We won complete dismissal of the matter

Davis Polk successfully won dismissal of securities litigation arising out of Exxon Mobil Corporation’s acquisition of InterOil Corporation, an oil and gas company incorporated in Yukon Territory, Canada.

The acquisition was completed in February 2017 following approval by InterOil’s shareholders and a Yukon court. The following year, a former InterOil shareholder filed suit alleging that ExxonMobil, InterOil and InterOil’s former directors violated section 12(a)(2) of the Securities Act by issuing an information circular in advance of the shareholder vote that purportedly contained false and misleading statements regarding InterOil’s assets.

We moved to dismiss on various grounds, including that the court should exercise its discretion to dismiss the complaint as a matter of international comity in deference to the prior ruling by the Yukon court, which addressed the adequacy of the disclosures in the information circular as part of the approval process mandated by Yukon law. The district court agreed and dismissed plaintiff’s action in March 2019. Plaintiff appealed, but voluntarily dismissed its appeal with prejudice on June 26, 2020.

The Davis Polk team included partner Andrew Ditchfield and associates Lindsay Schare and James Y. Park. The members of the Davis Polk team are based in the New York and Northern California offices.

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