NOBLE GROUP LIMITED (Incorporated in Bermuda with limited liability) NOBLE GROUP ANNOUNCES US$500 MILLION RIGHTS ISSUE, A COMPREHENSIVE PROGRAMME TO FOCUS THE COMPANY ON ITS GROWTH BUSINESSES AND CHANGES TO THE BOARD The Directors of Noble Group Limited (“Noble Group” or the “Group” or the “Company”) have today approved a fully underwritten rights issue with net proceeds of approximately US$500 million. The rights issue, together with the sale of Noble Americas Energy Solutions (“NAES”) announced last Monday and the previously announced sale of low return assets and working capital reduction measures will, in aggregate, generate US$2 billion in additional liquidity over the next 12 months. This liquidity will be available to further reduce net debt, and will also significantly improve the Group’s financial flexibility. It also follows through on Noble’s earlier commitment to raise US$1 billion in liquidity by the end of 2016. These actions will provide us with the financial flexibility to capture the growth opportunities that exist within our asset light business model. Furthermore, we are also announcing an expanded cost reduction programme, which is in addition to previous cost reduction efforts announced. Rights Issue The rights issue announced today has strong support from both Mr. Richard Elman and China Investment Corp. (“CIC”), and will comprise: 1 Rights Share for every 1 share in Noble Group held, issued at SG$0.11 per share, representing a discount of approximately 63% to the closing price of SG$0.300 per share on the Singapore Stock Exchange on 2nd June 2016, being the last trading day of the Noble Group shares prior to the announcement of the Rights Issue, and a discount of approximately 46% to the theoretical ex-rights price of SG$0.205 per share. Mr. Richard Elman has given an irrevocable undertaking to procure subscriptions for 625,500,000 Rights Shares to which he, through Noble Holdings Limited (“NHL”) is entitled to under the Rights Issue, representing 9.6% of the maximum number of shares to be issued. China Investment Corporation has given a similar undertaking in respect of the 630,559,454 Rights Shares to which they are entitled, representing 9.6% of the maximum number of Rights Shares. The remainder of the rights issue has been underwritten by The Hongkong and Shanghai Banking Corporation Limited, Morgan Stanley Asia, DBS Bank Ltd, Société Générale and ING. The rights issue is subject to the approval of Shareholders at a Special General Meeting of the Company. Further details will be provided in due course. Asset Disposal and Working Capital Reduction Programme Concurrently, Noble Group reconfirmed its earlier commitment to a comprehensive asset disposal and portfolio optimisation programme, which will generate at least US$1.5 billion, including the proceeds from the sale of NAES. This programme will comprise: Sale of ownership stakes in selected low returning assets Continued reduction of working capital in low return businesses globally These measures will allow us to unlock significant capital, reinforcing the focus of our operations on our group of market-leading physical merchanting franchises, namely Oil Liquids, Hard Commodities and Gas & Power. Operating Cost Improvement Programme Noble Group today confirmed the continuation of a rigorous operating cost reduction programme with a focus on: Reduction in headcount following exit from low returning businesses and assets Planned headcount and SAO expense reduction in excess of 20% from current levels over the course of 2016 (incorporating impacts from planned sale of NAES) Changes to the Board of Directors In line with our previous statement regarding potential senior management changes, at the request of Richard Elman, the Board will set up a sub-committee to examine options for his succession. The subcommittee will be chaired by David Eldon, who is a non-executive director and will identify a successor to assume the role of non-executive chairman. Mr Elman wishes to step down as executive chairman within the next 12 months. This matter will be discussed extensively by the Board over the coming months with the objective of ensuring a smooth and orderly transition. Shareholders will be kept informed of progress. Furthermore, Noble Group also announces the following changes to the Board. In recognition of CIC’s support for the company, CIC will henceforth be entitled to a second non-executive director, in addition to the current appointee they have on the board. Noble will also seek to appoint an additional independent non-executive director with a background in international commodities and futures trading. As is customary, each appointment will be subject to the recommendation of Noble's Nominating Committee, and approval by Noble Group's Board of Directors. Mr. Richard Elman commented, "It is clear from the decisive capital raising actions that we have initiated post-refinancing that we have moved firmly to re-position our balance sheet. While we have focused on aggressively reducing debt even further, the combination of these initiatives also achieves our aim of enhancing our ability to fund our most dynamic growth businesses. Combined with focusing our operations on our high return market leading franchises, we are confident we now have the profile and capital structure to enable us to best capture the opportunities we see going forward." Mr. Elman also remarked that, "The support of CIC in these initiatives has been of utmost importance and, along with the support of our other stakeholders, we believe that our asset light business model is capable of continuing its growth, taking advantage of the opportunity rich environment." Noble Group will be a hosting an investor update call to discuss these plans at 9:30 Hong Kong time today. Dial-in details for the conference call are as follows: Australia Toll Free: 1800 801 825 China Toll Free: 4001 200 539 France Toll Free: 0800 916 599 Germany Toll Free: 0800 1899 399 Hong Kong: 5808 3202 India Toll Free: 000 800 100 8255 Indonesia Toll Free: 007 803 019 1840 Japan Toll Free: 0120 271 900 Singapore: +65 6823 2299 Switzerland Toll Free: 0800 837 001 UK Toll Free: 0800 015 9725 US Toll Free: +1855 298 3404 US Toll: +1 631 5142 526 (Please dial the US Toll Number if you are in a country outside those listed above.) Passcode for all regions: “Noble Group” Additionally, a live webcast of this conference call will be available at www.thisisnoble.com. Noble Group Limited 3 June 2016 ooOoo About Noble Group Noble Group (SGX: N21) manages a portfolio of global supply chains covering a range of industrial and energy products. Operating from over 60 locations, Noble facilitates the marketing, processing, financing and transportation of essential raw materials. Sourcing bulk commodities from low cost regions such as South America, South Africa, Australia and Indonesia, the Group supplies high growth demand markets, particularly in Asia and the Middle East. We are ranked number 77 in the 2015 Fortune Global 500. For more information please visit www.thisisnoble.com. For further details please contact: Ms. Chelsea Phua Bell Pottinger Tel: +65 6333 3449 Email: CPhua@bellpottinger.com Ms. Candice Adam Argentus PR Tel: +44 20 7397 2915 Email: candice.adam@argentuspr.com Mr. Martin Debelle Citadel-MAGNUS Tel: +61 2 8234 0100 Email: mdebelle@citadelmagnus.com