July 21 (Reuters) - Exxon Mobil Corp XOM.N :
- ExxonMobil to acquire Interoil in transaction worth more than $2.5 billion
- Boards of directors of both companies unanimously approve terms of agreement
- Exxonmobil to pay $45 per share plus additional cash payment based on elk-antelope resource size
- Acquisition adds to ExxonMobil resources in successful Papua New Guinea business
- Deal includes CRP of additional $7.07/share in cash per TCFE Gross Resource Certification of Elk-Antelope field above 6.2 TCFE, up to 10 TCFE
- Venturers and government to evaluate processing of gas from Elk-Antelope field by expanding PNG LNG project
- Oil Search transaction terminated
- Interoil board unanimously recommends that Interoil shareholders approve ExxonMobil transaction
- Davis Polk & Wardwell LLP and Blake, Cassels & Graydon LLP served as legal advisers to ExxonMobil in relation to ExxonMobil transaction
- Previously scheduled special meeting of shareholders to vote for approval of Oil Search transaction has been cancelled
- Credit Suisse (Australia) Limited, Morgan Stanley & Co. LLC, UBS served as financial advisers to Interoil in relation to ExxonMobil deal
- CRP will be paid on completion of interim certification process in accordance with share purchase agreement with Total SA
- Deal to be implemented by court-approved plan of arrangement, to require approval of at least 66-2/3 percent votes cast by Interoil shareholders
