-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, AKHGIs/yo5+BN+qTacow9sy1eb3ri6NlTTOK3XkUesoDhatPJJfGV0UENIkYSYHM MnoakeTEgTBJH00GRGOCtw== 0001144204-11-003857.txt : 20110125 0001144204-11-003857.hdr.sgml : 20110125 20110125105315 ACCESSION NUMBER: 0001144204-11-003857 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20110125 DATE AS OF CHANGE: 20110125 GROUP MEMBERS: CLARION FINANZ A.G. FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CIVELLI CARLO CENTRAL INDEX KEY: 0001011078 FILING VALUES: FORM TYPE: SC 13G/A SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: INTEROIL CORP CENTRAL INDEX KEY: 0001221715 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-80702 FILM NUMBER: 11545359 BUSINESS ADDRESS: STREET 1: 25025 I-45 NORTH STREET 2: SUITE 420 CITY: WOODLANDS STATE: TX ZIP: 77380 BUSINESS PHONE: 2812921800 MAIL ADDRESS: STREET 1: 25025 I-45 NORTH STREET 2: SUITE 420 CITY: THE WOODLANDS STATE: TX ZIP: 77380 SC 13G/A 1 v208807_sg13ga.htm Unassociated Document
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


SCHEDULE 13G
(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO § 240.13d-2(b)


(Amendment No. 3)*



Interoil Corporation
(Name of Issuer)



Common Shares
(Title of Class of Securities)



460951106
(CUSIP Number)



December 31, 2010
(Date of Event Which Requires Filing of this Statement)



Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o  Rule 13d-1(b)

o  Rule 13d-1(c)

x  Rule 13d-1(d)



*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

Page 1 of 7 Pages

SCHEDULE 13G – Amendment No. 3
 

CUSIP No.
460951106
  

 
1
NAMES OF REPORTING PERSONS
 
Clarion Finanz A.G.
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
 
(a)  o
(b)  o
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Switzerland
 
NUMBER OF
5
SOLE VOTING POWER:
 
2,486,913
SHARES
BENEFICIALLY
OWNED BY
6
SHARED VOTING POWER:
EACH REPORTING
PERSON
WITH:
7
SOLE DISPOSITIVE POWER:
 
2,486,913
 
8
SHARED DISPOSITIVE POWER:
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
 
2,486,913
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
 
*
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
 
5.3%1
12
TYPE OF REPORTING PERSON*
 
IA
*SEE INSTRUCTIONS BEFORE FILLING OUT
 

1 Based on 44,100,535 common shares outstanding as of September 30, 2010 plus an additional 2,799,950 common shares issued subsequent to the quarter end, as reported in the issuer’s Form 6-K filed on November 16, 2010.
 
Page 2 of 7 Pages
 
SCHEDULE 13G – Amendment No. 3
 


CUSIP No.
460951106
  
2 Based on 44,100,535 common shares outstanding as of September 30, 2010 plus an additional 2,799,950 common shares issued subsequent to the quarter end, as reported in the issuer’s Form 6-K filed on November 16, 2010.
 
Page 3 of 7 Pages
 
SCHEDULE 13G – Amendment No. 3

Item 1(a).
Name of Issuer:

Interoil Corporation

Item 1(b).
Address of Issuer’s Principal Executive Offices:
 
60-92 Cook Street
Portsmith, QLD 4870
Australia

Item 2(a).
Name of Person Filing:

 
Clarion Finanz A.G. of which Carlo Civelli is the controlling shareholder and chief executive officer.

Item 2(b).  
Address of Principal Business Office or, if None, Residence:
 
Clarion Finanz A.G.
Carlo Civelli
Gerbergasse 5
8001 Zurich Switzerland

Item 2(c).  
Citizenship:
 
Clarion Finanz A.G. is a Swiss corporation
Carlo Civelli is a Swiss citizen

Item 2(d).  
Title of Class of Securities:
 
Common Shares

Item 2(e).  
CUSIP Number:
 
460951106

Item 3.
If this statement is filed pursuant to Rule 13d-1(b) or Rule 13d-2(b) or (c), check whether the person filing is a:
 
  (a)  o  Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). 
  (b)  o  Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). 
 
(c)
o  Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
 
(d)
o  Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
 
(e)
o  An investment adviser in accordance with Rule 13d- 1(b)(1)(ii)(E);
 
(f)
o  An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
 
(g)
o  A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
 
(h)
o  A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
 
(i)
o  A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
 
(j)
o  Group, in accordance with Rule 13d-1(b)(1)(ii)(J).  If this statement is filed pursuant to Rule 13d-1(c), check this box. o.

Page 4 of 7 Pages
 
Item 4.
Ownership.
 
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a)           Amount beneficially owned:                                                                                                           2,486,913

(b)           Percent of class:                                                                                                           5.3%3

(c)           Number of shares as to which the person has:

(i)           Sole power to vote or to direct the vote                                                                                                2,486,913

(ii)           Shared power to vote or to direct the vote

(iii)          Sole power to dispose or to direct the disposition of                         2,486,913

(iv)          Shared power to dispose or to direct the disposition of
 
Item 5.
Ownership of Five Percent or Less of a Class:
 
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following:   [   ].
 
Item 6.
Ownership of More than Five Percent on Behalf of Another Person:
 
N/A

Item 7.
Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company:

N/A
 
Item 8.
Identification and Classification of Members of the Group:
 
N/A
 
Item 9.
Notice of Dissolution of Group:
 
N/A
3   Based on 44,100,535 common shares outstanding as of September 30, 2010 plus an additional 2,799,950 common shares issued subsequent to the quarter end, as reported in the issuer’s Form 6-K filed on November 16, 2010.
 
Page 5 of 7 Pages
 
Item 10.
Certifications.
 
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
 
Page 6 of 7 Pages
 
SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated:  January 24, 2011
 
 
  CLARION FINANZ A.G.  
     
       
 
By:
/s/ Carlo Civelli  
    Name: Carlo Civelli   
    Title: Chief Executive Officer  
       
 
     
 
/s/ Carlo Civelli  
  Carlo Civelli   
 
Page 7 of 7 Pages
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