoming Annual and Special Meeting of Shareholders (the "Meeting") to be held on June 14, 2016. InterOil shareholders of record at the close of business on April 25, 2016 are entitled to vote at the Meeting. All proxies must be received before 8:00 PM ET on June 10, 2016.

The letter and other materials regarding the Board of Directors' recommendation for the Meeting are available online at www.interoil.com/agm2016, www.sedar.com and www.sec.gov.

The Board urges shareholders to reject the dissident agenda by voting today on the WHITE proxy as recommended by the Board.

The full text of the letter follows:

Dear InterOil Shareholders,

Time is short and we are reaching out to make sure your voice is heard at InterOil's Annual and Special Meeting of Shareholders (the "Meeting") on June 14, 2016.  Your vote is important and we urge you to return your proxy by 8:00PM ET on June 10, 2016 to ensure that your vote is counted. 

Leading proxy advisory firm Institutional Shareholder Services (ISS) agrees that InterOil shareholders should vote "FOR" ALL of InterOil's director nominees by voting on the WHITE card and reject Mulacek's dissident resolutions and director nominees. In making its recommendation, ISS concluded that Mr. Mulacek has failed to make a compelling case for change and his resolutions and nominees are not in the best interests of shareholders.

We encourage you to follow the recommendation of this leading independent proxy advisory firm when making your decision and urge you to vote the WHITE proxy FOR InterOil's highly qualified director nominees and to reject Mulacek's resolutions and his hand-picked and unqualified nominees.

A vote on the WHITE proxy as recommended by your Board is a vote "FOR":

• Your Board's nominees, who are highly-qualified, proven leaders that are taking actions that they believe are in the best interests of InterOil and all of its shareholders.
• Your Board's track record of executing a strategy to address the challenges Mr. Mulacek created before he left InterOil in 2013.
• Your Board and management team that orchestrated InterOil's compelling transaction with Oil Search Limited ("Oil Search"), which your Board believes will deliver significant value to all InterOil shareholders.

As a result of the efforts by your Board and management team, InterOil shareholders are poised to realize the potential benefits of InterOil's transaction with Oil Search.  

DO NOT BE FOOLED: MULACEK IS PURSUING A SELF-SERVING AGENDA WHICH WE BELIEVE DOES NOT BENEFIT ALL SHAREHOLDERS

We believe that Mr. Mulacek is focused on advancing his agenda to take control of InterOil's Board and its future, at the expense of all other InterOil shareholders. To achieve that agenda, Mr. Mulacek has requisitioned resolutions to reduce the size of the Board and has nominated his direct employees and associates, who are inexperienced, unqualified and beholden to Mr. Mulacek. 

The facts are clear:

x Mr. Mulacek has articulated no strategy for InterOil; 
x Mr. Mulacek has a track record of litigation that damaged InterOil's reputation and threatened the Corporation;  
x Mr. Mulacek has material conflicts of interest; and
x The Mulacek nominees are not independent of Mr. Mulacek and are simply not qualified.

Your Board has thoroughly reviewed Mulacek's resolutions and his nominees and determined that they are not in the best interest of InterOil or its shareholders. Reject the Mulacek agenda by discarding any proxy materials you may receive from Mulacek in the mail. 

PROTECT YOUR INVESTMENT IN INTEROIL

TIME IS RUNNING OUT: VOTE THE WHITE PROXY TODAY!

Shareholders who have previously voted on the blue proxy and wish to change their vote may do so by submitting a later-dated WHITE proxy or following the instructions on their proxy card.

Vote TODAY online, by telephone or by signing and dating the enclosed WHITE proxy and returning it in the enclosed postage-paid envelope by 8:00PM ET on June 10, 2016. 

On behalf of your Board and the management, thank you for your continued support.

Sincerely,

About InterOil
InterOil Corporation is an independent oil and gas business with a sole focus on Papua New Guinea. InterOil's assets include one of Asia's largest undeveloped gas fields, Elk-Antelope, in the Gulf Province, and exploration licenses covering about 16,000sqkm. Its main offices are in Singapore and Port Moresby. InterOil is listed on the New York and Port Moresby stock exchanges.

Investor Contacts

Media Contacts

Forward Looking Statements
This release includes "forward-looking statements". All statements, other than statements of historical facts, included in this release are forward-looking statements. These statements are based on the current belief of InterOil, as well as assumptions made by, and information currently available to InterOil. No assurances can be given however, that these events will occur. Actual results could differ, and the difference may be material and adverse to the combined company and its shareholders. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of InterOil, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include in particular information and statements relating to InterOil's agreement with Oil Search and the ability to realize the anticipated benefits and the other risk factors discussed in InterOil's publicly available filings, including but not limited to those in InterOil's annual report for the year ended December 31, 2015 on Form 40-F and its Annual Information Form for the year ended December 31, 2015. InterOil disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws.

If you have any questions, require assistance with
voting your WHITE
proxy card or need additional copies of the proxy materials, please contact:

MACKENZIE
PARTNERS, INC.

