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		<title><![CDATA[ShareholdersUnite Forums - InterOil Forum]]></title>
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		<pubDate>Sat, 18 Apr 2026 13:45:03 +0000</pubDate>
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			<title><![CDATA[News]]></title>
			<link>http://shareholdersunite.com/mybb/showthread.php?tid=12426</link>
			<pubDate>Tue, 07 May 2019 01:25:34 +0000</pubDate>
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			<description><![CDATA[<span style="font-size: medium;" class="mycode_size">A former prime minister of Papua New Guinea has claimed that a technical study prepared for the government has raised doubt over the quality of a Papuan Basin gas and liquids discovery that has so far lured &#36;4.5 billion of acquisition investment by Total, Oil Search and Exxon.</span><br />
<span style="font-size: medium;" class="mycode_size">Sir Mekere Mourata said on Friday that a study “available” within the PNG Department of Petroleum says the Elk-Antelope gas and condensate discovery that has lured investment by two super majors and the Australian-listed Oil Search could prove a marginal and excessively risky investment for the state.</span><br />
<span style="font-size: medium;" class="mycode_size">The study that has fired up Sir Mekere was written by a consultancy called Sarkal Energy and it was delivered on December 31. According to the widely respected former PM, the review reveals “five major problems” at Elk-Antelope. The most profound of them is the claim that there is less recoverable gas than had been stated in past communications with the government and that the gas is of poorer quality than assumed.</span><br />
<span style="font-size: medium;" class="mycode_size">“The report suggests that progress on the project should cease until a detailed independent assessment of the Elk-Antelope field is carried out,” Sir Mekere said in the latest of a recent flood of his bellicose “public statements”.</span><br />
<span style="font-size: medium;" class="mycode_size">“It says the financial risk to Papua New Guinea is too high not to conduct such an inquiry. If the project fails, according to the report, the cost to PNG could be up to K20 billion (&#36;8.5 billion),” Sir Mekere advised.</span><br />
<span style="font-size: medium;" class="mycode_size">Given the wild political times being lived in PNG and Sir Mekere’s standing as an MP opposed to the present leadership, these are claims that need testing. So, naturally, we asked Oil Search people to respond. They did not.</span><br />
<br />
<br />
<span style="font-weight: bold;" class="mycode_b"><span style="font-size: x-large;" class="mycode_size">Not every expert's view</span></span><br />
<span style="font-size: medium;" class="mycode_size">Certainly though, it needs to be noted that this gloomy view of Elk-Antelope’s prospectivity stands in violent contrast to those of two rather better-known independent experts and of the usually equally informed internal technicians at Oil Search.</span><br />
<span style="font-size: medium;" class="mycode_size">And the idea that gas majors both super and regional that are steering a &#36;16 billion growth story might have so thoroughly and consistently overlooked the potential that recoveries at Elk-Antelope will be sub-standard is, frankly, a little hard to accept.</span><br />
<span style="font-size: medium;" class="mycode_size">Separate assessments of Elk-Antelope in 2016 by sector-leading independent experts Netherland Sewell & Associates and Gaffney, Cline & Associates certified the fields’ contingent resources at 6.1 trillion cubic feet (tcf) and 6.9 tcf respectively. And Oil Search’s internal reserve modelling puts the gross resource near 6.45 tcf.</span><br />
<span style="font-size: medium;" class="mycode_size">While that is not quite the potential that was marketed by the discoverer of the novel Elk-Antelope play, a Singapore listing called InterOil, it is certainly enough to justify its acquisition by Exxon for &#36;US2.5 billion in 2017.</span><br />
<span style="font-size: medium;" class="mycode_size">To secure that deal Exxon had to fight off Oil Search, which bid for InterOil after earlier acquiring a 22.84 per cent slice of the Elk-Antelope concessions. That 2014 deal cost &#36;900 million. And it was funded from the proceeds of the &#36;1.24 billion that was raised in delivering a 10 per cent stake in Oil Search to the PNG government.</span><br />
<span style="font-size: medium;" class="mycode_size">PNG funded its recovery of a 10 per cent stake in Oil Search through a debt raising led by UBS that has been the subject of domestic and regional controversy pretty much ever since.</span><br />
<span style="font-size: medium;" class="mycode_size">As <span style="font-style: italic;" class="mycode_i">The Australian Financial Review</span> reported back in 2014, the then treasurer, Don Polye, lost his job after objecting to the debt raising on the grounds that it was unconstitutional and a breach of budget debt law.</span><br />
<span style="font-size: medium;" class="mycode_size">In March the <span style="font-style: italic;" class="mycode_i">Financial Review</span> reported that Swiss authorities were investigating the circumstances of the UBS loan to assess whether it breached local regulations.</span><br />
<br />
<span style="font-weight: bold;" class="mycode_b"><span style="font-size: x-large;" class="mycode_size">Gas heats O'Neill dissent</span></span><br />
<span style="font-size: medium;" class="mycode_size">PNG’s Prime Minister back in 2014 was Peter O’Neill. And, for the moment at least, the hardest man of PNG politics still has that job. O’Neill has successfully stared down frequent challenges over recent years, but this week his grip on power seems as vulnerable as at any point since his rise to the top in 2011.</span><br />
<span style="font-size: medium;" class="mycode_size">One of the trigger points for a threatened no-confidence motion against O’Neill is the April 5 agreement the government signed with the proponents of &#36;16 billion worth of expansions to PNG’s most successful resources developments, the PNG LNG project.</span><br />
<span style="font-size: medium;" class="mycode_size">This is an expansion of two parts that involves adding three new liquid natural gas trains to the two that began their campaign back in 2014. One of those new trains will be fed by gas provided by the current joint venturers. The other two are supposed to be filled by gas from the Total-led Papua New Guinea joint venture, which will draw its gas from Elk-Antelope.</span><br />
<span style="font-size: medium;" class="mycode_size">High among the issues of contest triggered by the April agreement is that it appears to preclude the usual free-carry arrangements that are offered to host governments of small nations that own equity in capital-heavy resources projects.</span><br />
<span style="font-size: medium;" class="mycode_size">It seems, instead, that the agreement assumes that the state will borrow from the other joint venturers whatever funds are necessary to cover its 22.5 per cent equity participation in the expansion.</span><br />
<span style="font-size: medium;" class="mycode_size">This prospect has created anxiety in some corners of government not least because there is no indication as to the potential interest rate on the lending nor, indeed, what appetite there may be among the partners to offer funding.</span><br />
<span style="font-size: medium;" class="mycode_size">There is concern, too, that marketing rights for the entirety of PNG equity share of the expansion gas has been passed to Total, which is the major owner and operator of the Elk-Antelope play.</span><br />
<span style="font-size: medium;" class="mycode_size">Through successive public statements of complaint about the content and processes of the April agreement, Sir Mekere has made particular complaint about the way the expansion gas project is to be taxed.</span><br />
<span style="font-size: medium;" class="mycode_size">The expansion trains have been deemed a gas project. They attract a 30 per cent tax take in PNG. But the project will produce maybe 92 million barrels of condensate. It is light oil. Sir Mekere reckons this is extracted through a separate process and it should be taxed at the same 45-50 per cent rates that were demanded of the Kutubu oil development.</span><br />
<span style="font-size: medium;" class="mycode_size">Analysis of the gas agreement seen by the <span style="font-style: italic;" class="mycode_i">Financial Review</span> claims that this missed condensate income, along with a fleet of exemptions from goods and services taxes, could cost the PNG exchequer &#36;US20 billion-&#36;US30 billion over the life of the project. The same analysis values exemptions from dividend and interest withholding tax at upwards of &#36;US15 billion.</span><br />
<span style="font-size: medium;" class="mycode_size">“On most of the country’s standard fiscal terms we have exempted the developers of the two important projects, the PNG LNG and Papua LNG,” the analysis complains.</span><br />
<span style="font-size: medium;" class="mycode_size">“The critical issue is will a project of such magnitude and size ever be developed in the country again where PNG will have chance to negotiate better deals for the country?</span><br />
<span style="font-size: medium;" class="mycode_size">“The gas resources we have discovered left for future development account for smaller volumes if each discovery is to be developed along like the case of Papua LNG.”</span><br />
<span style="font-weight: bold;" class="mycode_b"><span style="font-size: x-large;" class="mycode_size">Total go slow?</span></span><br />
<span style="font-size: medium;" class="mycode_size">Now, separate to that, we understand there is growing frustration at the lack of urgency of Total’s efforts to procure development approval for Elk-Antelope.</span><br />
<span style="font-size: medium;" class="mycode_size">An internal petroleum ministry briefing note written as recently as March 27 complains that the documentation so far presented by Total lacks the “technical detail that the department requires in order to make a decision” on the application for a development licence.</span><br />
<span style="font-size: medium;" class="mycode_size">The note, which was written by the acting secretary of the department, Lohial Nuau, made its way into the public arena via Facebook.</span><br />
<span style="font-size: medium;" class="mycode_size">“Based on the fact that none of the required documents have been submitted and the Department of Petroleum has no ability to verify any of the important economic parameters provided by Total in the economic analysis,” Nuau wrote.</span><br />
<span style="font-size: medium;" class="mycode_size">The point about the complaint is that the department was being asked to make assessment of the terms of the landmark PNG LNG-Papua LNG gas agreement.</span><br />
<span style="font-size: medium;" class="mycode_size">The acting secretary noted that the want of Total’s development application and its supporting technical data made it difficult for the department to make informed input to the landmark gas agreement. The agreement was signed just nine days after Nuau’s briefing note was written.</span><br />
<span style="font-size: medium;" class="mycode_size">Would it be too cynical to imagine that, with the PNG LNG-Papua LNG agreement now a done deal, Total’s deeply informed application will now land with a thump with the acting secretary?</span>]]></description>
