If you are not aware, should the Exxon deal win approval on the September 21 vote, there is an important step that must be undertaken by each individual shareholder for each separate account in which IOC shares are held. This is the complettion of the Letter of Transmittal and, if desired, an accompanying IRS W-9 form.
The Letter of Transmittal and its instructions can be found as a PDF document on the IOC home page at: www.interoil.com [under Announcements on the right-hand side of the home page.]
You should download this form and read through the instructions. Basically, this is the form that authorizes IOC to take your IOC shares and for Exxon to issue you the new Exxon shares, plus a check (cash) for any fractional shares involved, and a CRP/EVR for eventual payment on the contingent certification appraisal next year.
The Letter of Transmittal is only to be used by registered shareholders. If your shares are held in the name of your broker, a custodian, a trust, or nominee, you will need to contact them to see what procedures you will need to follow to transmit (surrender) your shares should the deal pass next month.
There is no harm in sending this Letter of Transmittal now, UNLESS you wish to vote NO+Dissent. In that case, your shares will be surrendered as well, but may require a different form. You will need to check with both your legal advisor/broker and IOC to see what will need to be done in that case.
Should the deal not pass, the Letter of Transmittal becomes void.
To complete the form, you only need to fill in the share certificate # or the DRS Advice # (this is the Direct Registration System number for your shares that are registered directly with IOC--this number takes the place of the actual physical share certificate and allows for the easy transfer of the shares themselves). You should be able to obtain this number from your brokerage for each block of shares held in each person's name.
You will also need to fill in the EXACT name under which the shares are held, and the EXACT number of shares held in that person's name [on the 'effective date' of the deal, should it pass--if you will be trading any of the shares before then, do not fill out the Letter of Transmittal until you have set the exact number of shares that you will hold as of the effective date--around 9/27/16 or shortly thereafter, unless delayed for some reason.]
If you hold shares in different names, different accounts, or differing brokerages, you will need to complete separate Letters of Transmittal for each set of shares.[Note: Each Letter of Transmittal allows room for two different share holdings to be listed, but you should only use a single form if the name on the shares is exactly the same and if you wish to register the new Exxon shares, etc. in that same name.
You also need to complete the Registration and Delivery Instructions on Page 4 of the Transmittal Letter, which provides for how you would like the new Exxon shares, the check for any fractional shares, and the EVRs for the contingent rights to be registered [with Exxon and the Escrow agent for the contingent value rights] and delivered to you.
Additionally, you will need to complete the IRS W-9 form if you wish to avoid US income tax withholding on any of the fractional share or EVR payments. [As the EVR payments are expected to be capital gains, it is very likely that you will have taxes due on these proceeds for tax year 2017.]
Finally, the Letters of Transmittal should be sent by mail to:
Computershare Investor Services Inc.
Attention: Corporate Actions Inquiries
P.O. Box 7021
31 Adelaide St E
Toronto, ON M5C 3H2