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MOL Hungarian Oil and Gas Public Limited Company EUR 750,000,000 2.625 Per Cent

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MOL Hungarian Oil and Gas Public Limited Company EUR 750,000,000 2.625 Per Cent MOL Hungarian Oil and Gas Public Limited Company EUR 750,000,000 2.625 per cent. Notes due 2023 Issue Price: 99.214 per cent. The EUR 750,000,000 2.625 per cent. Notes due 2023 (the Notes) are issued by MOL Hungarian Oil and Gas Public Limited Company (the Issuer or MOL). Unless previously redeemed or cancelled, the Notes will be redeemed at their principal amount on 28 April 2023 (the Maturity Date). The Notes will bear interest from and including 28 April 2016 (the Issue Date) at the rate of 2.625 per cent. per annum. Interest on the Notes will be payable annually in arrear on 28 April in each year, commencing on 28 April 2017 . Payments on the Notes will be made in euro. The Issuer may, at its option, redeem all, but not some only, of the Notes at any time at par plus accrued interest, in the event of certain tax changes as described under Condition 7.2 (Redemption for Taxation Reasons). A holder of Notes may, upon the occurrence of a Change of Control as described in Condition 7.3 (Redemption at the option of the Noteholders), require the Issuer to redeem the Notes at par plus accrued interest. The Notes mature on 28 April 2023. This prospectus (the Prospectus) has been approved by the Central Bank of Ireland, as competent authority under Directive 2003/71/EC (which includes the amendments made by Directive 2010/73/EU) (the Prospectus Directive). Such approval relates only to Notes which are to be admitted to trading on a regulated market for the purposes of Directive 2004/39/EC and/or which are to be offered to the public in any Member State of the European Economic Area. The Central Bank of Ireland only approves this Prospectus as meeting the requirements imposed under Irish and European Union (EU) law pursuant to the Prospectus Directive. Application has been made to the Irish Stock Exchange PLC (the Irish Stock Exchange) for the Notes to be admitted to the Official List (the Official List) and trading on its main securities market (the Market). This prospectus constitutes a prospectus for the purposes of the Prospectus (Directive 2003/71/EC) Regulations 2005 (which implement the Prospectus Directi ve in Ireland). Reference in this Prospectus to being listed (and all date references) shall mean that such Notes have been admitted to trading on the regulated market of the Irish Stock Exchange. The Notes will be offered and sold to non-U.S. persons in offshore transactions outside the United States in reliance on Regulation S (Regulation S) under the U.S. Securities Act of 1933, as amended (the Securities Act). THE NOTES HAVE NOT BEEN NOR WILL BE REGISTERED UNDER THE SECURITIES ACT, OR ANY STATE SECURITIES LAW, AND THE NOTES MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, ANY U.S. PERSON (AS SUCH TERMS ARE DEFINED IN REGULATION S), EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT. The Notes will be offered and sold in registered form and in denominations of EUR 100,000 and integral multiples of EUR 1,000 in excess thereof. The Notes will be represented by beneficial interests in a Global Certificate (the Global Certificate) which will be registered in the name of a nominee for, and shall be deposited on or around the Issue Date with, a common safekeeper for, and in respect of interests held through, Euroclear Bank SA/NV (Euroclear) and Clearstream Banking, société anonyme (Clearstream, Luxembourg). Beneficial interests in the Global Certificate will be shown on, and transfers thereof will be effected only through, records maintained by Euroclear and Clearstream, Luxem bourg and their participants. Except as described herein, certificates will not be issued for beneficial interests in the Global Certificate. See "Summary of Provisions Relating to the Notes while in Global Form". The Notes will be rated BB by Standard & Poor's Credit Market Services Europe Limited (S&P) and BBB- by Fitch Ratings Ltd. (Fitch). Each of S&P and Fitch is established in the EU and registered under Regulation (EC) No 1060/2009 as amended on credit rating agencies (the CRA Regulation) and appear on the latest update of the list of registered credit rating agencies (as of 27 October 2015) on the ESMA website http://www.esma.europa.eu. The ESMA website is not incorporated by reference into, nor does it form part of, this Prospectus. Any change in the rating of the Notes may adversely affect the price that a purchaser may be willing to pay for the Notes. A rating is not a recommendation to buy, sell or hold securities and may be subject to revision, suspension or withdrawal at any time by the assigning rating organisation. An investment in Notes involves