Babcock Regulatory News (BAB)

BABCOCK INTERNATIONAL GROUP PLC

12 June 2015

NOTIFICATION OF TRANSACTIONS OF PDMRs OR THEIR CONNECTED PERSONS

Notification made in accordance with Rule 3.1.4 (1) (a) of the Disclosure and Transparency Rules.

On 11 June 2015, Babcock International Group PLC (the "Company") granted awards over ordinary shares in the Company ("Shares") under the Company's Deferred Bonus Matching Plan 2012 ("DBMP") to each of the persons listed below.

40% of the annual bonus ("Bonus") awarded to each individual for the financial year to 31 March 2015 was compulsorily deferred into a DBMP award (a "Basic Award"). In addition, a further amount of that Bonus was voluntarily deferred by certain of the individuals (as shown below) into a DBMP award (a "Voluntary Deferral Award"). The number of Shares in the Basic Awards and Voluntary Deferral Awards had a value on grant equal to the amount of the deferred bonus.

For each Share in a Basic Award or Voluntary Deferral Award, an additional award over two Shares was granted (a "Matching Award"). The vesting of the Matching Awards is subject to performance targets being met measured over a three-year period (1 April 2015 to 31 March 2018).

Awards over Shares were also made to the persons listed below on 11 June 2015 under the Company's Performance Share Plan 2009 ("PSP"). The vesting of PSP awards is subject to performance targets being met over a three-year period (1 April 2015 to 31 March 2018).

All awards, whether under the DBMP or PSP, were granted in the form of nil-cost options and remain subject to the rules of the relevant plan at all times.

Further Information:

Babcock International Group PLC

+44 (0)20 7355 5300

Albert Dungate, Group Company Secretary and General Counsel