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InterOil Announces Second Quarter Financial and Operating Results

16 Aug, 2010 @ 04:00 pm EDT
  • Comments comments 13

CAIRNS, Australia and HOUSTON, Aug. 16 /PRNewswire-FirstCall/ -- InterOil Corporation (NYSE: IOC) (POMSoX:IOC) today announced financial and operating results for the second quarter ended June 30, 2010.

Second Quarter 2010 Highlights and Recent Developments

    --  Balance sheet and liquidity remain strong with cash, cash equivalents
        and cash restricted of $50.9 million as at June 30, 2010
    --  The refinery and distribution operating businesses generated EBITDA, a
        non-GAAP measure, of $24.0 million during the quarter, more than
        offsetting expenditures from the developing upstream and liquefaction
        businesses, resulting in a net $14.9 million in EBITDA on a consolidated
        basis.
    --  The Antelope 2 horizontal well confirmed a higher condensate-to-natural
        gas ratio of 20.4 barrels per million cubic feet of natural gas, 27%
        higher than observed at the top of the reservoir.  The horizontal well
        also demonstrated dolomitization and higher porosity deeper in the
        reservoir than previously modeled.
    --  Subsequent to the quarter, on August 4, 2010, the Joint Venture
        Operating Agreement ("JVOA") for the proposed Condensate Stripping Plant
        (CSP) was finalized with Mitsui & Co. Ltd., along with an option deed to
        acquire up to 5% of the Elk and Antelope fields at the same price as an
        industry partner.
    --  On August 11, 2010, the Company closed on a $25 million secured term
        loan bearing a 10% interest rate with Clarion Finanz AG to maintain
        financial flexibility and further develop the Elk and Antelope fields
        while negotiating with potential industry partners.

InterOil Chief Executive Officer Phil Mulacek commented, "We are pleased that our forward momentum has been sustained well into 2010. Our delineation drilling results continue to demonstrate the value of our reservoir at Antelope 2, and the finalization of the JVOA with Mitsui & Co. is another step in our strategy to monetize our liquid resources at the Elk and Antelope fields. These accomplishments, combined with our strong balance sheet and the financing we have in place, will enable us to support our continued growth and operational success."

Corporate Financial Results

InterOil recorded a net profit for the first quarter ended June 30, 2010 of $7.8 million, compared with a net profit of $9.4 million for the same period in 2009, a $1.8 million reduction compared to the equivalent quarter in the prior year primarily to due to a net loss in the Upstream and Midstream Liquefaction development segments that was higher than the year-ago quarter. The Corporate, Midstream - Refining and Downstream operating segments collectively derived a net profit for the quarter of $17.6 million, while the Upstream and Midstream Liquefaction development segments had a net loss of $8.3 million primarily due to higher exploration expenses, for an aggregate net profit of $7.8 million.

InterOil's earnings before interest, taxes, depreciation and amortization ("EBITDA") for the quarter ended June 30, 2010 was $14.9 million, compared with $17.9 million in the same quarter of 2009, a reduction of $3.0 million. Sales and operating revenue increased by $76.9 million from $148.5 million in the quarter ended June 30, 2009 to $225.3 million in the quarter ended June 30, 2010.

Business Segment Results

Upstream - During the quarter, InterOil continued with drilling and logging of the Antelope 2 horizontal well, and performed two separate tests. The deeper of the two confirmed an increasing condensate-to-natural gas ratio ("CGR") of 20.4 barrels per million cubic feet of natural gas, 27% higher than observed at the top of the reservoir. The horizontal well also demonstrated dolomitization and higher porosity deeper in the reservoir than previously modelled.

Processing and interpretation of the development seismic acquired in the first quarter over the Antelope structure was completed during the second quarter. Seismic interpretation and reservoir geophysical studies are well advanced. Additionally, the Company conducted a joint program with LNG Energy for a 27 km line that has been acquired in an area of mutual interest and subsequent to quarter end the processing of this data was completed. Furthermore, seismic acquisition of 20 km on the Wolverine prospect and another 20 km on the Bwata prospect was initiated during the second quarter and has now been completed. The seismic program is designed to prioritize our exploration inventory in time for deployment of our newly-acquired second drilling rig. The rig was shipped from New Zealand and is currently at InterOil's facilities in Napa Napa where it is being prepared for jungle operations.

The definition phase ("Pre-FEED") for the proposed CSP has been completed, and on April 15, 2010 InterOil entered into a preliminary works joint venture and preliminary works financing agreement with Mitsui & Co. to commence Front-End Engineering and Design ("FEED") work on the CSP with Final Investment Decision ("FID") expected by first quarter 2011. On August 4, 2010, the Joint Venture Operating Agreement ("JVOA") for the proposed CSP was finalized with Mitsui & Co.

InterOil's Upstream business generated a net loss of $7.9 million in the second quarter of 2010 compared to a loss of $2.4 million in the comparable quarter a year ago. The widened loss was mainly due to higher exploration costs during current periods due to the seismic acquisition over the Wolverine and Bwata prospects which are expensed as incurred under the successful efforts method of accounting, increased office and administrative as well as interest expenses, in addition to higher consulting costs related to the asset sale process underway.

Midstream Refining - Total refinery throughput for the quarter ended June 30, 2010 was 23,120 barrels per operating day, compared with 21,574 barrels per operating day for the same period of 2009. Capacity utilization for the quarter, based on 36,500 barrels per day operating capacity, was 63% compared with 39% in the same quarter of 2009.