			<content:encoded><![CDATA[<span style="font-size: medium;" class="mycode_size">A former prime minister of Papua New Guinea has claimed that a technical study prepared for the government has raised doubt over the quality of a Papuan Basin gas and liquids discovery that has so far lured &#36;4.5 billion of acquisition investment by Total, Oil Search and Exxon.</span><br />
<span style="font-size: medium;" class="mycode_size">Sir Mekere Mourata said on Friday that a study “available” within the PNG Department of Petroleum says the Elk-Antelope gas and condensate discovery that has lured investment by two super majors and the Australian-listed Oil Search could prove a marginal and excessively risky investment for the state.</span><br />
<span style="font-size: medium;" class="mycode_size">The study that has fired up Sir Mekere was written by a consultancy called Sarkal Energy and it was delivered on December 31. According to the widely respected former PM, the review reveals “five major problems” at Elk-Antelope. The most profound of them is the claim that there is less recoverable gas than had been stated in past communications with the government and that the gas is of poorer quality than assumed.</span><br />
<span style="font-size: medium;" class="mycode_size">“The report suggests that progress on the project should cease until a detailed independent assessment of the Elk-Antelope field is carried out,” Sir Mekere said in the latest of a recent flood of his bellicose “public statements”.</span><br />
<span style="font-size: medium;" class="mycode_size">“It says the financial risk to Papua New Guinea is too high not to conduct such an inquiry. If the project fails, according to the report, the cost to PNG could be up to K20 billion (&#36;8.5 billion),” Sir Mekere advised.</span><br />
<span style="font-size: medium;" class="mycode_size">Given the wild political times being lived in PNG and Sir Mekere’s standing as an MP opposed to the present leadership, these are claims that need testing. So, naturally, we asked Oil Search people to respond. They did not.</span><br />
<br />
<br />
<span style="font-weight: bold;" class="mycode_b"><span style="font-size: x-large;" class="mycode_size">Not every expert's view</span></span><br />
<span style="font-size: medium;" class="mycode_size">Certainly though, it needs to be noted that this gloomy view of Elk-Antelope’s prospectivity stands in violent contrast to those of two rather better-known independent experts and of the usually equally informed internal technicians at Oil Search.</span><br />
<span style="font-size: medium;" class="mycode_size">And the idea that gas majors both super and regional that are steering a &#36;16 billion growth story might have so thoroughly and consistently overlooked the potential that recoveries at Elk-Antelope will be sub-standard is, frankly, a little hard to accept.</span><br />
<span style="font-size: medium;" class="mycode_size">Separate assessments of Elk-Antelope in 2016 by sector-leading independent experts Netherland Sewell & Associates and Gaffney, Cline & Associates certified the fields’ contingent resources at 6.1 trillion cubic feet (tcf) and 6.9 tcf respectively. And Oil Search’s internal reserve modelling puts the gross resource near 6.45 tcf.</span><br />
<span style="font-size: medium;" class="mycode_size">While that is not quite the potential that was marketed by the discoverer of the novel Elk-Antelope play, a Singapore listing called InterOil, it is certainly enough to justify its acquisition by Exxon for &#36;US2.5 billion in 2017.</span><br />
<span style="font-size: medium;" class="mycode_size">To secure that deal Exxon had to fight off Oil Search, which bid for InterOil after earlier acquiring a 22.84 per cent slice of the Elk-Antelope concessions. That 2014 deal cost &#36;900 million. And it was funded from the proceeds of the &#36;1.24 billion that was raised in delivering a 10 per cent stake in Oil Search to the PNG government.</span><br />
<span style="font-size: medium;" class="mycode_size">PNG funded its recovery of a 10 per cent stake in Oil Search through a debt raising led by UBS that has been the subject of domestic and regional controversy pretty much ever since.</span><br />
<span style="font-size: medium;" class="mycode_size">As <span style="font-style: italic;" class="mycode_i">The Australian Financial Review</span> reported back in 2014, the then treasurer, Don Polye, lost his job after objecting to the debt raising on the grounds that it was unconstitutional and a breach of budget debt law.</span><br />
<span style="font-size: medium;" class="mycode_size">In March the <span style="font-style: italic;" class="mycode_i">Financial Review</span> reported that Swiss authorities were investigating the circumstances of the UBS loan to assess whether it breached local regulations.</span><br />
<br />
<span style="font-weight: bold;" class="mycode_b"><span style="font-size: x-large;" class="mycode_size">Gas heats O'Neill dissent</span></span><br />
<span style="font-size: medium;" class="mycode_size">PNG’s Prime Minister back in 2014 was Peter O’Neill. And, for the moment at least, the hardest man of PNG politics still has that job. O’Neill has successfully stared down frequent challenges over recent years, but this week his grip on power seems as vulnerable as at any point since his rise to the top in 2011.</span><br />
<span style="font-size: medium;" class="mycode_size">One of the trigger points for a threatened no-confidence motion against O’Neill is the April 5 agreement the government signed with the proponents of &#36;16 billion worth of expansions to PNG’s most successful resources developments, the PNG LNG project.</span><br />
<span style="font-size: medium;" class="mycode_size">This is an expansion of two parts that involves adding three new liquid natural gas trains to the two that began their campaign back in 2014. One of those new trains will be fed by gas provided by the current joint venturers. The other two are supposed to be filled by gas from the Total-led Papua New Guinea joint venture, which will draw its gas from Elk-Antelope.</span><br />
<span style="font-size: medium;" class="mycode_size">High among the issues of contest triggered by the April agreement is that it appears to preclude the usual free-carry arrangements that are offered to host governments of small nations that own equity in capital-heavy resources projects.</span><br />
<span style="font-size: medium;" class="mycode_size">It seems, instead, that the agreement assumes that the state will borrow from the other joint venturers whatever funds are necessary to cover its 22.5 per cent equity participation in the expansion.</span><br />
<span style="font-size: medium;" class="mycode_size">This prospect has created anxiety in some corners of government not least because there is no indication as to the potential interest rate on the lending nor, indeed, what appetite there may be among the partners to offer funding.</span><br />
<span style="font-size: medium;" class="mycode_size">There is concern, too, that marketing rights for the entirety of PNG equity share of the expansion gas has been passed to Total, which is the major owner and operator of the Elk-Antelope play.</span><br />
<span style="font-size: medium;" class="mycode_size">Through successive public statements of complaint about the content and processes of the April agreement, Sir Mekere has made particular complaint about the way the expansion gas project is to be taxed.</span><br />
<span style="font-size: medium;" class="mycode_size">The expansion trains have been deemed a gas project. They attract a 30 per cent tax take in PNG. But the project will produce maybe 92 million barrels of condensate. It is light oil. Sir Mekere reckons this is extracted through a separate process and it should be taxed at the same 45-50 per cent rates that were demanded of the Kutubu oil development.</span><br />
<span style="font-size: medium;" class="mycode_size">Analysis of the gas agreement seen by the <span style="font-style: italic;" class="mycode_i">Financial Review</span> claims that this missed condensate income, along with a fleet of exemptions from goods and services taxes, could cost the PNG exchequer &#36;US20 billion-&#36;US30 billion over the life of the project. The same analysis values exemptions from dividend and interest withholding tax at upwards of &#36;US15 billion.</span><br />
<span style="font-size: medium;" class="mycode_size">“On most of the country’s standard fiscal terms we have exempted the developers of the two important projects, the PNG LNG and Papua LNG,” the analysis complains.</span><br />
<span style="font-size: medium;" class="mycode_size">“The critical issue is will a project of such magnitude and size ever be developed in the country again where PNG will have chance to negotiate better deals for the country?</span><br />
<span style="font-size: medium;" class="mycode_size">“The gas resources we have discovered left for future development account for smaller volumes if each discovery is to be developed along like the case of Papua LNG.”</span><br />
<span style="font-weight: bold;" class="mycode_b"><span style="font-size: x-large;" class="mycode_size">Total go slow?</span></span><br />
<span style="font-size: medium;" class="mycode_size">Now, separate to that, we understand there is growing frustration at the lack of urgency of Total’s efforts to procure development approval for Elk-Antelope.</span><br />
<span style="font-size: medium;" class="mycode_size">An internal petroleum ministry briefing note written as recently as March 27 complains that the documentation so far presented by Total lacks the “technical detail that the department requires in order to make a decision” on the application for a development licence.</span><br />
<span style="font-size: medium;" class="mycode_size">The note, which was written by the acting secretary of the department, Lohial Nuau, made its way into the public arena via Facebook.</span><br />
<span style="font-size: medium;" class="mycode_size">“Based on the fact that none of the required documents have been submitted and the Department of Petroleum has no ability to verify any of the important economic parameters provided by Total in the economic analysis,” Nuau wrote.</span><br />
<span style="font-size: medium;" class="mycode_size">The point about the complaint is that the department was being asked to make assessment of the terms of the landmark PNG LNG-Papua LNG gas agreement.</span><br />
<span style="font-size: medium;" class="mycode_size">The acting secretary noted that the want of Total’s development application and its supporting technical data made it difficult for the department to make informed input to the landmark gas agreement. The agreement was signed just nine days after Nuau’s briefing note was written.</span><br />
<span style="font-size: medium;" class="mycode_size">Would it be too cynical to imagine that, with the PNG LNG-Papua LNG agreement now a done deal, Total’s deeply informed application will now land with a thump with the acting secretary?</span>]]></content:encoded>
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			<title><![CDATA[Class action suit dismissed]]></title>
			<link>http://shareholdersunite.com/mybb/showthread.php?tid=12369</link>
			<pubDate>Tue, 19 Mar 2019 04:15:58 +0000</pubDate>
			<guid isPermaLink="false">http://shareholdersunite.com/mybb/showthread.php?tid=12369</guid>
			<description><![CDATA[<a href="https://www.law360.com/securities/articles/1139781/exxon-interoil-escape-investors-suit-over-2-5b-deal" target="_blank" rel="noopener" class="mycode_url">https://www.law360.com/securities/articl...-2-5b-deal</a>]]></description>
			<content:encoded><![CDATA[<a href="https://www.law360.com/securities/articles/1139781/exxon-interoil-escape-investors-suit-over-2-5b-deal" target="_blank" rel="noopener" class="mycode_url">https://www.law360.com/securities/articl...-2-5b-deal</a>]]></content:encoded>
