Q4 2014 Update For the three months ending December 31, 2014

March 17, 2015

2

Disclaimer: Contents And 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 announcement 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, the presence of shallow marine carbonate reservoir, hydrocarbon volumes, and the estimated drilling

times of the exploration or appraisal wells.

These statements are based on our current beliefs as well as assumptions made by, and information currently available to us. No assurances can be given however,

that these events will occur. Actual results could 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, 2014 on Form 40-F and its Annual Information Form for the year ended December

31, 2014. 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 and 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.

Finances are reported in US$ unless otherwise stated.

3

Reference is made in this Presentation to Resources. It should be noted that we have no production or reserves or future net revenue as defined in NI 51-101 or under definitions established by the United States Securities

and Exchange Commission. GLJ, an independent qualified reserves evaluator, effective as of December 31, 2014, evaluated our gas and condensate resources for the

Elk, Antelope and Triceratops fields, all of which are in onshore Papua New Guinea. The GLJ 2014 Report, with a preparation date of March 13, 2015 was prepared in

accordance with definitions and guidelines in the COGE Handbook and NI 51-101.

This Presentation outlines GLJ's estimates contained in the GLJ 2014 Report effective December 31, 2014 of total and net contingent resources for gas and

condensate at the Elk and Antelope field and the Triceratops field, unless otherwise stated. This Report is included in the Companys Annual Information Form which is

filed at SEDAR and is available on our web-site.

All resources estimated for the Elk and Antelope fields are classified as contingent resources economic status undetermined. At this early stage of appraisal, the

resources estimates for other discoveries and prospects are based on internal estimates, and classified as either contingent resources or prospective resources.

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.

Prospective resources are those quantities of natural gas and condensate estimated, as of a given date, to be potentially recoverable from undiscovered

accumulations. 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.

Accuracy of Resource Estimates The accuracy of resource estimates is in part a function of the quality and quantity of available data and of engineering and geological interpretation and judgment.

Other factors in the classification as a resource include a requirement for more appraisal 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 appraisal wells or seismic determine 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/or well data. The size of the

resource estimate could be negatively impacted, potentially in a material amount, if additional appraisal wells or seismic determine 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/or well data.

Disclaimer: Resources

4

Key Messages

1. 2014 achievements a solid foundation for growth

2. Advancing development of Elk-Antelope, potentially one of the lowest cost new-build LNG projects globally

3. 5 targets identified with ~17 Tcfe potential outside Elk-Antelope

4. Papua New Guinea de-risked now a major LNG player

Elk-Antelope

Explore and drill

1. Find

3. Develop

2. Enable

LNG Trains 1 + 2

~17 Tcfe potential

Explore and drill

1. Find

3. Develop

2. Enable

Expansion trains

~35 leads in EPB

Explore and drill

1. Find

3. Develop

2. Enable

Additional LNG

Value ($)

Time

Build long-term incremental

value for shareholders

5

Our strategy: Find, enable, develop, repeat

InterOil is well-funded with a

material stake in the lowest cost, new-

build LNG project globally

Dr Michael Hession

Chief Executive Officer

Find oil and gas safely and competitively

5 targets identified with ~17 Tcfe potential outside Elk-Antelope

~8 Tcfe being appraised; ~9 Tcfe unrisked prospective resource

Enable through the right partners and funding

Monetized 40.1% of Elk-Antelope to Total SA

Monetized non-core downstream businesses to Puma Energy

$715m of liquidity at year end 2014

Develop with a material interest

Total SA appointed operator of Elk-Antelope

Timetable: Concept select before end Q2 2015, FID in 2017

Elk-Antelope one of the lowest cost new-build LNG projects globally

Repeat

Repeatable strategy in surrounding prospective acreage:

High equity interests with up to 10 years tenure

~35 leads

6

Operations overview

5 targets identified with ~17 Tcfe potential

outside Elk-Antelope

Jon Ozturgut

Chief Operating Officer

* Subject to transition plans and any necessary government approvals

Papua New Guinea now a major LNG player

PNG de-risked with successful start up of ExxonMobil-operated PNG LNG project

Existing infrastructure, attractive fiscal regime, experienced workforce

PNG

7

``

Lowest cost new-build LNG project globally

Select LNG projects all-up breakeven (DES China)