The Company's Midstream Refining operations generated a net profit of $12.1 million versus a profit of $9.6 million in the same quarter of the prior year. The $2.5 million positive variance is largely due to the $12.4 million positive impact of improvement in refining crack spreads. This positive improvement was offset by an increase in non-cash foreign exchange losses of $10.4 million caused by movements of the PNG Kina against the US Dollar.

Midstream Liquefaction - InterOil continued the program to sell a portion of its interests in its Elk and Antelope fields, and in the proposed Midstream Liquefaction (LNG) plant to underpin the commercialization of its gas resources.

The Company's Midstream Liquefaction business generated a loss of $0.4 million in the 2010 second quarter compared with a loss of $1.8 million in the same period a year ago. Since the execution of the LNG Project Agreement with the Independent State of Papua New Guinea in December 2009, all LNG project related direct costs have been capitalized other than overheads and other costs that are incurred in the normal course of running the business, which costs are expensed.

Downstream - Total Downstream sales volumes for the second quarter 2010 were 145.6 million liters compared with 140.8 million liters for the second quarter in 2009. During the quarter ended June 30, 2010, InterOil finalized a supply contract renewal agreement for a two-year term with estimated volume in excess of 100.0 million liters per year.

InterOil's Downstream operations generated a net profit of $3.7 million in the 2010 second quarter, an improvement of $2.0 million versus a profit of $1.7 million in the second quarter of 2009. The positive variance was largely due to the increase in volumes for the quarter and an increase in and the positive effect of product price movements as applied to the inventory sold during the period.

The Corporate segment generated a second quarter net profit of $1.8 million in 2010, compared to a loss of $0.7 million in the 2009 quarter, primarily caused by reduced interest expenses due to mandatory conversion in June 2009 on the remaining portion of the $95.0 million debentures issued in May 2008.

Summary of Consolidated Quarterly Financial Results for Past Eight Quarters



           Quarters ended                         2010
      ($ thousands except per
             share data)           Jun-30      Mar-31
      Upstream                        1,349        998
      Midstream - Refining          194,016    152,093
      Midstream - Liquefaction            0          0
      Downstream                    119,300    109,687
      Corporate                      11,321     12,093
      Consolidation entries        (100,637)   (96,052)
    Sales and operating
     revenues                       225,349    178,819
      Upstream                       (3,498)    (1,964)
      Midstream - Refining           16,962      4,402
      Midstream - Liquefaction           (3)      (563)
      Downstream                      7,060      4,492
      Corporate                       1,751      4,402
      Consolidation entries          (7,384)    (5,910)
    EBITDA (1)                       14,888      4,859
      Upstream                       (7,943)    (6,182)
      Midstream - Refining           12,056        (74)
      Midstream - Liquefaction         (360)      (911)
      Downstream                      3,719        671
      Corporate                       1,796      3,544
      Consolidation entries          (1,438)      (191)
    Net profit/(loss)                 7,830     (3,143)
    Net profit/(loss) per
     share (dollars)
      Per Share - Basic                0.18      (0.07)
      Per Share - Diluted              0.17      (0.07)



           Quarters ended                                              2009
           --------------                                              ----
      ($ thousands except per
             share data)           Dec-31     Sep-30     Jun-30     Mar-31
      -----------------------      ------     ------     ------     ------
      Upstream                       1,027      1,011        660        611
      --------                       -----      -----        ---        ---
      Midstream - Refining         173,438    141,295    114,347    145,523
      --------------------         -------    -------    -------    -------
      Midstream - Liquefaction           0          1          2          4
      ------------------------         ---        ---        ---        ---
      Downstream                   118,270    107,712     85,472     78,572
      ----------                   -------    -------     ------     ------
      Corporate                     10,539     10,087      8,640      7,753
      ---------                     ------     ------      -----      -----
      Consolidation entries        (93,971)   (86,509)   (60,625)   (70,801)
      ---------------------        -------    -------    -------    -------
    Sales and operating
     revenues                      209,303    173,597    148,496    161,662
    -------------------            -------    -------    -------    -------
      Upstream                         574    (29,097)      (669)      (469)
      --------                         ---    -------       ----       ----
      Midstream - Refining           8,492      8,199     14,134     14,747
      --------------------           -----      -----     ------     ------
      Midstream - Liquefaction      (1,200)    (2,119)    (1,379)    (2,361)
      ------------------------      ------     ------     ------     ------
      Downstream                     4,391      6,542      4,150      3,241
      ----------                     -----      -----      -----      -----
      Corporate                      1,765      1,980      1,897      3,051
      ---------                      -----      -----      -----      -----
      Consolidation entries         (4,884)    (4,092)      (278)    (7,285)
      ---------------------         ------     ------       ----     ------
    EBITDA (1)                       9,138    (18,587)    17,855     10,924
    ----------                       -----    -------     ------     ------
      Upstream                      (3,626)   (31,392)    (2,382)    (2,133)
      --------                      ------    -------     ------     ------
      Midstream - Refining          18,070      3,762      9,624     10,350
      --------------------          ------      -----      -----     ------
      Midstream - Liquefaction      (1,591)    (2,481)    (1,765)    (2,552)
      ------------------------      ------     ------     ------     ------
      Downstream                     2,371      3,440      1,742        964
      ----------                     -----      -----      -----        ---
      Corporate                      3,036      1,602       (677)       349
      ---------                      -----      -----       ----        ---
      Consolidation entries          1,047       (237)     2,894     (4,332)
      ---------------------          -----       ----      -----     ------
    Net profit/(loss)               19,307    (25,306)     9,436      2,646
    -----------------               ------    -------      -----      -----
    Net profit/(loss) per
     share (dollars)
    ---------------------
      Per Share - Basic               0.45      (0.60)      0.25       0.07
      -----------------               ----      -----       ----       ----
      Per Share - Diluted             0.43      (0.60)      0.24       0.07
      -------------------             ----      -----       ----       ----



