Important Information

IMPORTANT NOTICE

NOT FOR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES OF AMERICA, 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 OF AMERICA OR THE DISTRICT OF COLUMBIA (THE “UNITED STATES”) OR IN OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS DOCUMENT.

IMPORTANT: You must read the following disclaimer before continuing. The following disclaimer applies to the attached offer to purchase (the “Offer to Purchase”), and you are therefore required to read this disclaimer carefully before accessing, reading or making any other use of the Offer to Purchase. By accessing the Offer to Purchase, you agree to be bound by the following terms and conditions, including any modifications to them from time to time, each time you receive any information from ING Bank N.V., London Branch and/or Standard Chartered Bank as lead dealer managers (each, a “Lead Dealer Manager,” and collectively, the “Lead Dealer Managers”), Absa Bank Limited (acting through its Corporate and Investment Banking Division), DNB Markets, Inc., J.P. Morgan Securities plc, Nedbank Limited (acting through its Nedbank Corporate and Investment Banking Division) and The Standard Bank of South Africa Limited  as co-dealer managers (each, a “Co-Dealer Manager,” collectively, the “Co-Dealer Managers” and, together with the Lead Dealer Managers, the “Dealer Managers”) or Morrow Sodali Limited as information and tender agent (the “Information and Tender Agent”) as a result of such access. Capitalized terms used but not otherwise defined in this disclaimer shall have the meaning given to them in the Offer to Purchase.

THE OFFER TO PURCHASE MAY NOT BE DOWNLOADED, FORWARDED OR DISTRIBUTED TO ANY OTHER PERSON AND MAY NOT BE REPRODUCED IN ANY MANNER WHATSOEVER. THE OFFER TO PURCHASE MAY ONLY BE DISTRIBUTED TO PERSONS TO WHOM IT IS LAWFUL TO SEND THE OFFER TO PURCHASE AND, IN PARTICULAR, SHOULD NOT BE FORWARDED TO ANY U.S. ADDRESS. ANY FORWARDING, DISTRIBUTION OR REPRODUCTION OF THE OFFER TO PURCHASE IN WHOLE OR IN PART IS UNAUTHORIZED. FAILURE TO COMPLY WITH THIS DIRECTIVE MAY RESULT IN A VIOLATION OF APPLICABLE LAWS.

The attached Offer to Purchase contains important information which should be read carefully before any decision is made with respect to the Offer (defined below). If any Eligible Holder (defined below) or a beneficial owner of Reg S Notes (defined below) is in any doubt as to the contents of the attached Offer to Purchase or as to the action it should take, it is recommended to seek its own financial and legal advice, including as to any tax consequences, immediately from its stockbroker, bank manager, solicitor, accountant or other independent financial adviser or legal adviser.

Confirmation of your representation: In order to be eligible to view the Offer to Purchase or make an investment decision with respect to the Offer (defined below), you must be located outside the United States or acting on a discretionary basis only for the benefit or account of non-U.S. persons located outside the United States and otherwise able to participate lawfully in the invitation by Tullow Oil plc (the “Company”) to holders (each a “Holder” and collectively the “Holders”) of the 10.25% senior secured notes due 2026 represented by the Regulation S Global Note with ISIN USG91237AB60 and CUSIP G91237AB6 (the “Reg S Notes”) described in the Offer to Purchase to tender their Reg S Notes for purchase by the Company for cash (the “Offer”) on the terms and subject to the conditions set out in the Offer to Purchase including the offer and distribution restrictions set out on pages ix to xi (the “Offer and Distribution Restrictions”). The Offer to Purchase was delivered to you at your request and by accessing the Offer to Purchase you shall be deemed to have represented to the Company, the Dealer Managers and the Information and Tender Agent that:

2. you are a Holder or a beneficial owner of the Reg S Notes;

2. you are (A) a non-U.S. person (as such term is defined in Regulation S under the Securities Act of 1933, as amended (“Regulation S”)) located outside the United States or a dealer or other professional fiduciary in the United States acting on a discretionary basis only for the benefit or account of non-U.S. persons located outside the United States, and (B) a person into whose possession the Offer to Purchase may be lawfully delivered in accordance with the laws of the jurisdiction in which you are located;

