MOSCOW (MRC) -- The founder and former chairman and chief executive of InterOil Corp. (InterOil), Phil Mulacek, said today that a three judge panel of the Court of Appeal for Yukon, Canada, has unanimously determined not to approve the proposed plan of arrangement by ExxonMobil Corp. (ExxonMobil) to acquire all of the shares of InterOil (Exxon Proposal), said Hydrocarbonprocessing.
In its decision handed down on Friday, November 4, 2016, the appeal Court overturned a ruling by the Yukon Supreme Court last month that had approved the Exxon Proposal. Unless the Supreme Court of Canada agrees to hear any appeal, the Exxon Proposal cannot be completed in its current form.
"In its ruling, the Court of Appeal agreed with us, and also with the earlier Supreme Court ruling, that the process undertaken by the InterOil Board in considering and recommending the Exxon Proposal demonstrated flawed corporate governance and inadequate disclosure," Mr. Mulacek said. Despite this finding, the Supreme Court concluded that the Exxon Proposal was fair and reasonable, largely based on an uninformed shareholder vote of approval at a recent shareholder meeting. "We argued to the Court of Appeal that these flaws seriously undermined both the shareholder approval and overall fairness of the Exxon Proposal, and the appeal Court agreed," Mr. Mulacek said.
"In view of InterOil's flawed process and lack of disclosure contained in a fairness opinion issued by investment banker and financial adviser Morgan Stanley and relied on by the InterOil Board in recommending the Exxon Proposal to shareholders, the Court of Appeal viewed the shareholder vote as uninformed and so could not be relied on by the Supreme Court as a basis to approve the Exxon Proposal," Mr. Mulacek said. The Court of Appeal found that InterOil did not establish that the Exxon Proposal was fair and reasonable to shareholders.
As MRC informed earlier, ExxonMobil is introducing low viscosity Vistamaxx performance polymers that can be used to maintain or improve cycle times of injection molded or extruded applications.
ExxonMobil is the largest non-government owned company in the energy industry and produces about 3% of the world's oil and about 2% of the world's energy.
MRC