		</item>
		<item>
			<title><![CDATA[Article on Dissent Decision]]></title>
			<link>http://shareholdersunite.com/mybb/showthread.php?tid=12352</link>
			<pubDate>Wed, 27 Feb 2019 04:01:43 +0000</pubDate>
			<guid isPermaLink="false">http://shareholdersunite.com/mybb/showthread.php?tid=12352</guid>
			<description><![CDATA[<h2 style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 35px; font-style: normal; font-variant: normal; font-weight: 500; letter-spacing: normal; line-height: 44px; margin-bottom: 10px; margin-top: 20px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;"><br />
	Introduction</h2><br />
<p style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 17px; font-style: normal; font-variant: normal; font-weight: 400; letter-spacing: normal; margin-bottom: 10px; margin-left: 0px; margin-right: 0px; margin-top: 0px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;">
	In an extraordinary decision, the Supreme Court of Yukon (the Court) in <a href="https://www.osler.com/osler/media/Osler/Content/PDFs/Supreme-Court-of-Yukon-Carlock-v-ExxonMobil-Canada-Holdings-ULC-2019-YKSC-10.pdf" style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); text-decoration: underline;" target="_blank"><em style="box-sizing: border-box;">Carlock v. ExxonMobil Canada Holdings ULC </em>(<em style="box-sizing: border-box;">ExxonMobil</em>)</a>&nbsp;[PDF], awarded dissenting shareholders a 43% premium to the negotiated deal price in ExxonMobil&rsquo;s 2017 acquisition of InterOil. The Court&rsquo;s US&#36;71.46 per share award is particularly surprising given ExxonMobil&rsquo;s price of US&#36;45 plus a contingent resource payment valued at just under US&#36;5.00 per share was itself a topping bid to a prior board-supported transaction with Oil Search, and the fact that the transaction was approved by a significant majority of shareholders not once but twice due to disclosure-related litigation.</p>
<p style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 17px; font-style: normal; font-variant: normal; font-weight: 400; letter-spacing: normal; margin-bottom: 10px; margin-left: 0px; margin-right: 0px; margin-top: 0px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;">
	If the decision is not successfully appealed, the award of such a significant premium to the negotiated purchase price puts market participants on notice that the process undertaken by transaction participants in negotiating a merger may come under scrutiny by courts in the context of a shareholder dissent. The decision also diverges from recent authority on the issue in Delaware, where deal price has been accorded deference as an indicator of fair value. If the decision stands, it may encourage increased levels of shareholder dissent.</p>
<h2 style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 35px; font-style: normal; font-variant: normal; font-weight: 500; letter-spacing: normal; line-height: 44px; margin-bottom: 10px; margin-top: 20px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;"><br />
	Dissent rights in Canada</h2><br />
<p style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 17px; font-style: normal; font-variant: normal; font-weight: 400; letter-spacing: normal; margin-bottom: 10px; margin-left: 0px; margin-right: 0px; margin-top: 0px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;">
	There are several types of transactions and corporate changes in which shareholders have a right to dissent. Where shareholder approval is required for a corporation to effect a fundamental change, such as an arrangement, shareholders are entitled to formally dissent and to be paid the fair value of their shares. This ensures that a shareholder that opposes the transaction or corporate change is not required to accept the consequences of that change simply because other shareholders voted in favour. The dissenting shareholder and the corporation must follow a prescribed statutory process to attempt to agree on the fair value of the shares. If they do not, application may be made to the court to determine fair value.</p>
<p style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 17px; font-style: normal; font-variant: normal; font-weight: 400; letter-spacing: normal; margin-bottom: 10px; margin-left: 0px; margin-right: 0px; margin-top: 0px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;">
	There has been relatively limited Canadian jurisprudence regarding the exercise of dissent rights to date, particularly as compared to the United States. Canadian cases have typically focused on valuation issues as opposed to examining the governance and process that resulted in the outcome that triggered the dissent.</p>
<h2 style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 35px; font-style: normal; font-variant: normal; font-weight: 500; letter-spacing: normal; line-height: 44px; margin-bottom: 10px; margin-top: 20px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;"><br />
	The decision</h2><br />
<p style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 17px; font-style: normal; font-variant: normal; font-weight: 400; letter-spacing: normal; margin-bottom: 10px; margin-left: 0px; margin-right: 0px; margin-top: 0px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;">
	The Court rejected ExxonMobil&rsquo;s expert&rsquo;s determination of the fair value of InterOil shares in favour of the fair value as determined by the dissenting shareholders&rsquo; expert. The dissenting shareholders argued, based on an optimistic view of future market demand and pricing, that InterOil should be valued at US&#36;71.46 per share under a discounted cash flow approach. ExxonMobil argued fair value should be viewed as US&#36;49.98 per share based on a transaction price of US&#36;45 per share and a contingent resource payment of US&#36;4.98, supported by both asset-based and discounted cash flow valuations.</p>
<p style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 17px; font-style: normal; font-variant: normal; font-weight: 400; letter-spacing: normal; margin-bottom: 10px; margin-left: 0px; margin-right: 0px; margin-top: 0px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;">
	The Court noted that several factors supported the proposition that the transaction price represented fair value &ndash; for example, that InterOil was known to individual and institutional investors and traded on the NYSE; multiple sophisticated parties were interested in partial transactions; it was &ldquo;no secret&rdquo; that InterOil and its principal asset (a petroleum license in Papua New Guinea) were on the market; there was a bidding and negotiation process that led to the price of US&#36;45 per share; and bidders included insiders (including ExxonMobil). However, in rejecting the transaction price as the indicator of fair value, the Court noted there was no planned sales process in which InterOil attempted to solicit the highest possible market price for a sale of the whole company, and that another bidder&rsquo;s decision to not match ExxonMobil&rsquo;s final bid (which was itself a topping &ldquo;superior proposal&rdquo; in respect of an agreed upon transaction) was not evidence of an auction. The Court also noted that, despite substantial changes to the state of the market since ExxonMobil&rsquo;s initial offer in June 2016, the transaction price of US&#36;45 per share remained constant.</p>
<p style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 17px; font-style: normal; font-variant: normal; font-weight: 400; letter-spacing: normal; margin-bottom: 10px; margin-left: 0px; margin-right: 0px; margin-top: 0px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;">
	Most importantly, the Court observed that although InterOil made significant enhancements to its corporate governance process in response to the Yukon Court of Appeal&rsquo;s rejection of the original arrangement, the transaction price was still a result of the original, flawed process. As described in our earlier <a href="https://www.osler.com/en/resources/governance/2017/fairness-opinions-after-interoil" style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); text-decoration: underline;">Osler update</a>, the arrangement was initially blocked by the Yukon Court of Appeal on the basis that it was not fair and reasonable, in large part due to the lack of disclosure of the financial analysis underlying the original fairness opinion in support of the transaction, leading to a concern that the shareholder vote approving the arrangement was not fully informed. The arrangement was subsequently approved by the Court following corrective disclosure and a second shareholder vote where 91% of the votes cast were in favour of the transaction.</p>
<p style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 17px; font-style: normal; font-variant: normal; font-weight: 400; letter-spacing: normal; margin-bottom: 10px; margin-left: 0px; margin-right: 0px; margin-top: 0px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;">
	The Court further found that ExxonMobil failed to consider increases in the price of oil from March 2016 to February 2017 and failed to lead evidence regarding the country risk premium that informed its valuation. The Court accepted the valuation evidence of the dissenting shareholders and determined they are entitled to be paid US&#36;71.46 for each share.</p>
<h2 style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 35px; font-style: normal; font-variant: normal; font-weight: 500; letter-spacing: normal; line-height: 44px; margin-bottom: 10px; margin-top: 20px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;"><br />
	Delaware</h2><br />
<p style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 17px; font-style: normal; font-variant: normal; font-weight: 400; letter-spacing: normal; margin-bottom: 10px; margin-left: 0px; margin-right: 0px; margin-top: 0px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;">
	The Court&rsquo;s judgment stands in contrast to the Delaware Supreme Court&rsquo;s decision in <em style="box-sizing: border-box;">Dell, Inc. v Magnetar Global Event Drive Master Fund Ltd.</em> (December 14, 2017), which supports the &ldquo;efficient market hypothesis&rdquo; and the principle that only compelling evidence of market failure will justify departing from the deal price in situations with arm&rsquo;s-length mergers. The Delaware Supreme Court unanimously questioned the reliability of valuations produced by an &ldquo;expert witness who caters her valuation to the litigation imperatives of a well-heeled client.&rdquo;</p>
<h2 style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 35px; font-style: normal; font-variant: normal; font-weight: 500; letter-spacing: normal; line-height: 44px; margin-bottom: 10px; margin-top: 20px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;"><br />
	Conclusion</h2><br />
<p style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 17px; font-style: normal; font-variant: normal; font-weight: 400; letter-spacing: normal; margin-bottom: 10px; margin-left: 0px; margin-right: 0px; margin-top: 0px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;">
	In general, it would appear to be a sound rule that, absent manifest conflict or market failure, the results of a public sale process should be presumptive of fair value. A clear articulation of this in Canadian case law would provide helpful guidance to market participants. In the <em style="box-sizing: border-box;">ExxonMobil</em> decision, the Court was focused on process deficiencies and therefore did not defer to deal price as a proxy for fair value. This was a surprising conclusion: there was a board-supervised sale process with multiple bids and two credible bids; a definitive agreement was reached with Oil Search only to be subsequently topped by ExxonMobil; the ExxonMobil arrangement was initially approved by over 80% of votes cast at the first shareholders meeting;&nbsp; following corrective disclosure and a slight enhancement to the value of the contingent right payment, shareholders approved the transaction a second time, with 91% of votes cast in favour; and the entire process took close to a year.</p>
