Petroceltic : Irish Takeover Panel Announcement

Dublin

25 November 2014

Irish Takeover Panel announcement re Petroceltic International plc ("Petroceltic")

Petroceltic notes the announcement below made earlier today by the Irish Takeover Panel, setting a deadline of 5.00pm on 19 December 2014 for Dragon Oil Plc ("Dragon") to either announce an intention to make an offer for Petroceltic under Rule 2.5 of the Irish Takeover Rules or announce that it will not proceed with an offer for Petroceltic.

The full text of the Irish Takeover Panel Announcement is as follows:

"On 6 October 2014 Petroceltic announced that it was in detailed discussions regarding a possible offer from Dragon. The announcement also stated that Dragon had completed an extensive confirmatory due diligence exercise and had submitted to the board of Petroceltic proposed offer terms of stg230p in cash for each Petroceltic share.

The announcement further stated that the board of Petroceltic had informed Dragon that, subject to consultation with Petroceltic's shareholders, it would be willing to recommend a firm offer at the level of the proposed offer if Dragon's majority shareholder (who owns approximately 54 per cent. of the issued share capital of Dragon) gave an irrevocable undertaking to vote in favour of a transaction (as the acquisition of Petroceltic would be subject to the approval of Dragon shareholders), and if the offer is made firm with conditions acceptable to Petroceltic.

Following representations made by Petroceltic and its advisors, and correspondence with the advisors to both Petroceltic and Dragon, the Panel has ruled that, except with the consent of the Panel, Dragon must by 5.00 p.m. on 19 December, 2014 either announce an offer for Petroceltic under Rule 2.5 of the Takeover Rules or announce that it will not proceed with an offer for Petroceltic.

In the event that Dragon announces that it will not proceed with an offer for Petroceltic it will, except with the consent of the Panel, be bound by the restrictions contained in Rule 2.8(c) of the Takeover Rules for 12 months from the date of such announcement. "

Ends

For further information, please contact:

Brian O' Cathain /Tom Hickey, Petroceltic International        Tel: +353 (1) 421 8300

Philip Dennis / Rollo Crichton-Stuart, Bell Pottinger              Tel: +44 (20) 7861 3919

Doug Keatinge / Joe Heron, Murray Consultants                   Tel: +353 (1) 498 0300

Ashwin Punde / Geoff Iles, Bank of America Merrill Lynch     Tel: +44 (20) 7628 1000

John Frain / Roland French, Davy                                          Tel: +353 (1) 679 6363

Disclosure Requirements under the Irish Takeover Rules

The Directors of Petroceltic accept responsibility for the information contained in this announcement. To the best of their knowledge and belief (having taken all reasonable care to ensure that such is the case), the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information.

A person interested in 1% or more of any class of relevant securities of Petroceltic may have disclosure obligations under Rule 8.3 of the Irish Takeover Panel Act, 1997, Takeover Rules 2013 ("Irish Takeover Rules").

Notes to Editors:

Petroceltic International plc is a leading Upstream Oil and Gas Exploration and Production Company, focused on the Middle East, North Africa, Mediterranean and Black Sea regions, and listed on the London Stock Exchange's AIM Market and the Irish Stock Exchange's ESM Market. The Company has production, exploration and development assets in Algeria, Egypt, Bulgaria, Romania, the Kurdistan Region of Iraq, Italy and Greece.