BP Motion Holdings Limited

Stonepeak – Castrol

Castrol Group Holdings Limited (Castrol) is BP’s global lubricants business, headquartered in the United Kingdom. Castrol is active globally in the development, production and sale of lubricants and related fluids for various industries including automotive, energy, industrial and marine. BP p.l.c. (BP) is a global integrated energy group with operations in Europe, North and South America, Australasia, Asia and Africa. Stonepeak Partners LP (together with its affiliates, Stonepeak) is a global investment firm specialising in infrastructure and real estate assets. The Acquisition comprises: the acquisition of 100% of the shares in Castrol by Stonepeak from BP, through Motion JVCo Limited (Motion JVCo), a special purpose vehicle wholly owned by a company which is indirectly owned by investment funds advised and/or managed by Stonepeak, the reinvestment by BP, Castrol’s current owner, in Castrol by acquiring 35% of the shares in Motion JVCo, through a wholly owned subsidiary. Stonepeak will hold the remaining 65% of Motion JVCo, and the indirect investment by Canada Pension Plan Investment Board (CPPIB) in Motion JVCo, through its wholly owned subsidiary CPP Investment Board Private Holdings (6) Inc, via investment in another Stonepeak entity.