           Quarters ended                          2008
           --------------                          ----
      ($ thousands except per
             share data)           Dec-31      Sep-30
      -----------------------      ------      ------
      Upstream                          487         698
      --------                          ---         ---
      Midstream - Refining          194,617     216,750
      --------------------          -------     -------
      Midstream - Liquefaction           23          35
      ------------------------          ---         ---
      Downstream                    128,540     172,528
      ----------                    -------     -------
      Corporate                       9,591       8,415
      ---------                       -----       -----
      Consolidation entries        (114,691)   (134,695)
      ---------------------        --------    --------
    Sales and operating
     revenues                       218,567     263,731
    -------------------             -------     -------
      Upstream                       (2,483)        231
      --------                       ------         ---
      Midstream - Refining          (13,976)     17,516
      --------------------          -------      ------
      Midstream - Liquefaction       (2,501)     (1,570)
      ------------------------       ------      ------
      Downstream                     (7,244)        610
      ----------                     ------         ---
      Corporate                         226         764
      ---------                         ---         ---
      Consolidation entries          (2,865)       (737)
      ---------------------          ------        ----
    EBITDA (1)                      (28,843)     16,814
    ----------                      -------      ------
      Upstream                       (4,003)     (1,039)
      --------                       ------      ------
      Midstream - Refining          (19,490)     12,660
      --------------------          -------      ------
      Midstream - Liquefaction       (2,597)     (1,677)
      ------------------------       ------      ------
      Downstream                     (5,901)       (886)
      ----------                     ------        ----
      Corporate                      (2,275)     (1,759)
      ---------                      ------      ------
      Consolidation entries              37       1,928
      ---------------------             ---       -----
    Net profit/(loss)               (34,229)      9,227
    -----------------               -------       -----
    Net profit/(loss) per
     share (dollars)
    ---------------------
      Per Share - Basic               (0.96)       0.26
      -----------------               -----        ----
      Per Share - Diluted             (0.96)       0.22
      -------------------             -----        ----



    (1)  EBITDA is a non-GAAP measure, please note reconciliation below.

Balance Sheet and Liquidity

InterOil closed the first quarter of 2010 with cash, cash equivalents and cash restricted totalling $50.9 million as at June 30, 2010 (June 2009 - $110.9 million), of which $19.2 million is restricted (March 2009 - $14.5 million). We also had working capital facilities in the aggregate of $236.8 million, with $86.5 million available for use in our Midstream Refining operations, and $39.8 million available for use in our Downstream operations.

Our debt-to-capital ratio (long term debt/(shareholders' equity + long term debt)) was reduced to 10% in June 2010 from 13% in June 2009. This reduction in gearing was mainly due to principal payments of $9.0 million on the OPIC secured loan.

Summary of Debt Facilities

Summarized below are the debt facilities available to us and the balances outstanding as at June 30, 2010.



                                                 Balance
    Organization                    Facility     outstanding Maturity date
                                              June 30, 2010
    OPIC secured loan               $49,000,000     $49,000,000  December 2015
    BNP Paribas working capital
     facility                      $190,000,000 $50,633,368 (1)  December 2010
    Westpac working capital
     facility                       $28,800,000      $6,999,314   October 2011

    facility
    BSP working capital facility    $18,000,000              $0   October 2010
    Mitsui unsecured loan        $1,118,500 (2)      $1,118,500 Not Applicable


    (1)  Excludes letters of credit totaling $52.9 million.

    (2)  Facility is to fund our share of the CSP JV costs as they are
    incurred.

    (3)  On August 11, 2010, the Company closed on a $25 million secured
    term loan with Clarion Finanz AG


    InterOil Corporation
    Consolidated Balance Sheets
    (Unaudited, Expressed in United States dollars)