Cost advantaged and close to market

Elk-Antelope one of the lowest cost new-

build LNG projects globally

8

Elk-Antelope: Cost advantaged

Elk-Antelope Field 36.5% IOC equity

Bobcat Field 78.6% IOC equity

Pnyang Field PNG LNG

Gas

PNG LNG Plant

Purari River

PNG LNG pipeline

Port Moresby

Purari River

Project PNG LNG Elk-Antelope

Number of fields 7 1

Distance to Port Moresby ~690km ~340km

Onshore pipeline Highlands

(~300km)

Near Shore

(~90km)

River access No Yes

Regional population >850,000 ~120,000

Capex per tonne (Analyst estimates based on two

trains)

$2,324

/tonne

$2,051

/tonne

Source: Wood Mackenzie, broker research, and internal estimates Population data from 2011 Census, PNG LNG includes population in Hela and Southern Highlands

Raptor Field 66.2% IOC equity

Triceratops Field 69.1% IOC equity

9

Elk-Antelope: Development timetable

Indicative timeline for LNG development by Total SA (December 2014)

Concept selection (before end Q2 2015), early works (Q3 2016), construction (Q3 2017)

Source: Total SA, PNG Mining and Petroleum Conference, Sydney, December 2014

10

Appraisal program well advanced

* TVDSS True Vertical Depth Sub Sea ** Field GWC Field Gas Water Contact Well locations are for illustrative purposes

Antelope-4 nearing completion

Top reservoir intersected at 1,911m TVDSS*

At this location, infers ~300m gas column to field GWC (~2,214m)

Well currently at 2,038m TVDSS

Antelope-5 successfully completed

Top reservoir intersected at 1,534 meters TVDSS, 230m higher than

operators reference case

At this location, infers ~680m gas column to field GWC (~2,214m)

Total depth reached at 2,307m TVDSS

Antelope-5 has intersected the best reservoir thickness, quality and fracture

density of all Antelope wells

Dolomite zone has porosity of up to 25%

Preparing for extended well test over 1-2 months

Test to help understand reservoir connectivity and productivity

Antelope-6 location approved

Antelope-6 to separately appraise eastern flank upside

Antelope-6 is 1.9km East North East of Antelope-2

Site preparation underway expected to spud in mid-2015

Antelope-6*

Antelope-4

Antelope-5

Antelope-2

Antelope-3

Antelope-1

Field Bounding Fault

Field GWC

3D Map of Antelope** N

11

Planned drilling program 2014-15

Well IOC Ownership

(Gross%) Well Type Q3 2014 Q4 2014 Q1 2015 Q2 2015 Q3 2015 Q4 2015

1. Bobcat 78.6% Exploration Discovery

2. Wahoo 78.1% Exploration Well suspended due to

high pressures Expected return to

Wahoo

3. Raptor 66.2% Exploration Discovery Expected return to

Raptor

4. Antelope-4 36.5% Appraisal

(carry from Total SA) Spudded

Extended flow test at Antelope-5 & monitor

responses in other wells

Certification 5. Antelope-5 36.5% Appraisal

(carry from Total SA) Spudded Completed

6. Antelope-6 36.5% Appraisal

(carry from Total SA) Expected spud

7. Triceratops-3 69.1% Appraisal Expected spud

8. Antelope South*

36.5% Exploration

(carry from Total SA) Expected spud

*Antelope South (previously Antelope Deep),

Timing of wells subject to rig availability and

drill conditions

12

~35 Additional leads (some multi-Tcfe)

5 new targets with ~17 Tcfe potential

Triceratops 69.1% Interest

Bobcat 78.6% Interest

Raptor 66.2% Interest

Antelope South 36.5% Interest Wahoo

78.1% Interest

Other discoveries

Near-term exploration

~8 Tcfe Gross, un-risked contingent resource

~9 Tcfe Gross, un-risked prospective resource

Elk-Antelope 36.5% Interest

Elk-Antelope Potential 2-train LNG development

GLJ Petroleum P50 estimate for Elk-Antelope is 9.9 Tcfe as of December 31, 2014 and subject to current appraisal program. Well locations for illustrative purposes only. 17 Tcfe is based on internal estimates of mid-case, gross volume.

