Successful completion of Institutional Placement

NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES This announcement has been prepared for publication in Australia and may not be released or distributed in the United States. This announcement does not constitute an offer, invitation or recommendation to subscribe for or purchase any security or financial product and neither this announcement nor anything attached to this announcement shall form the basis of any contract or commitment. In particular, this announcement does not constitute an offer to sell, or the solicitation of an offer to buy, securities in the United States or any other jurisdiction in which such an offer would be illegal. Any securities described in this announcement have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), or the securities laws of any state or jurisdiction of the United States. Accordingly, the securities may not be offered or sold, directly or indirectly, in the United States unless they have been registered under the U.S. Securities Act (which Santos has no obligation to do or procure), or are offered and sold in a transaction exempt from, or not subject to, the registration of the U.S. Securities Act and any other applicable United States state securities laws.

Santos today announced the successful completion of its A$1,040 million fully underwritten institutional placement (“Institutional Placement”) of new fully paid ordinary shares (“New Shares”). The subscription price was A$4.06 per share, which represents a 7.9% discount to the last closing price.

Santos Managing Director and Chief Executive Officer Kevin Gallagher said: "The equity raising was significantly over-subscribed with strong demand from existing shareholders and high quality new investors. Santos is now positioned to deliver a low cost, reliable and high performance business with financial flexibility to build and grow the business in a low oil price environment.

The Institutional Placement will result in the issue of 256 million New Shares, which will rank equally with existing Santos shares from allotment. Settlement of the New Shares is expected to take place on Tuesday, 20 December 2016, and the issue and quotation of the New Shares is expected to occur on the following business day, Wednesday, 21 December 2016.

The proceeds from the Institutional Placement will strengthen Santos’ balance sheet and provide Santos with financial flexibility to take advantage of growth opportunities that are aligned to its core business and recently announced new strategic plan. Following the Institutional Placement, Santos will have a gearing ratio of approximately 32%.

As announced on 14 December 2016, in addition to the Institutional Placement, Santos will undertake a non-underwritten Share Purchase Plan (“SPP”), which will be open to eligible Santos shareholders who were registered holders of Santos shares at 7.00pm (AEST) on 14 December 2016. Further details of the SPP, including opening and closing dates, will be contained in the SPP Booklet to be sent to eligible Santos shareholders in the coming weeks.