                                                     As at
                                                    December
                                     June 30,          31,       June 30,
                                            2010          2009          2009
                                               $             $             $
                                             ---           ---           ---
     Assets
     Current assets:
         Cash and cash
          equivalents (note 5)        31,665,252    46,449,819    96,350,890
         Cash restricted (note
          7)                          19,205,733    22,698,829    14,520,001
         Trade receivables
          (note 8)                    75,215,453    61,194,136    40,126,498
         Derivative contracts
          receivables (note 7)           483,000             -             -
         Other assets                    572,435       639,646       698,090
         Inventories (note 9)         82,339,714    70,127,049   114,045,411
         Prepaid expenses              2,876,807     6,964,950     2,834,453
     Total current assets            212,358,394   208,074,429   268,575,343
     --------------------            -----------   -----------   -----------
     Non-current assets:
         Cash restricted (note
          7)                           6,374,126     6,609,746     6,844,439
         Goodwill (note 14)            6,626,317     6,626,317     5,761,940
         Plant and equipment
          (note 10)                  219,530,111   221,046,709   221,294,736
         Oil and gas properties
          (note 11)                  218,335,932   172,483,562   157,877,004
         Future income tax
          benefit                     15,172,830    16,912,969     2,057,298
     Total non-current
      assets                         466,039,316   423,679,303   393,835,417
     Total assets                    678,397,710   631,753,732   662,410,760
     ------------                    -----------   -----------   -----------
     Liabilities and
      shareholders' equity
     Current liabilities:
         Accounts payable and
          accrued liabilities
          (note 12)                   63,954,479    59,372,354   131,807,259
         Derivative contracts
          (note 7)                       136,304             -             -
         Working capital
          facilities (note 15)        57,632,682    24,626,419     3,962,238
         Current portion of
          loans (note 18)             10,118,500     9,000,000     9,000,000
         Current portion of
          Indirect
          participation
          interest (note 19)             540,002       540,002       540,002
     Total current
      liabilities                    132,381,967    93,538,775   145,309,499
     -------------                   -----------    ----------   -----------
     Non-current
      liabilities:
         Secured loan (note 18)       39,201,250    43,589,278    47,977,305
         Deferred gain on
          contributions to LNG
          project (note 13)           13,076,272    13,076,272    13,076,272
         Indirect participation
          interest (note 19)          39,620,430    39,559,718    70,892,669
     Total non-current
      liabilities                     91,897,952    96,225,268   131,946,246
     -----------------                ----------    ----------   -----------
     Total liabilities               224,279,919   189,764,043   277,255,745
     -----------------               -----------   -----------   -----------
     Non-controlling
      interest (note 20)                  15,993        13,596         9,230
     -------------------                  ------        ------         -----
     Shareholders' equity:
         Share capital (note
          21)                        622,277,557   613,361,363   540,082,767
             Authorised -unlimited
             Issued and outstanding
              -43,756,354
             (Dec 31, 2009 -
              43,545,654)
             (Jun 30, 2009 -
              41,848,889)
         Contributed surplus          22,376,810    21,297,177    17,357,873
         Warrants (note 24)                    -             -     2,119,034
         Accumulated Other
          Comprehensive Income         5,593,948     8,150,976    16,551,491
         Conversion options
          (note 19)                   13,270,880    13,270,880    17,140,000
         Accumulated deficit        (209,417,397) (214,104,303) (208,105,380)
     Total shareholders'
      equity                         454,101,798   441,976,093   385,145,785
     Total liabilities and
      shareholders' equity           678,397,710   631,753,732   662,410,760
     ---------------------           -----------   -----------   -----------


    See accompanying notes to the consolidated financial statements.
    Commitments and contingencies (note 26), Going Concern (note 2(b))
    On behalf of the Board -Phil Mulacek, Director    Christian Vinson,
    Director


    InterOil Corporation
    Consolidated Statement of Operations
    (Unaudited, Expressed in United States dollars)

                               Quarter ended            Six months ended
                               -------------            ----------------
                          June 30,      June 30,     June 30,      June 30,
                                2010          2009         2010          2009
                                   $             $            $             $
                                  --            --           --            --
    Revenue
      Sales and
       operating
       revenues          223,768,287   147,570,673  401,218,722   308,411,228
      Interest                34,117        89,058       75,666       165,119
      Other                1,546,877       836,246    2,873,419     1,581,957
      -----
                         225,349,281   148,495,977  404,167,807   310,158,304
                         -----------   -----------  -----------   -----------

    Expenses
      Cost of sales
       and operating
       expenses          191,431,609   126,007,123  350,031,947   262,417,838
      Administrative
       and general
       expenses            8,876,090     7,454,273   17,601,227    14,617,065
      Derivative
       (gains)/losses       (265,003)      345,650      681,347      (931,060)
      Legal and
       professional
       fees                1,830,810     2,607,296    3,599,322     3,847,982
      Exploration
       costs,
       excluding
       exploration
       impairment
       (note 11)           2,308,287        31,075    2,313,563       247,121
      Short term
       borrowing costs     1,134,433       782,556    2,172,140     1,847,351
      Long term
       borrowing costs     1,401,832     2,861,819    2,486,176     6,432,965
      Depreciation and
       amortization        3,623,333     3,773,772    7,008,111     7,154,347
      Gain on sale of
       oil and gas
       properties
       (note 11)                   -    (1,087,483)           -    (1,087,483)
      Foreign exchange
       losses/(gains)      5,382,707    (5,284,183)   8,461,333     1,105,731
                         215,724,098   137,491,898  394,355,166   295,651,857
                         -----------   -----------  -----------   -----------
    Income before
     income taxes
     and non-
     controlling
     interest              9,625,183    11,004,079    9,812,641    14,506,447

    Income taxes
      Current
       (expense)/benefit  (1,236,720)   (1,686,815)  (3,216,326)     (998,699)
      Future
       (expense)/benefit    (555,743)      122,731   (1,907,013)   (1,422,203)
      ------------------
                          (1,792,463)   (1,564,084)  (5,123,339)   (2,420,902)
                          ----------    ----------   ----------    ----------

    Income before
     non-
     controlling
     interest              7,832,720     9,439,995    4,689,302    12,085,545
    -------------          ---------     ---------    ---------    ----------

