0001144204-16-094206.txt : 20160414 0001144204-16-094206.hdr.sgml : 20160414 20160414060224 ACCESSION NUMBER: 0001144204-16-094206 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20160413 FILED AS OF DATE: 20160414 DATE AS OF CHANGE: 20160414 FILER: 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: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32179 FILM NUMBER: 161570352 BUSINESS ADDRESS: STREET 1: 163 PENANG ROAD STREET 2: #06-02 WINSLAND HOUSE II CITY: SINGAPORE STATE: U0 ZIP: 238463 BUSINESS PHONE: 2812921800 MAIL ADDRESS: STREET 1: 163 PENANG ROAD STREET 2: #06-02 WINSLAND HOUSE II CITY: SINGAPORE STATE: U0 ZIP: 238463 6-K 1 v436957_6k.htm FORM 6-K

 

SECURITIES AND EXCHANGE COMMISSION

 

WASHINGTON, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO

RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of April 2016

 

Commission File Number: 001-32179

 

INTEROIL CORPORATION

(Exact name of registrant as specified in its charter)

 

YUKON, CANADA

(Province or other jurisdiction of incorporation or organization)

 

163 PENANG ROAD

#06-02 WINSLAND HOUSE II

SINGAPORE 238463

(Address of principal executive offices)

 

Registrant’s telephone number, including area code: +65 6507-0222

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F ¨    Form 40-F þ

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨

 

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

 

Yes ¨    No þ

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):

 

 
 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  INTEROIL CORPORATION
     
  By: /s/ Michael Hession
    Michael Hession
    Chief Executive Officer
     
  Date: April 13, 2016

 

 

 

 EX-99.1 2 v436957_ex99-1.htm EXHIBIT 99.1
Exhibit 99.1   

InterOil Issues Statement Regarding Proceedings Commenced by Shareholder

SINGAPORE and PORT MORESBY, Papua New Guinea, April 13, 2016 /PRNewswire/ -- InterOil Corporation (NYSE: IOC) (POMSoX: IOC) today issued the following statement regarding the commencement of legal proceedings against the Company by a shareholder, Mr Phil Mulacek, seeking to call a Special Meeting of Shareholders on June 10, 2016, immediately before InterOil's Annual and Special General Meeting ("AGM") scheduled for June 14, 2016.

The InterOil Board of Directors and management team are fully committed to acting in the best interests of the Company and delivering enhanced value for all InterOil shareholders. In addition, InterOil values constructive communications with its shareholders and, accordingly, engaged with Mr Mulacek.

On April 8, 2016, members of InterOil's Board of Directors -- including the independent Chairman, Chris Finlayson -- met with Mr Mulacek. Following this meeting, InterOil invited Mr Mulacek and his representatives to discuss Mr Mulacek's proposals in order to reach agreement on resolutions that would then be voted on at the AGM scheduled for June 14, 2016.

InterOil views the commencement of legal proceedings in order to call for a Special Meeting of Shareholders separately from the AGM as an unnecessary use of corporate resources and shareholder time, especially as the special resolutions were already being considered as matters to be voted on at the AGM.

We are disappointed that Mr Mulacek has chosen to initiate legal proceedings against the company on this basis. As such, the Board will continue to attempt to engage Mr Mulacek in an effort to agree on special resolutions to be voted on at the AGM.

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. Well test results should be considered as preliminary and test results are not necessarily indicative of long term performance or of ultimate recovery. There is no assurance that reserves will be assigned to such fields. With undiscovered resources (including prospective resources), there is no certainty that any portion of the resources will be discovered. If discovered, there is no certainty that it will be commercially viable to produce any portion of the resources. Readers should refer to our Annual Information Form for additional information about and cautionary language regarding resources. The Estimates of the company's natural gas and condensate resources provided are estimates only and there is no guarantee that the estimated resources will be recovered. Actual natural gas and condensate resources may be greater or less than the estimates provided, and the difference may be material. These statements are based on our current beliefs as well as assumptions made by, and information currently available to, us. No assurances can be given 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 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, 2014 on Form 40-F and its Annual Information Form for the year ended December 31, 2014. 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. Investors are urged to consider closely the disclosure in the company's Form 40-F, available from us at www.interoil.com or from the SEC at www.sec.gov and its Annual Information Form available on SEDAR at www.sedar.com.



CONTACT: Investor Contacts: Singapore, Michael Lynn, Senior Vice President, Investor Relations, T: +65 6507 0222, E: michael.lynn@interoil.com ; Singapore, David Wu, Vice President, Investor Relations, T: +65 6507 0222, E: david.wu@interoil.com ; United States, James Golden / Aaron Palash, Joele Frank, Wilkinson Brimmer Katcher, T: +1 212 355 4449; Media Contact: Singapore, Ann Lee, Communications Specialist, T: +65 6507 0222, E: ann.lee@interoil.com