105 Madison Avenue
New York, NY 10016

iocproxy@mackenziepartners.com 

(212) 929-5500 (Call Collect)
Or

TOLL-FREE (800) 322-2885

SOURCE InterOil Corporation

HOUSTON, May 31, 2016 /PRNewswire/ -- 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 Mr. Mulacek has commenced a proceeding in the Supreme Court of Yukon to postpone the annual and special meeting of InterOil shareholders, currently scheduled for June 14, 2016 (the "Meeting"), until InterOil shareholders have had an opportunity to consider and vote on the proposed bid by Oil Search Limited, supported by a back-in from TOTAL, S.A. ("TOTAL"), for all of the outstanding shares of InterOil (the "Oil Search Transaction"). 

"The Oil Search Transaction was announced on May 20, 2016, just weeks before the Meeting, at which the current board of directors (the "Board") is up for re-election. We are very concerned that shareholders are being asked to vote on Board nominees without having the benefit of full disclosure regarding the details about the Oil Search Transaction. The InterOil Board has repeatedly cited the purported benefits of the Oil Search Transaction to InterOil shareholders as a reason to support re-election of the current Board members. However, according to the arrangement agreement for the Oil Search Transaction, the proxy circular in connection with the special meeting of shareholders to approve the plan of arrangement is required to be mailed only by June 30, 2016, two weeks after the Meeting is to be held. Shareholders are entitled to review the full details contained within the arrangement proxy circular to make informed decisions about both the Oil Search Transaction and election of InterOil's Board," said Mr. Mulacek.

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.

Information Contact:

For additional information on this press release please contact the Concerned InterOil Shareholders at +1 (832) 510-7028, or by email at info@concernedinteroilshareholders.com

Shareholder Contact:

For assistance in voting your proxy, please contact 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 info@evolutionproxy.com

Media Contact:

Bayfield Strategy, Inc.
Riyaz Lalani
+1 (416) 907-9365
rlalani@bayfieldstrategy.com 

SOURCE Petroleum Independent & Exploration, LLC

SINGAPORE and PORT MORESBY, Papua New Guinea, May 31, 2016 /PRNewswire/ --

• ISS recognizes strength of the Board and success in transforming InterOil
• ISS believes Mulacek has not made compelling case for change
• ISS recommends voting against all six of the dissident resolutions

InterOil Corporation (NYSE: IOC; POMSoX: IOC) today announced that Institutional Shareholder Services (ISS), a leading independent proxy advisory firm, has recommended that InterOil shareholders vote "FOR" ALL of InterOil's director nominees by voting on the WHITE proxy card at the Corporation's Annual and Special Meeting of Shareholders (the "Meeting") to be held on June 14, 2016.

In supporting InterOil's current Board, ISS recommended shareholders reject Mulacek's dissident resolutions and director nominees based on Mulacek's failure to make a compelling case for change.

In its May 27, 2016 report, ISS stated[1]:

• On balance, the dissident has not made a compelling case for change, and a vote FOR all management nominees is warranted.
• Given that the dissident Mulacek is seeking majority control of the board, the dissident has not disclosed a detailed business plan that describes how the change in control of the company will be effected and the identification of a qualified and credible new management team.
• Putting the dissident nominees on the board may complicate the Oil Search acquisition approval process, which may not be in the best interest of other shareholders.
• The dissident has not provided an alternative proposal which is seen to be superior to the acquisition of the Corporation by Oil Search Ltd.

Further, in recommending that shareholders vote with the InterOil board, ISS described some of the Mulacek resolutions as "overly prescriptive" or "redundant."

In commenting on the ISS report, InterOil said:

"We are pleased that ISS supports the election of ALL of InterOil's highly qualified and experienced director nominees, and has concluded that Mr. Mulacek's resolutions are not in the best interests of shareholders and that no change to InterOil's Board or governing charters is warranted.

"We believe ISS recognizes that InterOil's turnaround since Mr. Mulacek's departure has delivered results for shareholders and that Mr. Mulacek has failed to make a compelling case for change.

"InterOil's nominees are highly qualified leaders with the right skills, capabilities and experience to steward InterOil and create value. Our nominees have taken decisive actions that have enabled InterOil to enter into a premium transaction with Oil Search Limited (ASX: OSH, POMSoX: OSH). 

"The ISS recommendations reinforce our belief that InterOil has the right Board to further the interests of all InterOil shareholders.

"We strongly urge InterOil shareholders to follow the ISS recommendations and protect the value of their investment by voting today on the WHITE proxy as recommended by the Board. We also urge shareholders to reject the Mulacek agenda and to discard any proxy materials they may receive from Mulacek."

InterOil shareholders of record at the close of business on April 25, 2016 are entitled to vote at the Meeting. All proxies must be received before 8:00 PM ET on June 10, 2016.  Shareholders who have voted on the blue proxy and wish to change their vote may do so by submitting a later-dated WHITE proxy or following the instructions on their proxy card.

For more information, please visit the special Annual Meeting section of the Corporation's website at www.interoil.com/agm2016.