    Non-controlling
     interest (note
     20)                      (2,411)       (1,925)      (2,396)       (3,995)

    Net income             7,830,309     9,438,070    4,686,906    12,081,550
    ----------             ---------     ---------    ---------    ----------

    Basic income per
     share (note 25)            0.18          0.25         0.11          0.32
    Diluted income
     per share (note
     25)                        0.17          0.24         0.10          0.32
    Weighted average
     number of
     common shares
     outstanding
     Basic (Expressed
      in number of
      common shares)      43,743,497    38,244,238   43,663,674    37,216,877
     Diluted
      (Expressed in
      number of
      common shares)      45,227,840    38,946,516   45,261,931    37,724,806
     ---------------      ----------    ----------   ----------    ----------


    See accompanying notes to the consolidated financial statements


    InterOil Corporation
    Consolidated Statement of Cash Flows
    (Unaudited, Expressed in United States dollars)
    
                                   Quarter ended          Six months ended
                                   -------------          ----------------
                                June 30,     June 30,     June 30,     June 30,
                                      2010         2009         2010         2009
                                         $            $            $            $
                                        --           --           --           --
    Cash flows
     provided
     by (used
     in):

    Operating
     activities
        Net income               7,830,309    9,438,070    4,686,906   12,081,550
        Adjustments
         for non-
         cash and
         non-
         operating
         transactions
          Non-
           controlling
           interest                  2,411        1,925        2,396        3,995
           Depreciation
           and
           amortization          3,623,333    3,773,772    7,008,111    7,154,347
          Future
           income tax
           asset                   521,800      683,427    1,740,139    1,012,884
          Gain on
           sale of
           exploration
           assets                        -   (1,087,483)           -   (1,087,483)
           Amortization
           of
           discount
           on
           debentures
           liability                     -      484,489            -    1,212,262
           Amortization
           of
           deferred
           financing
           costs                    55,986       55,986      111,972      111,972
          Gain on
           hedge
           contracts                     -     (283,900)           -     (208,800)
          Timing
           difference
           between
           derivatives
           recognised
             and settled          (880,696)    (265,400)    (346,696)  15,074,050
          Stock
           compensation
           expense,
           including
           restricted
           stock                 3,537,382    1,892,759    5,003,012    3,317,212
          Inventory
           revaluation                   -     (205,546)      27,517            -
          Non-cash
           interest
           settlement
           on
           debentures                    -    2,352,084            -    2,352,084
          Oil and gas
           properties
           expensed              2,308,287       31,075    2,313,563      247,121
          Loss on
           proportionate
           consolidation
           of LNG
           project                       -            -            -      724,357
          Unrealized
           foreign
           exchange
           loss/
           (gain)                2,118,467   (1,967,988)   2,068,183   (3,901,133)
        Change in
         operating
         working
         capital
           (Increase)/decrease
           in trade
           receivables          (5,555,692)   3,761,094  (42,207,748)   1,945,982
           (Decrease)/increase
           in
           unrealised
           hedge
           gains                         -   (4,008,175)           -    6,268,950
           Decrease in
            other
            assets and
            prepaid
            expenses               109,552      104,229    4,155,354    1,124,916
           (Increase)/decrease
           in
           inventories           1,440,192  (34,020,246) (14,731,797) (27,306,167)
           (Decrease)/increase
           in
           accounts
           payable
           and
           accrued
           liabilities         (44,694,188)  79,399,551    4,625,916   58,598,130
          --------------------
        Net cash
         (used
         in)/from
         operating
         activities            (29,582,857)  60,139,723  (25,543,172)  78,726,229
        --------               -----------   ----------  -----------   ----------

    Investing
     activities
        Expenditure
         on oil and
         gas
         properties            (32,127,746) (20,054,923) (61,497,982) (43,675,787)
        Proceeds
         from IPI
         cash calls                971,589    3,603,284   15,170,920    5,575,534
        Expenditure
         on plant
         and
         equipment,
         net of
         disposals              (2,351,017)  (5,138,243)  (5,491,513)  (4,863,524)
        Proceeds
         received
         on sale of
         exploration
         assets                          -            -   13,903,682            -
        Decrease/
         (increase)
         in
         restricted
         cash held
         as
         security
         on
           borrowings            9,035,092   (3,982,816)   3,728,716    4,920,600
        Change in
         non-cash
         working
         capital
          Increase/
           (decrease)
           in
           accounts
           payable
           and
           accrued
           liabilities           9,509,343  (11,038,843)   4,342,104   (5,890,357)
          ---------
        Net cash
         used in
         investing
         activities            (14,962,739) (36,611,541) (29,844,073) (43,933,534)
        --------               -----------  -----------  -----------  -----------

    Financing
     activities
        Repayments
         of OPIC
         secured
         loan                   (4,500,000)  (4,500,000)  (4,500,000)  (4,500,000)
        Proceeds
         from
         Mitsui for
         Condensate
         Stripping
         Plant                   3,237,000            -    3,237,000            -
        Proceeds
         from PNG
         LNG cash
         call                      866,600            -      866,600            -
        Proceeds
         from
         Clarion
         Finanz for
         Elk option
         agreement                       -            -            -    3,577,288
        Proceeds
         from
         Petromin
         for Elk
         and
         Antelope
         field
         development             2,000,000    1,000,000    3,000,000    4,435,000
        Proceeds
         from/
         (repayments
         of)
         working
         capital
         facility               32,468,143  (39,358,309)  33,006,263  (64,830,164)
        Proceeds
         from issue
         of common
         shares/
         conversion
         of debt,
           net of
            transaction
            costs                  911,399   73,036,698    4,992,815   73,905,499
      Net cash
       from/
       (used in)
       financing
       activities               34,983,142   30,178,389   40,602,678   12,587,623
      -----------               ----------   ----------   ----------   ----------

