Completion of Sale of L'Orange to Woodward Inc.

4 June 2018

ROLLS-ROYCE COMPLETES SALE OF L'ORANGE TO WOODWARD INC

Rolls-Royce confirms that completion of the sale of its fuel injector business, L'Orange, a wholly owned subsidiary of Rolls-Royce Power Systems, to Colorado-based Woodward Inc. took place on 1 June. The completion of the transaction, which was announced on 9 April, followed recent clearance from the German antitrust authorities.

Net proceeds totalled €673m after transaction costs and other adjustments and included a cash contribution reflecting 2018 trading prior to the date of completion. In 2017, L'Orange reported pro forma sales of €244m, pro forma underlying EBITDA of €74m, pro forma underlying operating profit of €64m and pro forma post-tax free cash flow of €51m. The results of L'Orange up to the date of completion will be classified as non-core in our 2018 results and the 2017 comparative will be restated to reflect this classification.

L'Orange, based in Stuttgart, Germany, will remain an important partner and supplier to Rolls-Royce Power Systems through a long-term supply agreement, with an initial term of 15 years.

About Rolls-Royce Holdings plc

1. Rolls-Royce pioneers cutting-edge technologies that deliver the cleanest, safest and most competitive solutions to meet our planet's vital power needs.

2. Rolls-Royce has customers in more than 150 countries, comprising more than 400 airlines and leasing customers, 160 armed forces, 4,000 marine customers including 70 navies, and more than 5,000 power and nuclear customers.

3. Annual underlying revenue was £15 billion in 2017, around half of which came from the provision of aftermarket services. The firm and announced order book stood at £78.5 billion at the end of December 2017.

4. In 2017, Rolls-Royce invested £1.4 billion on research and development. We also support a global network of 31 University Technology Centres, which position Rolls-Royce engineers at the forefront of scientific research.

5. Rolls-Royce employs 50,000 people in 50 countries. More than 18,200 of these are engineers.

6. The Group has a strong commitment to apprentice and graduate recruitment and to further developing employee skills. In 2017 we recruited 313 graduates and 339 apprentices through our worldwide training programmes.

For further information, please contact:

Rolls-Royce plc

Tel +44 (0) 20 7227 9282

ross.hawley@rolls-royce.com

Richard Wray

Director of External Communications

Rolls-Royce plc

Tel +44 (0) 20 7227 9163

richard.wray@rolls-royce.com

www.Rolls-Royce.com