<p style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 17px; font-style: normal; font-variant: normal; font-weight: 400; letter-spacing: normal; margin-bottom: 10px; margin-left: 0px; margin-right: 0px; margin-top: 0px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;">
	It remains to be seen whether the decision will be appealed and what the impact of this decision will be. Regardless of the outcome, the decision serves as a reminder of the importance of a well-designed sale process that can withstand judicial scrutiny.</p>
<p>
	</p>]]></description>
			<content:encoded><![CDATA[<h2 style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 35px; font-style: normal; font-variant: normal; font-weight: 500; letter-spacing: normal; line-height: 44px; margin-bottom: 10px; margin-top: 20px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;"><br />
	Introduction</h2><br />
<p style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 17px; font-style: normal; font-variant: normal; font-weight: 400; letter-spacing: normal; margin-bottom: 10px; margin-left: 0px; margin-right: 0px; margin-top: 0px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;">
	In an extraordinary decision, the Supreme Court of Yukon (the Court) in <a href="https://www.osler.com/osler/media/Osler/Content/PDFs/Supreme-Court-of-Yukon-Carlock-v-ExxonMobil-Canada-Holdings-ULC-2019-YKSC-10.pdf" style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); text-decoration: underline;" target="_blank"><em style="box-sizing: border-box;">Carlock v. ExxonMobil Canada Holdings ULC </em>(<em style="box-sizing: border-box;">ExxonMobil</em>)</a>&nbsp;[PDF], awarded dissenting shareholders a 43% premium to the negotiated deal price in ExxonMobil&rsquo;s 2017 acquisition of InterOil. The Court&rsquo;s US&#36;71.46 per share award is particularly surprising given ExxonMobil&rsquo;s price of US&#36;45 plus a contingent resource payment valued at just under US&#36;5.00 per share was itself a topping bid to a prior board-supported transaction with Oil Search, and the fact that the transaction was approved by a significant majority of shareholders not once but twice due to disclosure-related litigation.</p>
<p style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 17px; font-style: normal; font-variant: normal; font-weight: 400; letter-spacing: normal; margin-bottom: 10px; margin-left: 0px; margin-right: 0px; margin-top: 0px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;">
	If the decision is not successfully appealed, the award of such a significant premium to the negotiated purchase price puts market participants on notice that the process undertaken by transaction participants in negotiating a merger may come under scrutiny by courts in the context of a shareholder dissent. The decision also diverges from recent authority on the issue in Delaware, where deal price has been accorded deference as an indicator of fair value. If the decision stands, it may encourage increased levels of shareholder dissent.</p>
<h2 style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 35px; font-style: normal; font-variant: normal; font-weight: 500; letter-spacing: normal; line-height: 44px; margin-bottom: 10px; margin-top: 20px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;"><br />
	Dissent rights in Canada</h2><br />
<p style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 17px; font-style: normal; font-variant: normal; font-weight: 400; letter-spacing: normal; margin-bottom: 10px; margin-left: 0px; margin-right: 0px; margin-top: 0px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;">
	There are several types of transactions and corporate changes in which shareholders have a right to dissent. Where shareholder approval is required for a corporation to effect a fundamental change, such as an arrangement, shareholders are entitled to formally dissent and to be paid the fair value of their shares. This ensures that a shareholder that opposes the transaction or corporate change is not required to accept the consequences of that change simply because other shareholders voted in favour. The dissenting shareholder and the corporation must follow a prescribed statutory process to attempt to agree on the fair value of the shares. If they do not, application may be made to the court to determine fair value.</p>
<p style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 17px; font-style: normal; font-variant: normal; font-weight: 400; letter-spacing: normal; margin-bottom: 10px; margin-left: 0px; margin-right: 0px; margin-top: 0px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;">
	There has been relatively limited Canadian jurisprudence regarding the exercise of dissent rights to date, particularly as compared to the United States. Canadian cases have typically focused on valuation issues as opposed to examining the governance and process that resulted in the outcome that triggered the dissent.</p>
<h2 style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 35px; font-style: normal; font-variant: normal; font-weight: 500; letter-spacing: normal; line-height: 44px; margin-bottom: 10px; margin-top: 20px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;"><br />
	The decision</h2><br />
<p style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 17px; font-style: normal; font-variant: normal; font-weight: 400; letter-spacing: normal; margin-bottom: 10px; margin-left: 0px; margin-right: 0px; margin-top: 0px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;">
	The Court rejected ExxonMobil&rsquo;s expert&rsquo;s determination of the fair value of InterOil shares in favour of the fair value as determined by the dissenting shareholders&rsquo; expert. The dissenting shareholders argued, based on an optimistic view of future market demand and pricing, that InterOil should be valued at US&#36;71.46 per share under a discounted cash flow approach. ExxonMobil argued fair value should be viewed as US&#36;49.98 per share based on a transaction price of US&#36;45 per share and a contingent resource payment of US&#36;4.98, supported by both asset-based and discounted cash flow valuations.</p>
<p style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 17px; font-style: normal; font-variant: normal; font-weight: 400; letter-spacing: normal; margin-bottom: 10px; margin-left: 0px; margin-right: 0px; margin-top: 0px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;">
	The Court noted that several factors supported the proposition that the transaction price represented fair value &ndash; for example, that InterOil was known to individual and institutional investors and traded on the NYSE; multiple sophisticated parties were interested in partial transactions; it was &ldquo;no secret&rdquo; that InterOil and its principal asset (a petroleum license in Papua New Guinea) were on the market; there was a bidding and negotiation process that led to the price of US&#36;45 per share; and bidders included insiders (including ExxonMobil). However, in rejecting the transaction price as the indicator of fair value, the Court noted there was no planned sales process in which InterOil attempted to solicit the highest possible market price for a sale of the whole company, and that another bidder&rsquo;s decision to not match ExxonMobil&rsquo;s final bid (which was itself a topping &ldquo;superior proposal&rdquo; in respect of an agreed upon transaction) was not evidence of an auction. The Court also noted that, despite substantial changes to the state of the market since ExxonMobil&rsquo;s initial offer in June 2016, the transaction price of US&#36;45 per share remained constant.</p>
<p style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 17px; font-style: normal; font-variant: normal; font-weight: 400; letter-spacing: normal; margin-bottom: 10px; margin-left: 0px; margin-right: 0px; margin-top: 0px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;">
	Most importantly, the Court observed that although InterOil made significant enhancements to its corporate governance process in response to the Yukon Court of Appeal&rsquo;s rejection of the original arrangement, the transaction price was still a result of the original, flawed process. As described in our earlier <a href="https://www.osler.com/en/resources/governance/2017/fairness-opinions-after-interoil" style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); text-decoration: underline;">Osler update</a>, the arrangement was initially blocked by the Yukon Court of Appeal on the basis that it was not fair and reasonable, in large part due to the lack of disclosure of the financial analysis underlying the original fairness opinion in support of the transaction, leading to a concern that the shareholder vote approving the arrangement was not fully informed. The arrangement was subsequently approved by the Court following corrective disclosure and a second shareholder vote where 91% of the votes cast were in favour of the transaction.</p>
<p style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 17px; font-style: normal; font-variant: normal; font-weight: 400; letter-spacing: normal; margin-bottom: 10px; margin-left: 0px; margin-right: 0px; margin-top: 0px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;">
	The Court further found that ExxonMobil failed to consider increases in the price of oil from March 2016 to February 2017 and failed to lead evidence regarding the country risk premium that informed its valuation. The Court accepted the valuation evidence of the dissenting shareholders and determined they are entitled to be paid US&#36;71.46 for each share.</p>
<h2 style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 35px; font-style: normal; font-variant: normal; font-weight: 500; letter-spacing: normal; line-height: 44px; margin-bottom: 10px; margin-top: 20px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;"><br />
	Delaware</h2><br />
<p style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 17px; font-style: normal; font-variant: normal; font-weight: 400; letter-spacing: normal; margin-bottom: 10px; margin-left: 0px; margin-right: 0px; margin-top: 0px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;">
	The Court&rsquo;s judgment stands in contrast to the Delaware Supreme Court&rsquo;s decision in <em style="box-sizing: border-box;">Dell, Inc. v Magnetar Global Event Drive Master Fund Ltd.</em> (December 14, 2017), which supports the &ldquo;efficient market hypothesis&rdquo; and the principle that only compelling evidence of market failure will justify departing from the deal price in situations with arm&rsquo;s-length mergers. The Delaware Supreme Court unanimously questioned the reliability of valuations produced by an &ldquo;expert witness who caters her valuation to the litigation imperatives of a well-heeled client.&rdquo;</p>
<h2 style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 35px; font-style: normal; font-variant: normal; font-weight: 500; letter-spacing: normal; line-height: 44px; margin-bottom: 10px; margin-top: 20px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;"><br />
	Conclusion</h2><br />
<p style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 17px; font-style: normal; font-variant: normal; font-weight: 400; letter-spacing: normal; margin-bottom: 10px; margin-left: 0px; margin-right: 0px; margin-top: 0px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;">