     (Decrease)/increase
     in cash
     and cash
     equivalents                (9,562,454)  53,706,571  (14,784,567)  47,380,318
    Cash and
     cash
     equivalents,
     beginning
     of period                  41,227,706   42,644,319   46,449,819   48,970,572
    Cash and
     cash
     equivalents,
     end of
     period
     (note 5)                   31,665,252   96,350,890   31,665,252   96,350,890
    -------------               ----------   ----------   ----------   ----------

    See accompanying notes to the consolidated financial statements
    See note 6 for non cash financing and investing activities

NON-GAAP EBITDA Reconciliation

EBITDA represents our net income/(loss) plus total interest expense (excluding amortization of debt issuance costs), income tax expense, depreciation and amortization expense. EBITDA is used by us to analyze operating performance. EBITDA does not have a standardized meaning prescribed by United States or Canadian generally accepted accounting principles and, therefore, may not be comparable with the calculation of similar measures for other companies. The items excluded from EBITDA are significant in assessing our operating results. Therefore, EBITDA should not be considered in isolation or as an alternative to net earnings, operating profit, net cash provided from operating activities and other measures of financial performance prepared in accordance with GAAP. Further, EBITDA is not a measure of cash flow under GAAP and should not be considered as such. For reconciliation of EBITDA to the net income (loss) under GAAP, refer to the following table.

The following table reconciles net income (loss), a GAAP measure, to EBITDA, a non-GAAP measure for each of the last eight quarters.



           Quarters ended                    2010
           ($ thousands)         Jun-30   Mar-31
      Upstream                   (3,498)  (1,964)
      Midstream - Refining        16,962    4,402
      Midstream - Liquefaction        (3)    (563)
      Downstream                   7,060    4,492
      Corporate                    1,751    4,402
      Consolidation Entries      (7,384)  (5,910)
    Earnings before interest,
     taxes, depreciation and
     amortization                 14,888    4,859
    Subtract:
      Upstream                   (4,367)  (4,080)
      Midstream - Refining       (1,651)  (1,731)
      Midstream - Liquefaction      (351)    (342)
      Downstream                 (1,167)     (800)
      Corporate                      (20)     (20)
      Consolidation Entries        5,916    5,687
      Interest expense           (1,640)  (1,286)
      Upstream                         -        -
      Midstream - Refining          (366)    (173)
      Midstream - Liquefaction         0        0
      Downstream                 (1,524)  (2,361)
      Corporate                       97     (797)
      Consolidation Entries           (2)       0
      Income taxes and non-
       controlling interest      (1,795)  (3,331)
      Upstream                       (78)    (138)
      Midstream - Refining       (2,888)  (2,572)
      Midstream - Liquefaction        (6)      (6)
      Downstream                    (651)    (660)
      Corporate                      (32)     (41)
      Consolidation Entries           32       32
      Depreciation and
       amortisation              (3,623)  (3,385)
      Upstream                   (7,943)  (6,182)
      Midstream - Refining        12,056      (74)
      Midstream - Liquefaction      (360)    (911)
      Downstream                   3,718      671
      Corporate                    1,796    3,544
      Consolidation Entries      (1,437)     (191)
    Net profit/(loss) per
     segment                       7,830  (3,143)



