InterOil Corporation

Macquarie Oil & Gas Explorers Conference, London Dr Michael Hession, Chief Executive Officer

13 January 2014

Cautionary and forward-looking statements

Forward Looking Statements This presentation includes forward-looking statements as defined in United States federal and Canadian securities laws. All statements, other than statements of historical facts, included in this presentation that address activities, events or developments that InterOil expects, believes or anticipates will or may occur in the future are forward-looking statements, including in particular exploration plans (including the acquisition of seismic and drilling plans), near term objectives (including completion of the LNG partnering process and sale of interests in the Elk and Antelope fields, delineation of the Triceratops discovery and drilling of additional exploration prospects) and mid term objectives (including developing a large prospect inventory in under-explored basin) and the satisfaction of such objectives, tax incentives from the PNG State, the ability to attract a strategic LNG partner, timing and success of the LNG partnering process, plans with such LNG partner for development of the LNG project, satisfaction of the State of InterOil's development plans and satisfaction of the terms of the 2009 LNG Project Agreement with the State, the characteristics of our properties and resources, timing of FEED on the liquefaction facilities, the economic conditions and demand for InterOil's products in the LNG processing facility, growth opportunities, anticipated financial conditions and performance, business prospects, strategies, regulatory developments, the ability to obtain financing on acceptable terms, the ability to identify drilling locations and the ability to develop reserves and production through development and exploration activities. These statements are based on certain assumptions made by the Company based on its experience and perception of current conditions, expected future developments, discussions and agreements with third parties, bids received in respect of the LNG partnering process and other factors it believes are appropriate in the circumstances. No assurances can be given however, that these events will occur. Actual results will differ, and the difference may be material and adverse to the Company and its shareholders. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the Company, which may cause our actual results to differ materially from those implied or expressed by the forward-looking statements. Some of these factors include the risk factors discussed in the Companys filings with the Securities and Exchange Commission and on SEDAR, including but not limited to those in the Companys Annual Report for the year ended December 31, 2012 on Form 40-F and its Annual Information Form for the year ended December 31, 2012. In particular, there is no established market for natural gas or gas condensate in Papua New Guinea and no guarantee that gas or gas condensate from the Elk, Antelope and Triceratops fields will ultimately be able to be extracted and sold commercially. Investors are urged to consider closely the disclosure in the Companys Form 40-F, available from us at www.interoil.com or from the SEC at www.sec.gov and its Annual Information Form available on SEDAR at www.sedar.com. Oil and Gas Disclosure Resources in this presentation are based on an evaluation of the resources of gas and condensate for the Elk, Antelope and Triceratops fields that has been prepared by GLJ Petroleum Consultants Ltd. (GLJ), an independent qualified reserves evaluator, effective as of December 31, 2012, and was prepared in accordance with the definitions and guidelines in the COGE Handbook and National Instrument 51-101. All resources estimated for the Elk, Antelope and Triceratops fields are classified as contingent resources economic status undetermined. Contingent resources are those quantities of natural gas and condensate estimated, as of a given date, to be potentially recoverable from known accumulations using established technology or technology under development, but which are not currently considered to be commercially recoverable due to one or more contingencies. The economic status of the resources is undetermined and there is no certainty that it will be commercially viable to produce any portion of the resources. The following contingencies must be met before the resources can be classified as reserves: (i) Sanctioning and financing of the facilities required to process and transport marketable natural gas to market; (ii) Confirmation of a market for the marketable natural gas and condensate; (iii) approval from regulatory authorities to develop the resources, and (iv) Determination of economic viability. Although a final project has not yet been sanctioned, pre-FEED studies are ongoing for the LNG Project and FEED studies conducted for the Condensate Stripping Project as options for potential monetization of the gas and condensate. The low estimate is considered to be a conservative estimate of the quantity that will actually be recovered. It is likely that the actual remaining quantities recovered will exceed the low estimate. With the probabilistic methods used, there should be at least a 90 percent probability (P90) that the quantities actually recovered will equal or exceed the low estimate. The best estimate is considered to be the best estimate of the quantity that will actually be recovered. It is equally likely that the actual remaining quantities recovered will be greater or less than the best estimate. With the probabilistic methods used, there should be at least a 50 percent probability (P50) that the quantities actually recovered will equal or exceed the best estimate. The high estimate is considered to be an optimistic estimate of the quantity that will actually be recovered. It is unlikely that the actual remaining quantities recovered will exceed the high estimate. With the probabilistic methods used, there should be at least a 10 percent probability (P10) that the quantities actually recovered will equal or exceed the high estimate. The accuracy of resource estimates are in part a function of the quality and quantity of the available data and of engineering and geological interpretation and judgment. Other factors in the classification as a resource include a requirement for more delineation wells, detailed design estimates and near term development plans. The size of the resource estimate could be positively impacted, potentially in a material amount, if additional delineation wells determined that the aerial extent, reservoir quality and/or the thickness of the reservoir is larger than what is currently estimated based on the interpretation of the seismic and well data. The size of the resource estimate could be negatively impacted, potentially in a material amount, if additional delineation wells determined that the aerial extent, reservoir quality and/or the thickness of the reservoir are less than what is currently estimated based on the interpretation of the seismic and well data. BOE (barrels of oil equivalent). All calculations converting natural gas to crude oil equivalent have been made using a ratio of six mcf of natural gas to one barrel of crude equivalent. Boe's may be misleading, particularly if used in isolation. A boe conversion ratio of six mcf of natural gas to one barrel of crude oil equivalent is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead.