	In general, it would appear to be a sound rule that, absent manifest conflict or market failure, the results of a public sale process should be presumptive of fair value. A clear articulation of this in Canadian case law would provide helpful guidance to market participants. In the <em style="box-sizing: border-box;">ExxonMobil</em> decision, the Court was focused on process deficiencies and therefore did not defer to deal price as a proxy for fair value. This was a surprising conclusion: there was a board-supervised sale process with multiple bids and two credible bids; a definitive agreement was reached with Oil Search only to be subsequently topped by ExxonMobil; the ExxonMobil arrangement was initially approved by over 80% of votes cast at the first shareholders meeting;&nbsp; following corrective disclosure and a slight enhancement to the value of the contingent right payment, shareholders approved the transaction a second time, with 91% of votes cast in favour; and the entire process took close to a year.</p>
<p style="background-color: transparent; box-sizing: border-box; color: rgb(77, 77, 77); font-family: celestesans; font-size: 17px; font-style: normal; font-variant: normal; font-weight: 400; letter-spacing: normal; margin-bottom: 10px; margin-left: 0px; margin-right: 0px; margin-top: 0px; orphans: 2; text-align: left; text-decoration: none; text-indent: 0px; text-transform: none; -webkit-text-stroke-width: 0px; white-space: normal; word-spacing: 0px;">
	It remains to be seen whether the decision will be appealed and what the impact of this decision will be. Regardless of the outcome, the decision serves as a reminder of the importance of a well-designed sale process that can withstand judicial scrutiny.</p>
<p>
	</p>]]></content:encoded>
		</item>
		<item>
			<title><![CDATA[Dissenters win $ 71.46 Fair Value Judgment]]></title>
			<link>http://shareholdersunite.com/mybb/showthread.php?tid=12348</link>
			<pubDate>Sat, 23 Feb 2019 20:50:14 +0000</pubDate>
			<guid isPermaLink="false">http://shareholdersunite.com/mybb/showthread.php?tid=12348</guid>
			<description><![CDATA[<p>
	The Yukon Court found Fair Value of &#36; 71.46 per share for the many&nbsp;Dissenters&nbsp;not satisfied with XOM and prior&nbsp;offers discussed at length on this Forum.&nbsp; See Carlock v Exxon Canada Holdings S.C. 16-AO193</p>]]></description>
			<content:encoded><![CDATA[<p>
	The Yukon Court found Fair Value of &#36; 71.46 per share for the many&nbsp;Dissenters&nbsp;not satisfied with XOM and prior&nbsp;offers discussed at length on this Forum.&nbsp; See Carlock v Exxon Canada Holdings S.C. 16-AO193</p>]]></content:encoded>
		</item>
		<item>
			<title><![CDATA[Exxon, InterOil Want Texas Suit Over $2.5B Deal Dismissed]]></title>
			<link>http://shareholdersunite.com/mybb/showthread.php?tid=12226</link>
			<pubDate>Fri, 10 Aug 2018 21:00:59 +0000</pubDate>
			<guid isPermaLink="false">http://shareholdersunite.com/mybb/showthread.php?tid=12226</guid>
			<description><![CDATA[<p>
	Mostly behind a paywall, but here&#39;s the link and the first part of the article: <a href="https://www.law360.com/articles/1069968/exxon-interoil-want-texas-suit-over-2-5b-deal-dismissed" target="_blank" rel="noopener" class="mycode_url">https://www.law360.com/articles/1069968/...-dismissed</a></p>
<h1 class="entry-title"><br />
	Exxon, InterOil Want Texas Suit Over &#36;2.5B Deal Dismissed</h1><br />
<div class="entry-content" id="article-body">
	<p class="byline" style="width:100%">
		<span>By <strong><a href="https://www.law360.com/search/articles?q=reporter:&quot;Mike Curley&quot;" id="reporter-popover">Mike Curley</a></strong> </span></p>
	Law360 (August 3, 2018, 7:01 PM EDT) -- Exxon Mobil Corp. has asked a Texas federal judge to throw out a proposed class action over its &#36;2.5 billion acquisition of InterOil Corp., saying former InterOil stockholders&#39; claims that they were misled into approving the transaction were already addressed by a Canadian court and the suit invokes a statute that does not apply to the claims.<br />
	<br />
	The oil companies told the Northern District of Texas on Thursday that the Supreme Court of Yukon already addressed stockholders&#39; issues with the acquisition at a hearing that determined...</div>
<p>
	</p>]]></description>
			<content:encoded><![CDATA[<p>
	Mostly behind a paywall, but here&#39;s the link and the first part of the article: <a href="https://www.law360.com/articles/1069968/exxon-interoil-want-texas-suit-over-2-5b-deal-dismissed" target="_blank" rel="noopener" class="mycode_url">https://www.law360.com/articles/1069968/...-dismissed</a></p>
<h1 class="entry-title"><br />
	Exxon, InterOil Want Texas Suit Over &#36;2.5B Deal Dismissed</h1><br />
<div class="entry-content" id="article-body">
	<p class="byline" style="width:100%">
		<span>By <strong><a href="https://www.law360.com/search/articles?q=reporter:&quot;Mike Curley&quot;" id="reporter-popover">Mike Curley</a></strong> </span></p>
	Law360 (August 3, 2018, 7:01 PM EDT) -- Exxon Mobil Corp. has asked a Texas federal judge to throw out a proposed class action over its &#36;2.5 billion acquisition of InterOil Corp., saying former InterOil stockholders&#39; claims that they were misled into approving the transaction were already addressed by a Canadian court and the suit invokes a statute that does not apply to the claims.<br />
	<br />
	The oil companies told the Northern District of Texas on Thursday that the Supreme Court of Yukon already addressed stockholders&#39; issues with the acquisition at a hearing that determined...</div>
<p>
	</p>]]></content:encoded>
		</item>
		<item>
			<title><![CDATA[SEC Charges Canadian Accountant with Insider Trading]]></title>
			<link>http://shareholdersunite.com/mybb/showthread.php?tid=12196</link>
			<pubDate>Wed, 13 Jun 2018 11:57:09 +0000</pubDate>
			<guid isPermaLink="false">http://shareholdersunite.com/mybb/showthread.php?tid=12196</guid>
			<description><![CDATA[<a href="https://www.sec.gov/litigation/litreleases/2018/lr24164.htm" target="_blank" rel="noopener" class="mycode_url">https://www.sec.gov/litigation/litreleas...r24164.htm</a><br />
<br />
Litigation Release No. 24164 / June 12, 2018<br />
Securities and Exchange Commission v. Kurt J. Bordian, No. 2:18-cv-10437 (D.N.J. filed June 12, 2018)<br />
The Securities and Exchange Commission today charged a Vancouver-based Chartered Professional Accountant with illegally trading in the securities of a Canadian oil and gas company, using non-public information he obtained while working for a member of the company's board of directors.<br />
The SEC's complaint alleges that in May 2016, while working as an accountant and personal assistant for a director of InterOil Corporation, Kurt J. Bordian received e-mail messages indicating that the company was entering into a merger agreement in which its stock would be acquired at a significant premium. The complaint alleges that, shortly before the merger announcement, Bordian purchased out-of-the-money InterOil call options with near-term expiration dates, which meant that Bordian stood to profit only if InterOil's stock price rose significantly shortly after he acquired the options. As alleged in the complaint, following the merger announcement, InterOil's stock price increased over 37% percent, and Bordian sold the InterOil options contracts, making illicit profits of &#36;220,500.<br />
The SEC's complaint, filed in the U.S. District Court for the District of New Jersey, charges Bordian with violating Section 10(b) of the Securities Exchange Act of 1934, and Rule 10b-5 thereunder. Without admitting or denying the allegations in the SEC's complaint, Bordian consented to the entry of a final judgment that permanently enjoins him from future violations, prohibits him from acting as an officer or director of a public company, and orders him to pay disgorgement of &#36;220,500, prejudgment interest of &#36;14,358, and a civil penalty of &#36;220,500. Bordian also consented to a Commission order suspending him from appearing or practicing before the Commission as an accountant.<br />
The SEC's investigation was conducted by Brian T. Fitzsimons and supervised by Brian O. Quinn. The SEC appreciates the assistance of the British Columbia Securities Commission and the Financial Industry Regulatory Authority.]]></description>
			<content:encoded><![CDATA[<a href="https://www.sec.gov/litigation/litreleases/2018/lr24164.htm" target="_blank" rel="noopener" class="mycode_url">https://www.sec.gov/litigation/litreleas...r24164.htm</a><br />
<br />
Litigation Release No. 24164 / June 12, 2018<br />
Securities and Exchange Commission v. Kurt J. Bordian, No. 2:18-cv-10437 (D.N.J. filed June 12, 2018)<br />
The Securities and Exchange Commission today charged a Vancouver-based Chartered Professional Accountant with illegally trading in the securities of a Canadian oil and gas company, using non-public information he obtained while working for a member of the company's board of directors.<br />
The SEC's complaint alleges that in May 2016, while working as an accountant and personal assistant for a director of InterOil Corporation, Kurt J. Bordian received e-mail messages indicating that the company was entering into a merger agreement in which its stock would be acquired at a significant premium. The complaint alleges that, shortly before the merger announcement, Bordian purchased out-of-the-money InterOil call options with near-term expiration dates, which meant that Bordian stood to profit only if InterOil's stock price rose significantly shortly after he acquired the options. As alleged in the complaint, following the merger announcement, InterOil's stock price increased over 37% percent, and Bordian sold the InterOil options contracts, making illicit profits of &#36;220,500.<br />
The SEC's complaint, filed in the U.S. District Court for the District of New Jersey, charges Bordian with violating Section 10(b) of the Securities Exchange Act of 1934, and Rule 10b-5 thereunder. Without admitting or denying the allegations in the SEC's complaint, Bordian consented to the entry of a final judgment that permanently enjoins him from future violations, prohibits him from acting as an officer or director of a public company, and orders him to pay disgorgement of &#36;220,500, prejudgment interest of &#36;14,358, and a civil penalty of &#36;220,500. Bordian also consented to a Commission order suspending him from appearing or practicing before the Commission as an accountant.<br />
The SEC's investigation was conducted by Brian T. Fitzsimons and supervised by Brian O. Quinn. The SEC appreciates the assistance of the British Columbia Securities Commission and the Financial Industry Regulatory Authority.]]></content:encoded>
		</item>
		<item>
			<title><![CDATA[Major earthquake in the Southern Highlands]]></title>
			<link>http://shareholdersunite.com/mybb/showthread.php?tid=12142</link>
			<pubDate>Mon, 26 Feb 2018 05:50:36 +0000</pubDate>
			<guid isPermaLink="false">http://shareholdersunite.com/mybb/showthread.php?tid=12142</guid>
			<description><![CDATA[<p>
	<a href="https://www.yahoo.com/news/powerful-quake-hits-central-papua-guinea-disrupts-oil-024540082--finance.html">https://www.yahoo.com/news/powerful-quake-hits-central-papua-guinea-disrupts-oil-024540082--finance.html</a></p>
<p>
	<span style="font-weight: 700; font-family: &quot;Helvetica Neue&quot;, Helvetica, Arial, sans-serif;">By Charlotte Greenfield and Sonali Paul&nbsp; &nbsp; &nbsp;&nbsp;</span><a class="Fz(13px) C(&#36;c-fuji-grey-l)" href="http://www.reuters.com/" itemprop="url" rel="noopener noreferrer nofollow" style="font-family: &quot;Helvetica Neue&quot;, Helvetica, Arial, sans-serif; background-color: transparent; color: rgb(38, 40, 42); text-decoration-line: none; font-size: 13px;" target="_blank">Reuters</a>&nbsp; &nbsp;&nbsp;<span style="color: rgb(158, 162, 175); font-family: &quot;Helvetica Neue&quot;, Helvetica, Arial, sans-serif; font-size: 13px;">February 26, 2018</span></p>