          Quarters ended                               2009
          --------------                               ----
           ($ thousands)        Dec-31    Sep-30    Jun-30   Mar-31
           -------------        ------    ------    ------   ------
      Upstream                      574    (29,097)    (669)    (469)
      --------                      ---    -------     ----     ----
      Midstream - Refining        8,492      8,199   14,134   14,747
      --------------------        -----      -----   ------   ------
      Midstream - Liquefaction  (1,200)     (2,119) (1,379)  (2,361)
      ------------------------   ------     ------   ------   ------
      Downstream                  4,391      6,542    4,150    3,241
      ----------                  -----      -----    -----    -----
      Corporate                   1,765      1,980    1,897    3,051
      ---------                   -----      -----    -----    -----
      Consolidation Entries     (4,884)     (4,092)    (278) (7,285)
      ---------------------      ------     ------     ----   ------
    Earnings before interest,
     taxes, depreciation and
     amortization                 9,138    (18,587)  17,855   10,924
    -------------------------     -----    -------   ------   ------
    Subtract:
    ---------
      Upstream                  (4,056)     (2,164) (1,563)  (1,552)
      --------                   ------     ------   ------   ------
      Midstream - Refining      (1,973)     (1,682) (1,709)  (1,786)
      --------------------       ------     ------   ------   ------
      Midstream - Liquefaction     (379)      (348)    (333)    (158)
      ------------------------     ----       ----     ----     ----
      Downstream                   (930)    (1,045) (1,013)  (1,142)
      ----------                   ----     ------   ------   ------
      Corporate                     (27)         -  (1,600)  (2,325)
      ---------                     ---        ---   ------   ------
      Consolidation Entries       5,905      3,823    3,141    2,923
      ---------------------       -----      -----    -----    -----
      Interest expense          (1,460)     (1,416) (3,077)  (4,040)
      ----------------           ------     ------   ------   ------
      Upstream                        -          -        -        -
      --------                      ---        ---      ---      ---
      Midstream - Refining       14,316          -        -        -
      --------------------       ------        ---      ---      ---
      Midstream - Liquefaction       (8)        (3)     (32)     (12)
      ------------------------      ---        ---      ---      ---
      Downstream                   (411)    (1,398)    (733)    (485)
      ----------                   ----     ------     ----     ----
      Corporate                   1,340       (339)    (800)    (359)
      ---------                   -----       ----     ----     ----
      Consolidation Entries          (3)        (1)      (2)      (2)
      ---------------------         ---        ---      ---      ---
      Income taxes and non-
       controlling interest      15,234     (1,741) (1,567)     (858)
      ---------------------      ------     ------   ------     ----
      Upstream                     (144)      (132)    (150)    (112)
      --------                     ----       ----     ----     ----
      Midstream - Refining      (2,765)     (2,755) (2,801)  (2,611)
      --------------------       ------     ------   ------   ------
      Midstream - Liquefaction       (7)       (10)     (20)     (20)
      ------------------------      ---        ---      ---      ---
      Downstream                   (679)      (658)    (662)    (651)
      ----------                   ----       ----     ----     ----
      Corporate                     (43)       (40)    (174)     (18)
      ---------                     ---        ---     ----      ---
      Consolidation Entries          33         33       32       32
      ---------------------         ---        ---      ---      ---
      Depreciation and
       amortisation             (3,605)     (3,562) (3,775)  (3,380)
      ----------------           ------     ------   ------   ------
      Upstream                  (3,626)    (31,392) (2,382)  (2,134)
      --------                   ------    -------   ------   ------
      Midstream - Refining       18,071      3,762    9,624   10,349
      --------------------       ------      -----    -----   ------
      Midstream - Liquefaction  (1,593)     (2,481) (1,764)  (2,551)
      ------------------------   ------     ------   ------   ------
      Downstream                  2,371      3,440    1,742      964
      ----------                  -----      -----    -----      ---
      Corporate                   3,034      1,601     (677)     350
      ---------                   -----      -----     ----      ---
      Consolidation Entries       1,050       (236)   2,893  (4,332)
      ---------------------       -----       ----    -----   ------
    Net profit/(loss) per
     segment                     19,307    (25,306)   9,436    2,646
    ---------------------        ------    -------    -----    -----



           Quarters ended                      2008
           --------------                      ----
           ($ thousands)          Dec-31    Sep-30
           -------------          ------    ------
      Upstream                      (2,483)     231
      --------                      ------      ---
      Midstream - Refining         (13,976)  17,516
      --------------------         -------   ------
      Midstream - Liquefaction      (2,501) (1,570)
      ------------------------      ------   ------
      Downstream                    (7,244)     610
      ----------                    ------      ---
      Corporate                        226      764
      ---------                        ---      ---
      Consolidation Entries         (2,866)    (737)
      ---------------------         ------     ----
    Earnings before interest,
     taxes, depreciation and
     amortization                  (28,844)  16,814
    -------------------------      -------   ------
    Subtract:
    ---------
      Upstream                      (1,345) (1,137)
      --------                      ------   ------
      Midstream - Refining          (2,771) (2,113)
      --------------------          ------   ------
      Midstream - Liquefaction         (65)     (63)
      ------------------------         ---      ---
      Downstream                    (2,232)    (885)
      ----------                    ------     ----
      Corporate                     (2,320) (2,484)
      ---------                     ------   ------
      Consolidation Entries          2,866    2,636
      ---------------------          -----    -----
      Interest expense              (5,867) (4,046)
      ----------------              ------   ------
      Upstream                           -        -
      --------                         ---      ---
      Midstream - Refining               0        -
      --------------------             ---      ---
      Midstream - Liquefaction         (12)     (25)
      ------------------------         ---      ---
      Downstream                     4,297       82
      ----------                     -----      ---
      Corporate                       (163)     (21)
      ---------                       ----      ---
      Consolidation Entries              4       (3)
      ---------------------            ---      ---
      Income taxes and non-
       controlling interest          4,126       33
      ---------------------          -----      ---
      Upstream                        (175)    (134)
      --------                        ----     ----
      Midstream - Refining          (2,742) (2,742)
      --------------------          ------   ------
      Midstream - Liquefaction         (19)     (19)
      ------------------------         ---      ---
      Downstream                      (722)    (693)
      ----------                      ----     ----
      Corporate                        (19)     (18)
      ---------                        ---      ---
      Consolidation Entries             33       33
      ---------------------            ---      ---
      Depreciation and
       amortisation                 (3,644) (3,573)
      ----------------              ------   ------
      Upstream                      (4,003) (1,039)
      --------                      ------   ------
      Midstream - Refining         (19,490)  12,660
      --------------------         -------   ------
      Midstream - Liquefaction      (2,596) (1,677)
      ------------------------      ------   ------
      Downstream                    (5,900)    (886)
      ----------                    ------     ----
      Corporate                     (2,276) (1,759)
      ---------                     ------   ------
      Consolidation Entries             38    1,929
      ---------------------            ---    -----
    Net profit/(loss) per
     segment                       (34,227)   9,228
    ---------------------          -------    -----



    (1)  The inter-company interest charges have been restated for
     quarter ended March 31, 2008 and June 30, 2008 to reflect transfer
     of certain inter-company loan balances to inter-company
     investments.
    (2)  During the year, the Company has transferred notional interest
     cost from Corporate segment to the Upstream and Midstream -
     Liquefaction segments to reflect a more accurate view of its segment
     results.  The prior year comparatives have been reclassified to
     conform to the current classification.