13

Financial summary

Key events

Completion payment from Total of $401m in March 2014

$300m credit facility refinanced in June with price decreasing to Libor + 5%

Sold refinery and downstream in June 2014 for $525.6m

Financial performance for 2014

Profit after tax of $290m

Total liquidity movement in Q4 2014 of $39m

Change in working capital of $68m to reverse in 2015

$715m in liquidity at year end including $415m in cash and receivables and $300m undrawn facility

$715m in liquidity at year

end

Don Spector

Chief Financial Officer

14

Consolidated income statement for 2014

*Full details of financial statements can be found on the companys website

Consolidated Operating results

($ thousands, except per share data) 2014 2013 2012

Interest revenue 1,991 71 62

Other 11,168 2,692 10,361

Total revenue 13,159 2,763 10,423

Adminstrative and general expenses (39,245) (19,165) (18,129)

Derivative (losses)/gains - (146) 11

Legal and professional fees (14,091) (9,801) (3,847)

Exploration costs, excluding exploration impairment (34,529) (18,794) (13,901)

Finance costs, excluding interest expense (18,578) (4,687) -

Gain on conveyance of exploration and evaluation assets 340,540 500 4,418

Gain on available-for-sale investment - 3,720 -

Foreign exchange gains/ (losses) 4,421 (467) (420)

Share of net (losses)/gains of joint venture partnership (17,558) 2,274 (490)

accounted for using the equity method

EBITDA 234,119 (43,803) (21,935)

Depreciation and amortization (3,628) (5,733) (4,045)

Interest expense (11,409) (8,440) (6,187)

Profit/(loss) for the period from continuing operations before

income taxes219,082 (57,976) (32,167)

Income tax expense (1,119) (940) (321)

Profit/(loss) for the period from continuing operations 217,963 (58,916) (32,488)

Profit for the period from discontinued operations, net of tax 71,803 18,558 34,092

Profit/(loss) for the period 289,766 (40,358) 1,604

Year ended

December 31,

15

Q4 expenditure

$79m expenditure on: Raptor-1 Bobcat-1 Wahoo-1 Antelope-4 drill Antelope-5 preparation

& drill

Triceratops-3 preparation

$28m other costs include: Concept studies Seismic program Inventory Corporate

Liquidity at end of Q4 2014: $715m

Amendment signed to extend $300m facility to

December 31, 2016

Strong balance sheet

AT SEPTEMBER 30, 2014 Q4 MOVEMENT DEC 31, 2014

300

754 715

442

12

754

79

28 68

0

100

200

300

400

500

600

700

800

900

1,000

ExplorationFacility

Cash Short termreceivables

Q3 2013Liquidity

Drilling costs Seismic, inventoryand other costs

Change inworking capital

Q4 2014Liquidity

US$m

16

Financial forecast for 2015

Strong balance sheet to support operations in 2015

6-7 wells planned

Additional seismic and aerial gravity surveys

Estimated 2015 spend ~$250m-$290m + $70m convertible notes:

~60% on drilling (up to 7 wells in 2015)

~20% seismic

~20% concept select and corporate costs

$70m notes due November 2015

Focus on financial discipline

Day rates for rigs reduced up to 30% for 2015 contracts compared to prior year costs

Seismic costs reduced by 10-15%

Rationalizing service costs

4 offices reduced to 2

17

2015: Focused on execution, deliver long-term value to our shareholders

Find:

5 new high-impact exploration and appraisal targets

~8 Tcfe potential in Bobcat, Raptor, Triceratops

~9 Tcfe potential in Antelope South, Wahoo

Enable

Complete appraisal program and certify Elk-Antelope for development and payment

Enable resource evolution with right partners

Develop

Select LNG site and enter FEED

Lodge a petroleum development licence application for PRL 15

Build continued support from government and community groups in PNG

Repeat

Repeatable strategy in surrounding prospective acreage:

High equity interest with up to 10 years tenure

~35 leads

Summary

Our strategy is clear,

concise and repeatable

Dr Michael Hession

Chief Executive Officer

Thank You

For more information, please contact:

michael.lynn@interoil.com

Senior Vice President, Investor Relations

david.wu@interoil.com

Vice President, Investor Relations

19

Profile: InterOil Corporation (NYSE:IOC)

