Tuesday, July 19, 2016
ExxonMobil has topped Oil Search’s bid for InterOil, offering $2.2 billion for the company that holds large natural gas reserves in Papua New Guinea. The move pits the US supermajor against French firm Total who is backing the Oil Search bid for InterOil. Oil Search has until July 21 to up the ante.
Upon receiving ExxonMobil’s unsolicited proposal InterOil’s board of directors, after consultation with its legal and financial advisors, determined that the ExxonMobil offer constitutes a “Superior Proposal,” as defined in InterOil’s arrangement agreement with Oil Search Limited 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.
There would also be 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.