Result of Meeting

THIS ANNOUNCEMENT RELATES TO THE DISCLOSURE OF INFORMATION THAT QUALIFIED OR MAY HAVE QUALIFIED AS INSIDE INFORMATION WITHIN THE MEANING OF ARTICLE 7(1) OF THE MARKET ABUSE REGULATION (EU) 596/2014.

INTERNATIONAL PETROLEUM INVESTMENT COMPANY P.J.S.C.

NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS), ANY STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA OR IN OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS DOCUMENT

Date: 31 October 2018

International Petroleum Investment Company P.J.S.C. announces the results of the Consent Solicitations and the Meetings

INTERNATIONAL PETROLEUM INVESTMENT COMPANY P.J.S.C.

Announces the results of the Consent Solicitation and the Meetings in respect of its outstanding

U.S.$1,500,000,000 5.000 per cent. Notes due 2020 (Regulation S Notes ISIN: XS0558268891; Rule 144A Notes ISIN: US44985GAB77);

EUR1,250,000,000 5.875 per cent. Notes due 2021 (ISIN: XS0605559821);

U.S.$1,500,000,000 5.500 per cent. Notes due 2022 (Regulation S Notes ISIN: XS0701035676; Rule 144A Notes ISIN: US44985GAD34);

EUR850,000,000 3.625 per cent. Notes due 2023 (ISIN: XS0860584308);

GBP550,000,000 6.875 per cent. Notes due 2026 (ISIN: XS0605560084); and

U.S.$750,000,000 6.875 per cent. Notes due 2041 (Regulation S Notes ISIN: XS0701227075; Rule 144A Notes ISIN: US44985GAE17)

(each a Series and together, the Notes)

On 1 October 2018, International Petroleum Investment Company P.J.S.C. (IPIC) announced an invitation (the Consent Solicitation) to eligible holders of the Notes to consent to (a) the substitution of Mubadala Development Company PJSC (Mubadala) for IPIC as guarantor, and MDC - GMTN B.V. for the Issuer as issuer, of the relevant Series; (b) certain amendments to Condition 10(f) contained within the terms and conditions (the Conditions) of the Notes to align Condition 10(f) with the equivalent provision contained in the terms and conditions for notes issued under Mubadala's Global Medium Term Note Programme; (c) the reorganisation of IPIC by way of certain asset transfers from IPIC to Mubadala and the waiver by the Noteholders of any Event of Default (as defined in the Conditions) that may otherwise arise in connection with such asset transfers; and (d) certain consequential amendments to the Conditions, as proposed by IPIC (each a Proposal and together the Proposals) for approval by Extraordinary Resolution at a meeting of the Noteholders of such Series (each a Meeting and together the Meetings), and all as further described, and subject to the terms set out, in the Consent Solicitation Memorandum dated 1 October 2018 (the Consent Solicitation Memorandum).

Capitalised terms used in this announcement but not defined have the meanings given to them in the Consent Solicitation Memorandum.

NOTICE IS HEREBY GIVEN to Noteholders that at each Meeting, the relevant Extraordinary Resolution was duly passed and the relevant Consent Conditions (including the successful completion of the Guaranteed Obligations Consent Solicitations) have all been satisfied. Accordingly, on 1 November 2018 the Deed of Substitution and the Mubadala Deed of Guarantee will be executed by the parties thereto and each Proposal set out in the Consent Solicitation Memorandum will become effective.

Payment Date

The Payment Date for the Consent Solicitation in respect of each Series will be 5 November 2018, and payment of the Consent Fee (or, where applicable, the Ineligible Noteholder Payment) will be made to the relevant holders of the Notes on such date.

BNP Paribas and Citigroup Global Markets Limited acted as the Global Coordinators and Solicitation Agents, BNP Paribas, Citigroup Global Markets Limited, Deutsche Bank AG, London Branch, First Abu Dhabi Bank PJSC and Merrill Lynch International acted as the Solicitation Agents and Lucid Issuer Services Limited acted as the Tabulation Agent.

This announcement is released by International Petroleum Investment Company P.J.S.C. and contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 (MAR), encompassing information relating to the Consent Solicitation and the Proposal described above. For the purposes of MAR and Article 2 of Commission Implementing Regulation (EU) 2016/1055, this announcement is made by Carlos Obeid, an authorised signatory of International Petroleum Investment Company P.J.S.C.

General

The distribution of this announcement in certain jurisdictions may be restricted by law, and persons into whose possession this announcement comes are required to inform themselves about, and to observe, any such restrictions.