2. you are otherwise a person to whom it is lawful to send the Offer to Purchase or to make an invitation pursuant to the Offer in accordance with applicable laws, including the Offer and Distribution Restrictions, and are not a Sanctioned Person (as defined in this Offer to
3. Purchase), are not acting on behalf, or for the benefit, of a Sanctioned Person, and will not use, directly or indirectly, the tender payment received by you for the purpose of financing or making funds available directly or indirectly to or for the benefit of a Sanctioned Person;

2. you consent to delivery of the Offer to Purchase by electronic transmission;

2. the electronic mail address that you have given to us and to which this Offer to Purchase has been delivered is not located in the United States; and

2. you shall not distribute or forward the Offer to Purchase to third parties or otherwise make the Offer to Purchase publicly available.

The Offer to Purchase has been delivered to you in an electronic form. You are reminded that documents transmitted via this medium may be altered or changed during the process of electronic transmission and consequently none of the Company, the Dealer Managers, the Information and Tender Agent or any person who controls, or is a director, officer, employee, agent or affiliate of, any such person accepts any liability or responsibility whatsoever in respect of any difference between the Offer to Purchase distributed to you in electronic format and the hard copy version available to you on request from the Information and Tender Agent.

You are responsible for protecting against viruses and other items of a destructive nature. Your use of this electronic communication is at your own risk and it is your responsibility to take precautions to ensure that this electronic communication is free from viruses and other items of a destructive nature.

You are also reminded that the Offer to Purchase has been sent to you on the basis that you are a person into whose possession the Offer to Purchase may be lawfully delivered in accordance with the laws of the jurisdiction in which you are located or resident and you may not, nor are you authorized to, deliver the Offer to Purchase to any other person. If you are not the named addressee to which the attached Offer to Purchase has been delivered, please notify the sender immediately and destroy the Offer to Purchase.

Any materials relating to the Offer do not constitute, and may not be used in connection with, any form of offer or solicitation in any place where such offers or solicitations are not permitted by law. If a jurisdiction requires that the Offer be made by a licensed broker or dealer and any of the Dealer Managers or any of their respective affiliates is such a licensed broker or dealer in that jurisdiction, such Offer shall be deemed to be made by the applicable Dealer Manager or such affiliate, as the case may be, on behalf of the Company in such jurisdiction and the Offer to Purchase is not being made in any such jurisdiction where none of the Dealer Managers nor any of their respective affiliates is so licensed.

The communication of the attached Offer to Purchase and any other documents or materials relating to the Offer is not being made, and such documents and/or materials have not been approved, by an authorized person for the purposes of Section 21 of the Financial Services and Markets Act 2000, as amended (the “FSMA”). Accordingly, such documents and/or materials are not being distributed to, and must not be passed on to, the general public in the United Kingdom. The communication of such documents and/or materials is exempt from the restriction on financial promotions under Section 21 of the FSMA on the basis that it is only directed at and may be communicated to (1) those persons who are existing members or creditors of the Issuer or other persons within Article 43 of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, and (2) to any other persons to whom these documents and/or materials may lawfully be communicated.

Restrictions: Nothing in this electronic transmission constitutes an offer to buy or the solicitation of an offer to sell securities in the United States or any other jurisdiction in which such offer or solicitation would be unlawful.

NONE OF THE ATTACHED OFFER TO PURCHASE OR ANY RELATED DOCUMENT HAS BEEN FILED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION, NOR HAS ANY SUCH DOCUMENT BEEN FILED WITH OR REVIEWED BY ANY U.S. STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY OF ANY COUNTRY. NO AUTHORITY HAS PASSED UPON THE ACCURACY OR ADEQUACY OF THE ATTACHED OFFER TO PURCHASE OR ANY RELATED DOCUMENTS, AND IT IS UNLAWFUL AND IS A CRIMINAL OFFENSE TO MAKE ANY REPRESENTATION TO THE CONTRARY.