<p>
	<span style="color: rgb(0, 0, 0); font-family: Georgia, &quot;Times New Roman&quot;, serif; font-size: 18px;">WELLINGTON/MELBOURNE (Reuters) - At least one company began evacuating non-essential personnel after a powerful 7.5 magnitude earthquake hit Papua New Guinea&#39;s energy-rich interior on Monday, causing landslides, damaging buildings and closing oil and gas operations.</span></p>]]></description>
			<content:encoded><![CDATA[<p>
	<a href="https://www.yahoo.com/news/powerful-quake-hits-central-papua-guinea-disrupts-oil-024540082--finance.html">https://www.yahoo.com/news/powerful-quake-hits-central-papua-guinea-disrupts-oil-024540082--finance.html</a></p>
<p>
	<span style="font-weight: 700; font-family: &quot;Helvetica Neue&quot;, Helvetica, Arial, sans-serif;">By Charlotte Greenfield and Sonali Paul&nbsp; &nbsp; &nbsp;&nbsp;</span><a class="Fz(13px) C(&#36;c-fuji-grey-l)" href="http://www.reuters.com/" itemprop="url" rel="noopener noreferrer nofollow" style="font-family: &quot;Helvetica Neue&quot;, Helvetica, Arial, sans-serif; background-color: transparent; color: rgb(38, 40, 42); text-decoration-line: none; font-size: 13px;" target="_blank">Reuters</a>&nbsp; &nbsp;&nbsp;<span style="color: rgb(158, 162, 175); font-family: &quot;Helvetica Neue&quot;, Helvetica, Arial, sans-serif; font-size: 13px;">February 26, 2018</span></p>
<p>
	<span style="color: rgb(0, 0, 0); font-family: Georgia, &quot;Times New Roman&quot;, serif; font-size: 18px;">WELLINGTON/MELBOURNE (Reuters) - At least one company began evacuating non-essential personnel after a powerful 7.5 magnitude earthquake hit Papua New Guinea&#39;s energy-rich interior on Monday, causing landslides, damaging buildings and closing oil and gas operations.</span></p>]]></content:encoded>
		</item>
		<item>
			<title><![CDATA[News update on Elk Antelope]]></title>
			<link>http://shareholdersunite.com/mybb/showthread.php?tid=12133</link>
			<pubDate>Sat, 17 Feb 2018 15:15:07 +0000</pubDate>
			<guid isPermaLink="false">http://shareholdersunite.com/mybb/showthread.php?tid=12133</guid>
			<description><![CDATA[<p>
	FWIW</p>
<p>
	</p>
<p>
	<a href="https://asia.nikkei.com/Business/Trends/Chinese-gas-demand-spurs-new-investments-in-Papua-New-Guinea" target="_blank" rel="noopener" class="mycode_url">https://asia.nikkei.com/Business/Trends/...New-Guinea</a></p>
<p>
	Same old story.&nbsp; &quot;At least one new train.&quot;&nbsp; To be an &quot;expansion&quot; of the existing LNG plant.&nbsp; &quot;Lowest cost of supply&quot; with US projects in 2nd place.</p>
<p>
	FID supposedly sometime in 2019.</p>]]></description>
			<content:encoded><![CDATA[<p>
	FWIW</p>
<p>
	</p>
<p>
	<a href="https://asia.nikkei.com/Business/Trends/Chinese-gas-demand-spurs-new-investments-in-Papua-New-Guinea" target="_blank" rel="noopener" class="mycode_url">https://asia.nikkei.com/Business/Trends/...New-Guinea</a></p>
<p>
	Same old story.&nbsp; &quot;At least one new train.&quot;&nbsp; To be an &quot;expansion&quot; of the existing LNG plant.&nbsp; &quot;Lowest cost of supply&quot; with US projects in 2nd place.</p>
<p>
	FID supposedly sometime in 2019.</p>]]></content:encoded>
		</item>
		<item>
			<title><![CDATA[Oil investors]]></title>
			<link>http://shareholdersunite.com/mybb/showthread.php?tid=12102</link>
			<pubDate>Tue, 16 Jan 2018 18:26:54 +0000</pubDate>
			<guid isPermaLink="false">http://shareholdersunite.com/mybb/showthread.php?tid=12102</guid>
			<description><![CDATA[<p>
	Hello folks.&nbsp; I don&#39;t check this site often as IOC is a distant speck in the rear view mirror.&nbsp; Happy New Year and good tidings to all of you.</p>
<p>
	Just curious is anyone is piling into oil?&nbsp; In the last few months I have established significant postions in Chevron (CVX) and ConocoPhillips (COP).&nbsp; Both will beneift from their significant oil postions, US tax cut benefits, and asset allocations/balance sheet repair.&nbsp; Both have huge US shale exposure.&nbsp; I&#39;m not saying these are the best ones to own, but I like what I see.&nbsp; In the USA the last oil men standing will be standing in the Delaware/Permian Basins and both companies have great lease positions.&nbsp; Obviously XOM believes this as in the last year+ they have added large positions to their portfolio.&nbsp; But I don&#39;t want XOM.</p>
<p>
	My thinking is that rising oil prices are baked into the cake and nothing short of a major economic downturn will stop it.&nbsp; Here&#39;s the thesis.&nbsp; Seen it all before.</p>
<p>
	1.&nbsp; OPEC/Russia supply discipline.&nbsp; Everyone knows these have been doing a good job of restraining production so that the market is rebalanlcing and as a result prices are moving up.&nbsp; &nbsp;A question which no one knows the real answer to, is what is their capacity if things were producing wide open, and how long could they sustain it with out adding new fields?&nbsp; This is a major unknown.</p>
<p>
	2.&nbsp; Investment.&nbsp; You may have read several articles on this.&nbsp; The bottom line is that since the downturn in mid 2014 global investment in oil has tanked.&nbsp; The reserve replacement ratio has been dismal.&nbsp; The world has excessively produced much, much more oil than it has discovered in these years.&nbsp; The longer this continues, the more extreme will be the pendulum swing.&nbsp; So this investment deficit is baked into the cake.&nbsp; &nbsp;Reportedly investment will increase in 2018.&nbsp; &nbsp;In the meantime fewer new projects are coming on line while existing projects as a whole are declining.&nbsp; Essentially the global oil reserve tank is being drained much faster than it is being refilled with new discovery/revision volumes.&nbsp; When prices went down, companies had to debook reserves (e.g., XOM) because those volumes were no longer profitable.&nbsp; Companies will be slow to add these back, because they need confidence of sustained higher prices to make them economic again.&nbsp; And many companies sold these or walked away (Arctic).</p>
<p>
	3.&nbsp; People resources.&nbsp; This is like the reserve replacement picture.&nbsp; Freshman enrollments in petroleum engineering and geology/geophical curriculums has plumeted as much as 90% since the 2014 peaks.&nbsp; Additionally, boatloads of people have been laid off and retired (I be one of them).&nbsp; So the body count AND experience have dramatically shrunk and most of it is a permanent loss; much of it can&#39;t be recovered.&nbsp; So as a result, when you can&#39;t get the right expertise/skills to do the work, then projects slow down and get deferred.</p>
<p>
	The flip side is that US shale and OPEC/Russia among others, can simply turn open the tap.&nbsp; Also, companies are continually getting more productive doing more, with less &#36;&#36; and less people.&nbsp; The downturn only racheted that up all the more.&nbsp; BUT, opening the tap is limited, while existing fields continue to decline.</p>
<p>
	It is my contention that the combination of a strong national/global economy driving up demand, will over power supply AND new fields will be too iittle/too late to close the supply gap.&nbsp; While companies can deliver projects faster to catch up on supply, they can only do it if they have the people.&nbsp; So the combinded shortages of under investment and lack of enough right people will, IMHO combine with the growing demand to have a trifecta impact on oil prices.</p>
<p>
	I&#39;m expecting &#36;100 oil in less than 3 years, and maybe a whole lot sooner.&nbsp; Necessity is the mother of invention, and the industry has amazed the world in its ability to use technology and smarter methods to do everything faster and cheaper.&nbsp; So they will likely catch back up faster than we think they can...maybe.&nbsp; So the higher prices could be short lived....jmaybe.&nbsp; But no one yet knows how to take a high school graduate and turn them into wise, experienced, educated technical professionals.&nbsp; The degree alone is at best 3 years for the brightest, nonstop students.&nbsp; But for many it takes&nbsp; 4.5-5.5 years just to get a BS degree.&nbsp; Then comes work experience.&nbsp; So total 6-7+ years from highschool to have someone who can start to become a significant contributor.&nbsp; So people may be the critical path to the return of low prices, following a nice period of much higher prices.</p>
<p>
	Just my thoughts.&nbsp; FWIW.&nbsp; Natural gas is a different story.</p>
<p>
	Best regards,</p>
<p>
	Kaliboo</p>
<p>
	</p>]]></description>
			<content:encoded><![CDATA[<p>
	Hello folks.&nbsp; I don&#39;t check this site often as IOC is a distant speck in the rear view mirror.&nbsp; Happy New Year and good tidings to all of you.</p>
<p>
	Just curious is anyone is piling into oil?&nbsp; In the last few months I have established significant postions in Chevron (CVX) and ConocoPhillips (COP).&nbsp; Both will beneift from their significant oil postions, US tax cut benefits, and asset allocations/balance sheet repair.&nbsp; Both have huge US shale exposure.&nbsp; I&#39;m not saying these are the best ones to own, but I like what I see.&nbsp; In the USA the last oil men standing will be standing in the Delaware/Permian Basins and both companies have great lease positions.&nbsp; Obviously XOM believes this as in the last year+ they have added large positions to their portfolio.&nbsp; But I don&#39;t want XOM.</p>
<p>
	My thinking is that rising oil prices are baked into the cake and nothing short of a major economic downturn will stop it.&nbsp; Here&#39;s the thesis.&nbsp; Seen it all before.</p>
<p>
	1.&nbsp; OPEC/Russia supply discipline.&nbsp; Everyone knows these have been doing a good job of restraining production so that the market is rebalanlcing and as a result prices are moving up.&nbsp; &nbsp;A question which no one knows the real answer to, is what is their capacity if things were producing wide open, and how long could they sustain it with out adding new fields?&nbsp; This is a major unknown.</p>
<p>
	2.&nbsp; Investment.&nbsp; You may have read several articles on this.&nbsp; The bottom line is that since the downturn in mid 2014 global investment in oil has tanked.&nbsp; The reserve replacement ratio has been dismal.&nbsp; The world has excessively produced much, much more oil than it has discovered in these years.&nbsp; The longer this continues, the more extreme will be the pendulum swing.&nbsp; So this investment deficit is baked into the cake.&nbsp; &nbsp;Reportedly investment will increase in 2018.&nbsp; &nbsp;In the meantime fewer new projects are coming on line while existing projects as a whole are declining.&nbsp; Essentially the global oil reserve tank is being drained much faster than it is being refilled with new discovery/revision volumes.&nbsp; When prices went down, companies had to debook reserves (e.g., XOM) because those volumes were no longer profitable.&nbsp; Companies will be slow to add these back, because they need confidence of sustained higher prices to make them economic again.&nbsp; And many companies sold these or walked away (Arctic).</p>
<p>
	3.&nbsp; People resources.&nbsp; This is like the reserve replacement picture.&nbsp; Freshman enrollments in petroleum engineering and geology/geophical curriculums has plumeted as much as 90% since the 2014 peaks.&nbsp; Additionally, boatloads of people have been laid off and retired (I be one of them).&nbsp; So the body count AND experience have dramatically shrunk and most of it is a permanent loss; much of it can&#39;t be recovered.&nbsp; So as a result, when you can&#39;t get the right expertise/skills to do the work, then projects slow down and get deferred.</p>