InterOil Corporation is developing a vertically integrated energy business whose primary focus is Papua New Guinea and the surrounding region. InterOil's assets consist of petroleum licenses covering about 3.9 million acres, an oil refinery, and retail and commercial distribution facilities, all located in Papua New Guinea. In addition, InterOil is a shareholder in a joint venture established to construct an LNG plant on a site adjacent to InterOil's refinery in Port Moresby, Papua New Guinea.

InterOil's common shares trade on the NYSE in US dollars.



    FOR INVESTOR RELATIONS ENQUIRIES:

    Wayne Andrews
    V. P. Capital Markets
    Wayne.Andrews@InterOil.com
    The Woodlands, TX USA
    Phone: 281-292-1800

Cautionary Statements

Forward Looking Statements

This press release may include "forward-looking statements" as defined in United States federal and Canadian securities laws. All statements, other than statements of historical facts, included in this press release that address activities, events or developments that the InterOil expects, believes or anticipates will or may occur in the future are forward-looking statements, including in particular anticipated financial conditions and performance, business prospects, strategies, regulatory developments, the ability to attract joint venture partners, future hydrocarbon commodity prices, the ability to obtain equipment in a timely manner to carry out development activities, the ability to market products successfully to current and new customers, the effects from increasing competition, the ability to obtain financing on acceptable terms, and the ability to develop reserves and production through development and exploration activities.. Statements relating to 'resources' are forward looking, as they involve the applied assessment, based on certain estimates and assumptions, that the resources described exist in the quantities estimated. These statements are based on certain assumptions made by the Company based on its experience and perception of current conditions, expected future developments and other factors it believes are appropriate in the circumstances. No assurances can be given however, that these events will occur. Actual results will differ, and the difference may be material and adverse to the Company and its shareholders. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the Company, which may cause our actual results to differ materially from those implied or expressed by the forward-looking statements. Some of these factors include the risk factors discussed in the Company's filings with the Securities and Exchange Commission and SEDAR, including but not limited to those in the Company's Annual Report for the year ended December 31, 2009 on Form 40-F and its Annual Information Form for the year ended December 31, 2009. In particular, there is no established market for natural gas or gas condensate in Papua New Guinea and no guarantee that gas or gas condensate from the Elk and Antelope fields will ultimately be able to be extracted and sold commercially

Investors are urged to consider closely the disclosure in the Company's Form 40-F, available from us at www.interoil.com or from the SEC at www.sec.gov and its and its Annual Information Form available on SEDAR at www.sedar.com.

The United States Securities and Exchange Commission permits oil and gas companies, in their filings with the SEC, to disclose only proved, probable and possible reserves. We include in this press release resource estimates other than proved reserves, that the SEC's guidelines strictly prohibit us from including in filings with the SEC.

SOURCE InterOil Corporation

For more iinformation, go to www.prnewswire.com
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The Louis Vuitton Speedy Bag - A Must Have For the Fashionista!

Louis Vuitton Speedy Bags come in different sizes like: 25, 30, 35, and 40. The primary material used is the Monogram Canvas which is flexible and resilient and has been Louis Vuitton's trademark since 1896. Being completely waterproof and able to withstand surface scratches, it is perfectly suited to the sophisticated and urban lifestyle.

The hand-held Damier Canvas Speedy 25 is a harmonious blend of delicate design and tenacity. Additional features include rounded leather handles and canvas lining. The sparkling golden brass pieces enhance the aesthetic appeal of this bag. The zip closure and the inside pocket ensures optimum utility. It also comes with a convenient padlock and is available in size 35 and 40 as well.

The Damier Azur Speedy 30 is the smaller version of the keep all travel bag. The textile lining and smooth leather trimmings further enriches its visual and sensuous appeal.

The Monogram Lin Cotton Speedy 30 is delicately designed and is available in dune and damier ebene canvas. It is trimmed with grained calf leather which complements the linen canvas textile lining extremely well.

Epi leather variations of the Speedy 25 and Speedy 30 are embellished with the LV initials delicately carved onto its surface. The textile lining which is cleverly contrived provides a feminine touch to the final product.

Special Variations of the Speedy 30

Marc Jacobs has designed a variation of the Speedy 30 in Monogram Denim which comprises of a patchwork involving 10 pieces. It is lined with Liberty Pepper cotton and the natural cowhide trimmings complete the rugged but stunningly fashionable product.

Another variation designed by Marc Jacobs is the Speedy 30 skillfully ornamented with lingerie lace in Monogram Dentelle canvas. The intricate lurex thread embroidery is artfully contrived.

The Monogram Multicolor canvas Speedy 30 designed by Takashi Murakami has the contemporary look. Four golden brass corners help to preserve its base and the outside pocket is secured by an S-lock.

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