Key points

Premium market, premium prices, premium resource

Simple strategy for growth

Investable stock based on transparent value

Premium market
Asias rising middle class
Europe

North America

Middle East and North Africa

Asia Pacific

100m 500m 1bn

Central and South America

Sub Saharan Africa

2030 Global Middle Class 2009 Global Middle Class

Source: OECD; Standard Chartered Research

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Premium prices
Landed LNG prices*

Source: FERC, Market Oversight, Waterborne Energy Inc *Estimated $/Mmbtu, February 2013

Premium resource
Elk-Antelope multi-tcf field

Strategy
Value

Horizon

Future Growth Aggressive exploration

Horizon

Developing Growth Gas project with world-class partner

Horizon

Operating Growth Efficient business and financially stable

Time

Operating growth

Developing growth

What Total means for InterOil

Material equity stake in a fully integrated LNG project

Experienced and world-class LNG partner

Guaranteed fixed payments based on appraised resource

Transaction positions InterOil for growth

Future growth

Bob Cat 1

Antelope 4

Triceratops Elk-Antelope

Raptor 1

Wahoo 1

See supplementary slides for licence status and work program

Total deal
IOC now a transparent and investable stock that can be valued. Key issues for investors:
Volume

Minority interests

Price

Payments schedule

InterOil-Total SPA http://www.sedar.com/search/search_en.htm http://www.sec.gov/edgar/searchedgar/companysearch.html

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Summary

Efficient business and financially stable

Gas project with world-class partner

Aggressive exploration program

First-class team

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Supplementary slides

Permit status and work program

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PRL15 Elk-Antelope discovery Drilling Total S.A. to fund Appraisal Up to 3 wells in 2014
Antelope-4

Exploration 1 well in 2014 Seismic 107km 2D Antelope Deep 55km 2D Antelope Due to complete Q2 2014
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APRL39 Triceratops discovery

Retention licence approved 54km 2D completed 2013 Well planned 2014

Triceratops 2 well test (2012) 14

PPL 236 Wahoo prospect

Wahoo1 camp

Wahoo 1 spud Q1 2014 Rig being mobilized to site

Wahoo1 rig pad 15

PPL 237 Raptor prospect

Raptor 1 rig pad

Raptor 1 spud Q1 2014 Rig being mobilised to site

Raptor 1 equipment assembly 16

PPL 238 Bob Cat prospect

Bob Cat 1 camp

Bob Cat 1 spud Q1 2014 Rig being mobilized to site 89km 2D completed 2014

Bob Cat 1 rig pad 17

Resource Trend
Triceratops-Bob Cat-Jaguar-Elk-Antelope-Antelope Deep

Antelope Deep

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