<p>
	The flip side is that US shale and OPEC/Russia among others, can simply turn open the tap.&nbsp; Also, companies are continually getting more productive doing more, with less &#36;&#36; and less people.&nbsp; The downturn only racheted that up all the more.&nbsp; BUT, opening the tap is limited, while existing fields continue to decline.</p>
<p>
	It is my contention that the combination of a strong national/global economy driving up demand, will over power supply AND new fields will be too iittle/too late to close the supply gap.&nbsp; While companies can deliver projects faster to catch up on supply, they can only do it if they have the people.&nbsp; So the combinded shortages of under investment and lack of enough right people will, IMHO combine with the growing demand to have a trifecta impact on oil prices.</p>
<p>
	I&#39;m expecting &#36;100 oil in less than 3 years, and maybe a whole lot sooner.&nbsp; Necessity is the mother of invention, and the industry has amazed the world in its ability to use technology and smarter methods to do everything faster and cheaper.&nbsp; So they will likely catch back up faster than we think they can...maybe.&nbsp; So the higher prices could be short lived....jmaybe.&nbsp; But no one yet knows how to take a high school graduate and turn them into wise, experienced, educated technical professionals.&nbsp; The degree alone is at best 3 years for the brightest, nonstop students.&nbsp; But for many it takes&nbsp; 4.5-5.5 years just to get a BS degree.&nbsp; Then comes work experience.&nbsp; So total 6-7+ years from highschool to have someone who can start to become a significant contributor.&nbsp; So people may be the critical path to the return of low prices, following a nice period of much higher prices.</p>
<p>
	Just my thoughts.&nbsp; FWIW.&nbsp; Natural gas is a different story.</p>
<p>
	Best regards,</p>
<p>
	Kaliboo</p>
<p>
	</p>]]></content:encoded>
		</item>
		<item>
			<title><![CDATA[Class action news]]></title>
			<link>http://shareholdersunite.com/mybb/showthread.php?tid=12095</link>
			<pubDate>Fri, 05 Jan 2018 05:09:49 +0000</pubDate>
			<guid isPermaLink="false">http://shareholdersunite.com/mybb/showthread.php?tid=12095</guid>
			<description><![CDATA[<a href="https://www.businesswire.com/news/home/20180103006364/en/Robbins-Geller-Rudman-Dowd-LLP-Files-Class" target="_blank" rel="noopener" class="mycode_url">https://www.businesswire.com/news/home/2...iles-Class</a><br />
<br />
<br />
SAN DIEGO--(BUSINESS WIRE)--Robbins Geller Rudman & Dowd LLP (“Robbins Geller”) today announced that a class action has been commenced on behalf of all persons who purchased or otherwise acquired Exxon Mobil Corporation (“Exxon”) shares worth &#36;45.00 and a contingent resource payment (“CRP”) for each outstanding InterOil Corporation (“InterOil”) (NYSE:IOC) share in connection with the acquisition of all of the issued and outstanding shares of InterOil by an affiliate of Exxon on or about February 22, 2017 (the “Acquisition”). This action was filed in the Northern District of Texas and is captioned Block v. InterOil Corporation, et al., No. 18-00007.]]></description>
			<content:encoded><![CDATA[<a href="https://www.businesswire.com/news/home/20180103006364/en/Robbins-Geller-Rudman-Dowd-LLP-Files-Class" target="_blank" rel="noopener" class="mycode_url">https://www.businesswire.com/news/home/2...iles-Class</a><br />
<br />
<br />
SAN DIEGO--(BUSINESS WIRE)--Robbins Geller Rudman & Dowd LLP (“Robbins Geller”) today announced that a class action has been commenced on behalf of all persons who purchased or otherwise acquired Exxon Mobil Corporation (“Exxon”) shares worth &#36;45.00 and a contingent resource payment (“CRP”) for each outstanding InterOil Corporation (“InterOil”) (NYSE:IOC) share in connection with the acquisition of all of the issued and outstanding shares of InterOil by an affiliate of Exxon on or about February 22, 2017 (the “Acquisition”). This action was filed in the Northern District of Texas and is captioned Block v. InterOil Corporation, et al., No. 18-00007.]]></content:encoded>
		</item>
		<item>
			<title><![CDATA[Holiday Season 2017]]></title>
			<link>http://shareholdersunite.com/mybb/showthread.php?tid=12079</link>
			<pubDate>Fri, 08 Dec 2017 03:55:51 +0000</pubDate>
			<guid isPermaLink="false">http://shareholdersunite.com/mybb/showthread.php?tid=12079</guid>
			<description><![CDATA[<p>
	<span style="font-size:16px;">Wishing everyone a Happy, Healthy and Prosperous Holiday Season - - - Except for Michael &quot;<strong>The Rock</strong>&quot; Hession and <strong>Dotard in Chief</strong> tRumpf (2 syllables, rhymes with Adolf) Twittler &nbsp; ...&nbsp; May they both lose their entire wealth in 2018.</span></p>]]></description>
			<content:encoded><![CDATA[<p>
	<span style="font-size:16px;">Wishing everyone a Happy, Healthy and Prosperous Holiday Season - - - Except for Michael &quot;<strong>The Rock</strong>&quot; Hession and <strong>Dotard in Chief</strong> tRumpf (2 syllables, rhymes with Adolf) Twittler &nbsp; ...&nbsp; May they both lose their entire wealth in 2018.</span></p>]]></content:encoded>
		</item>
		<item>
			<title><![CDATA[And here is some fun]]></title>
			<link>http://shareholdersunite.com/mybb/showthread.php?tid=12041</link>
			<pubDate>Sat, 28 Oct 2017 13:51:02 +0000</pubDate>
			<guid isPermaLink="false">http://shareholdersunite.com/mybb/showthread.php?tid=12041</guid>
			<description><![CDATA[<blockquote style="color: rgb(0, 0, 0); font-family: Helvetica, Arial, sans-serif; font-size: 14px;">
	<strong>Wales were thrashed 50-6 by Papua New Guinea in their opening game of the World Cup in Port Moresby</strong>. David Mead scored a hat-trick as the rampant hosts ran in 10 tries, while Regan Grace claimed Wales&#39; only try with the last play of the game. Only the winners of Pool C, which also features Ireland, will qualify for the quarter-finals. &quot;I didn&#39;t think we performed well in any aspect. It&#39;s been a very harsh lesson,&quot; said coach John Kear.</blockquote>
<p>
	<a data-mce-="" href="http://www.bbc.com/sport/rugby-league/41732572" style="font-family: Helvetica, Arial, sans-serif; font-size: 14px;">Rugby League World Cup 2017: Papua New Guinea 50-6 Wales - BBC Sport</a></p>
<p>
	Well done Papuas!</p>]]></description>
			<content:encoded><![CDATA[<blockquote style="color: rgb(0, 0, 0); font-family: Helvetica, Arial, sans-serif; font-size: 14px;">
	<strong>Wales were thrashed 50-6 by Papua New Guinea in their opening game of the World Cup in Port Moresby</strong>. David Mead scored a hat-trick as the rampant hosts ran in 10 tries, while Regan Grace claimed Wales&#39; only try with the last play of the game. Only the winners of Pool C, which also features Ireland, will qualify for the quarter-finals. &quot;I didn&#39;t think we performed well in any aspect. It&#39;s been a very harsh lesson,&quot; said coach John Kear.</blockquote>
<p>
	<a data-mce-="" href="http://www.bbc.com/sport/rugby-league/41732572" style="font-family: Helvetica, Arial, sans-serif; font-size: 14px;">Rugby League World Cup 2017: Papua New Guinea 50-6 Wales - BBC Sport</a></p>
<p>
	Well done Papuas!</p>]]></content:encoded>
		</item>
		<item>
			<title><![CDATA[SCHWAB and CRP]]></title>
			<link>http://shareholdersunite.com/mybb/showthread.php?tid=12015</link>
			<pubDate>Thu, 12 Oct 2017 18:00:48 +0000</pubDate>
			<guid isPermaLink="false">http://shareholdersunite.com/mybb/showthread.php?tid=12015</guid>
			<description><![CDATA[<p>
	<br type="_moz" /><br />
	September&#39;s Monthly Statement from the Schwab brokerage showed that it treated the CRP as some sort of liquidation and lumped it in with Dividends and Interest rather than a capital transaction.&nbsp; Fidelity and TDAmeritrade treated it as a sale against a zero-cost asset.&nbsp; Implication for US taxpayer is that Schwab is likely to treat CRP as a dividend or interest payment on the 1099 sent to IRS.</p>
<p>
	My call to Schwab elicited a response of kicking issue back to tax group and/or others for review.</p>
<p>
	Did&nbsp;any&nbsp;Schwab clients in SHU have their CRP payment treated as a sale of an asset?</p>
<p>
	katytrader</p>]]></description>
			<content:encoded><![CDATA[<p>
	<br type="_moz" /><br />
	September&#39;s Monthly Statement from the Schwab brokerage showed that it treated the CRP as some sort of liquidation and lumped it in with Dividends and Interest rather than a capital transaction.&nbsp; Fidelity and TDAmeritrade treated it as a sale against a zero-cost asset.&nbsp; Implication for US taxpayer is that Schwab is likely to treat CRP as a dividend or interest payment on the 1099 sent to IRS.</p>
<p>
	My call to Schwab elicited a response of kicking issue back to tax group and/or others for review.</p>
<p>
	Did&nbsp;any&nbsp;Schwab clients in SHU have their CRP payment treated as a sale of an asset?</p>
<p>
	katytrader</p>]]></content:encoded>
		</item>
		<item>
			<title><![CDATA[Body count]]></title>
			<link>http://shareholdersunite.com/mybb/showthread.php?tid=11999</link>
			<pubDate>Sun, 24 Sep 2017 23:33:25 +0000</pubDate>
			<guid isPermaLink="false">http://shareholdersunite.com/mybb/showthread.php?tid=11999</guid>
			<description><![CDATA[<p>
	FYI FWIW. &nbsp;My contacts in academia say that freshman enrollment this Fall in a mandatory introductory PETE course for future petroleum engineers is down 90% from its peak of a few years ago. &nbsp;This is happening everywhere. &nbsp;This is exactly what I expected and predicted as it has happened before. &nbsp;I further suspect some PETE programs at some universities will be ended because they are not sustainable.</p>
<p>
	This began not long after the downturn. &nbsp;My own recent PETE graduate child who is still unemployed, will recieve a BS in civil engineering in December. &nbsp;Able &nbsp;to kiss oil and gas goodbye for good. &nbsp;Fall interviews are in progress and major oil companies still are not looking for PETE graduates. &nbsp;I&#39;m sure it&#39;s the same for geologists and geophysicists.</p>
<p>
	The industry continually gets more efficient at finding, developing and producing more and more oil and gas with fewer and fewer people. &nbsp;This latest downturn only further accelerates that &nbsp;continung improvement. &nbsp;So that will help prolong the glut. </p>
<p>
	Of the two variables enabling oil supply - investment and availability of people who can do the work, the second of these is going to start having an impact soon. &nbsp;Projects will move slower and some won&#39;t get out of the gate due to lack of people. &nbsp;Salaries for the right trained/experienced/skilled people may skyrocket into a bidding war. &nbsp;Delayed projects means eventually, supply will fall and maybe plummet. &nbsp;You can&#39;t cram a 4-5 year college education into 1 year. &nbsp;And experience comes &nbsp;by doing the work. </p>
<p>
	Can US shale close or delay the coming supply shortage? &nbsp;Maybe if they can get the people. &nbsp;Something has to give eventually. &nbsp;Maybe Elon Musk? &nbsp;I wouldn&#39;t bet on it. &nbsp;But who knows?</p>]]></description>
			<content:encoded><![CDATA[<p>
	FYI FWIW. &nbsp;My contacts in academia say that freshman enrollment this Fall in a mandatory introductory PETE course for future petroleum engineers is down 90% from its peak of a few years ago. &nbsp;This is happening everywhere. &nbsp;This is exactly what I expected and predicted as it has happened before. &nbsp;I further suspect some PETE programs at some universities will be ended because they are not sustainable.</p>
<p>
	This began not long after the downturn. &nbsp;My own recent PETE graduate child who is still unemployed, will recieve a BS in civil engineering in December. &nbsp;Able &nbsp;to kiss oil and gas goodbye for good. &nbsp;Fall interviews are in progress and major oil companies still are not looking for PETE graduates. &nbsp;I&#39;m sure it&#39;s the same for geologists and geophysicists.</p>
