InterOil Snaps Up Additional Elk/Antelope Interests

InterOil announced the closing of the second stage of its acquisition of indirect participation interests first announced in September. InterOil has completed the acquisition of indirect participation interests held by a number of investors under the Amended and Restated Indirect Participation Interest Agreement dated February 2005 (the "IPI Agreement"). The interests acquired total 4.8364% participation in the Elk/Antelope field in Papua New Guinea and in any future discoveries made as a result of four exploration wells still to be drilled under the IPI Agreement. In exchange for these interests, InterOil issued common shares in two tranches with an aggregate value of approximately $62.9 million. The first tranche of a total 714,618 shares, valued at $22.0 million, was previously exchanged for 35% of the transferred interests with three investors. The remaining 65%, valued at $40.9 million, was exchanged for 630,092 shares. InterOil's current direct interest in its exploration licenses is 74.1614%, assuming that all remaining indirect participation interest investors take up their working interest rights in such licenses and excluding the interests of the Independent State of Papua New Guinea able to be taken up under relevant legislation.

InterOil also announced that it is finalizing the accounting treatment for the acquisition following its previously announced consultation with the US Securities Exchange Commission as initially referenced in the Company's financial statements for the third quarter of 2009. Based on this consultation, the premium paid by the Company under these exchange transactions over the original investment made by the IPI investors will be recognized as an expense. This treatment will result in an expense adjustment of approximately $34.0 million to the profit and loss account for the quarter and nine months ended September 30, 2009 in which case the company's reported net income for the nine months ended September 30, 2009 will be a loss of approximately $14 million. There is no impact on the company's net cash balance. The company is continuing to work with the SEC and its auditors to finalize and issue financial statements to reflect this treatment as soon as possible.