certain risks. Prospective investors should have regard to the factors described under the heading " Risk Factors" on pages 4-21. Joint Lead Managers BofA Merrill Lynch Citigroup Société Générale UniCredit Bank Corporate & Investment Banking Co-Managers KBC Bank Mizuho Securities MUFG SMBC Nikko The date of this Prospectus is 26 April 2016 IMPORTANT NOTICES This Prospectus comprises a prospectus for the purposes of Article 5 of the Prospectus Directive and for the purposes of giving information with regard to the Issuer and the Notes, which, according to the particular nature of the Issuer and the Notes, is necessary to enable investors to make an informed assessment of the prospects of the Issuer. The Issuer accepts responsibility for the information contained in this Prospectus. To the best of the knowledge and belief of the Issuer (having taken all reasonable care to ensure that such is the case) the information contained in this Prospectus is in accordance with the facts and does not omit anything likely to affect the import of such information. This Prospectus is to be read in conjunction with all documents which are deemed to be incorporated herein by reference (see "Documents Incorporated by Reference" below). This Prospectus should be read and construed on the basis that such documents are incorporated and form part of the Prospectus. This Prospectus may only be used for the purposes for which it has been published. The Managers (as defined in "Subscription and Sale") and Citicorp Trustee Company Limited (the Trustee) have not independently verified the information contained herein. Accordingly, no representation, warranty or undertaking, express or implied, is made and no responsibility or liability is accepted by the Managers or the Trustee as to the accuracy or completeness of the information contained or incorporated in this Prospectus or any other information provided by the Issuer in connection with the offering of the Notes. The Managers and the Trustee accept no liability in relation to the information contained or incorporated by reference in this Prospectus or any other information provided by the Issuer in connection with the offering of the Notes or their distribution. Neither the Managers nor the Trustee undertake to review the financial condition or affairs of the Issuer during the life of the arrangements contemplated by this Prospectus or to advise any investor or potential investor in the Notes of any information coming to their attention. No person is or has been authorised by the Issuer to give any information or to make any representation not contained in or not consistent with this Prospectus or any other information supplied in connection with the offering of the Notes and, if given or made, such information or representation must not be relied upon as having been authorised by the Issuer, any of the Managers or the Trustee. Neither this Prospectus nor any other information supplied in connection with the offering of the Notes (a) is intended to provide the basis of any credit or other evaluation or (b) should be considered as a recommendation by the Issuer, any of the Managers or the Trustee that any recipient of this Prospectus should purchase the Notes. Each investor contemplating purchasing any Notes should make its own independent investigation of the financial condition and affairs, and its own appraisal of the creditworthiness, of the Issuer. Neither this Prospectus nor any other information supplied in connection with the offering of the Notes constitutes an offer or invitation by or on behalf of the Issuer, any of the Managers or the Trustee to any person to subscribe for or to purchase any Notes. Neither the delivery of this Prospectus nor the offering, sale or delivery of the Notes shall in any circumstances imply that the information contained herein concerning the Issuer is correct at any time subsequent to the date hereof or that any other information supplied in connection with the offering of the Notes is correct as of any time subsequent to the date indicated in the document containing the same. The Managers and the Trustee expressly do not undertake to review the financial condition or affairs of the Issuer during the life of the Notes or to advise any investor in the Notes of any information coming to their attention. The Notes have not been approved or disapproved by the United States Securities and Exchange Commission or any other securities commission or other regulatory authority in the United States, nor have the foregoing authorities reviewed or passed upon the accuracy or adequacy of this Prospectus. Any representation to the contrary is a criminal offence. Pursuant to section 18 of Act CXX of 2001 on Capital Markets, this prospectus was prepared in connection with a private placement in Hungary.
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