Papua New Guinea, LNG for Asia

ExxonMobil-operated PNG LNG,

delivered first LNG cargo in 2014

PNG is

20

Key milestones in Q4 2014 and subsequent to year end

Jan 1, 2015 Former BP executive

joins board

Dec 11, 2014 Bobcat discovery

Jan 1, 2015 Former BP Group E&P

CFO joins board

Nov 14, 2014 Raptor discovery

Oct 16, 2014 Chris Finlayson

becomes Chairman

Mar 2015 Antelope-5 completes

drilling testing in preparation

Mar 2015 Former CFO of

Singapore Power joins board

Feb 2015 Total SA becomes operator of PRL15

21

CEO

MICHAEL HESSION

>30 yrs experience

Mega-projects, emerging provinces

Ex-BP, Woodside

CFO

DON SPECTOR

>30 yrs experience

Project financing, treasury, tax

Ex-BP, Woodside

GENERAL COUNSEL

GEOFF APPLEGATE

>40 yrs experience

Corporate oil and gas, mostly in PNG

Ex-Gadens (Partner)

SVP Exploration

LAURIE BROWN

>30 yrs experience

Emerging provinces

Ex-BP, Shell

SVP Development

DAVID KIRK

>30 yrs experience

Mega-project development

Ex-BP, Woodside

EVP PNG

ISIKELI TAUREKA

>30 yrs experience

Corporate finance, country management

Ex-Chevron, National Australia Bank

SVP Corporate

THOMAS NADOR

>20 yrs experience

LNG project management, strategy

Ex-Fluor, Woodside

COO

JON OZTURGUT

>30 yrs experience

M&A, strategy, LNG, operations

Ex-Arco, Pioneer, CMS

Appendix: Leadership team

22

CHAIRMAN

CHRIS FINLAYSON

>30 yrs in international oil, gas, LNG

development, Director, Lloyds Register Formerly: CEO, BG Group, senior

Managing Director, Shell

CEO AND DIRECTOR

MICHAEL HESSION

>30 yrs experience in mega-projects,

emerging provinces

Formerly: BP, Woodside

DIRECTOR

ROGER LEWIS

>30 yrs in commercial finance for oil, gas

and LNG projects

Formerly: Group Financial Controller,

Woodside

DIRECTOR

SIR RABBIE RAMALIU

>40 yrs in PNG public and business affairs

Formerly: PNG Prime Minister and Speaker, PNG

Parliament

DIRECTOR

SIR WILSON KAMIT

>40 yrs in PNG public and business affairs

Formerly: Governor, Bank of PNG, PNG

Governor to IMF, Director of ADB

DEPUTY CHAIRMAN

FORD NICHOLSON

>30 yrs in North American and global oil

and gas project development

Presently: President, Kepis & Pobe

Financial, Chairman, BNK Petroleum

Appendix: Board of Directors (March 2015)

DIRECTOR

ELLIS ARMSTRONG

>30 yrs in international oil, gas

Formerly: CFO, BPs E&P business Presently: Director, Lloyds Register

DIRECTOR

KATHERINE HIRSCHFELD

>20 years with BP

Presently: Director, Transfield Services,

Toxfree Solutions (ASX);

UN Women Australia

DIRECTOR

CHEE KEONG YAP

>30 years in Asian power and finance

Formerly: CFO of Singapore Power

Presently Director of ARA Asset

Management, Straits Trading and Tiger

Airways

23

Appendix: Total SA A global leader in LNG

Source: Total SA

PRL15 Ownership

Totals Global LNG Projects

24

InterOil signed deal with

Total SA on March 26, 2014

Fixed and contingent payments

Largest cash proportion expected at certification

$517m payment at FID Wildcard certification Exploration bonus

Appendix: Total SA Deal

$401 $401 $401 $401 $401 $401 $401 $401

594 754

955 1,156

1,356 1,557

1,717

2,480

517

517

517

517

517

517

517

517

0

500

1,000

1,500

2,000

2,500

3,000

3,500

4,000

7.1 7.5 8 8.5 9 9.5 9.9 11.8

$1.6bn

$2.8bn

$3.5bn

$1.8bn

$401m completion payment (received March 2014)

Certification payment

Carry (75% carry on appraisal + exploration)

FID Payment $517m

First Cargo Payment $65m

INDICATIVE PAYMENTS TO INTEROIL

US$m

GCA P50

Estimate

GLJ Mid-

Estimate

GLJ High Case Estimate

GLJ Low

Estimate