<p>
	The industry continually gets more efficient at finding, developing and producing more and more oil and gas with fewer and fewer people. &nbsp;This latest downturn only further accelerates that &nbsp;continung improvement. &nbsp;So that will help prolong the glut. </p>
<p>
	Of the two variables enabling oil supply - investment and availability of people who can do the work, the second of these is going to start having an impact soon. &nbsp;Projects will move slower and some won&#39;t get out of the gate due to lack of people. &nbsp;Salaries for the right trained/experienced/skilled people may skyrocket into a bidding war. &nbsp;Delayed projects means eventually, supply will fall and maybe plummet. &nbsp;You can&#39;t cram a 4-5 year college education into 1 year. &nbsp;And experience comes &nbsp;by doing the work. </p>
<p>
	Can US shale close or delay the coming supply shortage? &nbsp;Maybe if they can get the people. &nbsp;Something has to give eventually. &nbsp;Maybe Elon Musk? &nbsp;I wouldn&#39;t bet on it. &nbsp;But who knows?</p>]]></content:encoded>
		</item>
		<item>
			<title><![CDATA[Houston In Trouble]]></title>
			<link>http://shareholdersunite.com/mybb/showthread.php?tid=11985</link>
			<pubDate>Mon, 28 Aug 2017 13:48:12 +0000</pubDate>
			<guid isPermaLink="false">http://shareholdersunite.com/mybb/showthread.php?tid=11985</guid>
			<description><![CDATA[<p>
	If you have friends in Houston please contact to see that they are well.</p>
<p>
	Tusker</p>
<p>
	</p>
<p>
	</p>
<p>
	</p>]]></description>
			<content:encoded><![CDATA[<p>
	If you have friends in Houston please contact to see that they are well.</p>
<p>
	Tusker</p>
<p>
	</p>
<p>
	</p>
<p>
	</p>]]></content:encoded>
		</item>
		<item>
			<title><![CDATA[CRP Update from Computershare]]></title>
			<link>http://shareholdersunite.com/mybb/showthread.php?tid=11982</link>
			<pubDate>Wed, 23 Aug 2017 16:16:03 +0000</pubDate>
			<guid isPermaLink="false">http://shareholdersunite.com/mybb/showthread.php?tid=11982</guid>
			<description><![CDATA[<p>
	All, I got this by request from Computershare today. &nbsp;Short story - not much new info; just more delay. &nbsp;This attached report is identical in all respects to the first one I posted on this site with the exception of this statement (below) inserted below the 3rd bullet in the note. &nbsp;I suppose the next notice from them will be our answer, whenever it comes. &nbsp;My expectation is I don&#39;t expect anything final until Q4 which begins in 39 days. </p>
<p>
	</p>
<p>
	&minus; Certification work is proceeding with the two selected consultants per the procedure set out in the Total Sale Agreement</p>
<p>
	</p>
<p>
	Best regards,</p>
<p>
	Kaliboo</p><br /><!-- start: postbit_attachments_attachment -->
<br /><!-- start: attachment_icon -->
<img src="http://shareholdersunite.com/mybb/images/attachtypes/pdf.gif" title="Adobe Acrobat PDF" border="0" alt=".pdf" />
<!-- end: attachment_icon -->&nbsp;&nbsp;<a href="attachment.php?aid=697" target="_blank" title="">CPRA Periodic Report 21 August 2017.pdf</a> (Size: 17.83 KB / Downloads: 36)
<!-- end: postbit_attachments_attachment -->]]></description>
			<content:encoded><![CDATA[<p>
	All, I got this by request from Computershare today. &nbsp;Short story - not much new info; just more delay. &nbsp;This attached report is identical in all respects to the first one I posted on this site with the exception of this statement (below) inserted below the 3rd bullet in the note. &nbsp;I suppose the next notice from them will be our answer, whenever it comes. &nbsp;My expectation is I don&#39;t expect anything final until Q4 which begins in 39 days. </p>
<p>
	</p>
<p>
	&minus; Certification work is proceeding with the two selected consultants per the procedure set out in the Total Sale Agreement</p>
<p>
	</p>
<p>
	Best regards,</p>
<p>
	Kaliboo</p><br /><!-- start: postbit_attachments_attachment -->
<br /><!-- start: attachment_icon -->
<img src="http://shareholdersunite.com/mybb/images/attachtypes/pdf.gif" title="Adobe Acrobat PDF" border="0" alt=".pdf" />
<!-- end: attachment_icon -->&nbsp;&nbsp;<a href="attachment.php?aid=697" target="_blank" title="">CPRA Periodic Report 21 August 2017.pdf</a> (Size: 17.83 KB / Downloads: 36)
<!-- end: postbit_attachments_attachment -->]]></content:encoded>
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		<item>
			<title><![CDATA[OSH farms in for 30% from XOM on our old IOC acreage]]></title>
			<link>http://shareholdersunite.com/mybb/showthread.php?tid=11929</link>
			<pubDate>Wed, 07 Jun 2017 02:51:56 +0000</pubDate>
			<guid isPermaLink="false">http://shareholdersunite.com/mybb/showthread.php?tid=11929</guid>
			<description><![CDATA[<p>
	Didn&#39;t see this posted here yet, maybe no one cares anymore. &nbsp;But OSH found it worth spending some capital to acquire 30% of the old IOC acreage including the B-T-R discoveries. &nbsp;Interesting that the financial details are confidential. </p>
<p>
	Of course, now Botten is spinning these holdings as &quot;an area with not only discovered gas resources, but also significant further gas potential... &nbsp;highly prospective area .... &nbsp;we have identified a number of additinal leads and prospects on the acreage&quot;</p>
<p>
	<a href="http://www.asx.com.au/asxpdf/20170529/pdf/43jkh8kcxzzn3l.pdf">http://www.asx.com.au/asxpdf/20170529/pdf/43jkh8kcxzzn3l.pdf</a></p>
<p>
	Indeed Sageo, I too hope to live long enough to see what XOM-TOT-OSH extracts over the next 10-30 years from beneath the jungles of PNG even though my 8+ year investment in IOC basically was break even.....</p>]]></description>
			<content:encoded><![CDATA[<p>
	Didn&#39;t see this posted here yet, maybe no one cares anymore. &nbsp;But OSH found it worth spending some capital to acquire 30% of the old IOC acreage including the B-T-R discoveries. &nbsp;Interesting that the financial details are confidential. </p>
<p>
	Of course, now Botten is spinning these holdings as &quot;an area with not only discovered gas resources, but also significant further gas potential... &nbsp;highly prospective area .... &nbsp;we have identified a number of additinal leads and prospects on the acreage&quot;</p>
<p>
	<a href="http://www.asx.com.au/asxpdf/20170529/pdf/43jkh8kcxzzn3l.pdf">http://www.asx.com.au/asxpdf/20170529/pdf/43jkh8kcxzzn3l.pdf</a></p>
<p>
	Indeed Sageo, I too hope to live long enough to see what XOM-TOT-OSH extracts over the next 10-30 years from beneath the jungles of PNG even though my 8+ year investment in IOC basically was break even.....</p>]]></content:encoded>
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		<item>
			<title><![CDATA[Break Free helps Oil search into the black]]></title>
			<link>http://shareholdersunite.com/mybb/showthread.php?tid=11915</link>
			<pubDate>Fri, 19 May 2017 03:14:07 +0000</pubDate>
			<guid isPermaLink="false">http://shareholdersunite.com/mybb/showthread.php?tid=11915</guid>
			<description><![CDATA[Oil Search has ample capacity to fund all committed expenditures, scheduled debt repayments and dividends even if oil and gas prices remain constrained in the short-term, he said at the company's annual general meeting in Port Moresby.<br />
<br />
The oil and gas producer swung to a net profit of &#36;US89.8 million in 2016, helped by a lift in sales, lower costs and gains from a break fee it received from ExxonMobil after losing a bidding war over InterOil.]]></description>
			<content:encoded><![CDATA[Oil Search has ample capacity to fund all committed expenditures, scheduled debt repayments and dividends even if oil and gas prices remain constrained in the short-term, he said at the company's annual general meeting in Port Moresby.<br />
<br />
The oil and gas producer swung to a net profit of &#36;US89.8 million in 2016, helped by a lift in sales, lower costs and gains from a break fee it received from ExxonMobil after losing a bidding war over InterOil.]]></content:encoded>
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		<item>
			<title><![CDATA[Anyone buy Oil Search ?]]></title>
			<link>http://shareholdersunite.com/mybb/showthread.php?tid=11914</link>
			<pubDate>Fri, 19 May 2017 03:10:53 +0000</pubDate>
			<guid isPermaLink="false">http://shareholdersunite.com/mybb/showthread.php?tid=11914</guid>
			<description><![CDATA[Oil Search and partners ExxonMobil and Total SA are working to reach an agreement on a coordinated development of an LNG expansion involving both the Exxon-managed PNG LNG venture and Total's Elk-Antelope venture. Oil Search has a stake in both.<br />
  <br />
Mr Botten noted potential savings of &#36;US2 billion to &#36;US3 billion in investment required for gas processing and export through the cooperation, as well as operating cost savings of &#36;US125 million a year.<br />
<br />
The partners are aiming to finalise the design concept for the expansion before the year-end, before starting initial engineering and design work next year.<br />
<br />
In addition to that expansion, which would involve two new LNG production trains about the same size as the existing PNG LNG units, Mr Botten also pointed to the opportunity for small-scale LNG based on smaller, undeveloped gas resources in the Gulf of Papua and Western Provinces.<br />
<br />
<br />
Read more: <a href="http://www.afr.com/business/energy/oil/oil-search-yields-on-climate-risk-assessment-20170518-gw8dtd#ixzz4hUTYmzsn" target="_blank" rel="noopener" class="mycode_url">http://www.afr.com/business/energy/oil/o...z4hUTYmzsn</a> <br />
Follow us: @FinancialReview on Twitter | financialreview on Facebook]]></description>
			<content:encoded><![CDATA[Oil Search and partners ExxonMobil and Total SA are working to reach an agreement on a coordinated development of an LNG expansion involving both the Exxon-managed PNG LNG venture and Total's Elk-Antelope venture. Oil Search has a stake in both.<br />
  <br />
Mr Botten noted potential savings of &#36;US2 billion to &#36;US3 billion in investment required for gas processing and export through the cooperation, as well as operating cost savings of &#36;US125 million a year.<br />
<br />
The partners are aiming to finalise the design concept for the expansion before the year-end, before starting initial engineering and design work next year.<br />
<br />
In addition to that expansion, which would involve two new LNG production trains about the same size as the existing PNG LNG units, Mr Botten also pointed to the opportunity for small-scale LNG based on smaller, undeveloped gas resources in the Gulf of Papua and Western Provinces.<br />
<br />
<br />
Read more: <a href="http://www.afr.com/business/energy/oil/oil-search-yields-on-climate-risk-assessment-20170518-gw8dtd#ixzz4hUTYmzsn" target="_blank" rel="noopener" class="mycode_url">http://www.afr.com/business/energy/oil/o...z4hUTYmzsn</a> <br />
Follow us: @FinancialReview on Twitter | financialreview on Facebook]]></content:encoded>
		</item>
		<item>
			<title><![CDATA[Dissenters?]]></title>
			<link>http://shareholdersunite.com/mybb/showthread.php?tid=11912</link>
			<pubDate>Wed, 17 May 2017 16:03:58 +0000</pubDate>
			<guid isPermaLink="false">http://shareholdersunite.com/mybb/showthread.php?tid=11912</guid>
			<description><![CDATA[<p>
	If there are any dissenters out there who have not accepted XOM&#39;s offer please do PM me. &nbsp;I have something that might be helpful.</p>]]></description>
			<content:encoded><![CDATA[<p>
	If there are any dissenters out there who have not accepted XOM&#39;s offer please do PM me. &nbsp;I have something that might be helpful.</p>]]></content:encoded>
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