Exhibit Index
Exhibit
Number
Description of Document
Certificate of Incorporation, Bylaws and Specimen Stock Certificate
3.1
Certificate of Incorporation of the Company (incorporated by reference to Exhibit 3.1 to the
Company’s Annual Report on Form 10-K filed March 30, 2010 (File No. 001-34579))
3.2
By-laws of the Company (incorporated by reference to Exhibit 3 to the Company’s Registration
Statement on Form 8-A filed December 11, 2009 (File No. 001-34579))
4.1
Specimen stock certificate (incorporated by reference to Exhibit 4.1 to the
Company’s Registration Statement on Form S-1/A filed November 27, 2009 (File No. 333-
161734))
Instruments relating to Debt Securities
4.2
Senior Debt Indenture, dated as of December 17, 2012 (incorporated by reference to Exhibit 4.1
to the Company’s Current Report on Form 8-K filed December 17, 2012 (File No. 001-34579))
4.3
First Supplemental Indenture, dated as of December 17, 2012 (incorporated by reference to
Exhibit 4.2 to the Company’s Current Report on Form 8-K filed December 17, 2012 (File
No. 001-34579))
4.4
Form of 2.625% Convertible Senior Note due 2019 (incorporated by reference to Exhibit 4.3 to
the Company’s Current Report on Form 8-K filed December 17, 2012 (File No. 001-34579))
4.5
Second Supplemental Indenture, dated as of May 13, 2014 (incorporated by reference to Exhibit 4.1
to the Company’s Current Report on Form 8-K filed May 13, 2014 (File No. 001-34579))
4.6
Form of 3.125% Convertible Senior Note due 2024 (incorporated by reference to Exhibit 4.2 to
the Company’s Current Report on Form 8-K filed May 13, 2014 (File No. 001-34579))
Operating Agreements
10.1
Purchase and Sale Agreement, dated August 22, 2015, by and between Cobalt International
Energy Angola Ltd. and Sociedade Nacional de Combustíveis de Angola—Empresa Pública
(Sonangol E.P.) (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report
on Form 10-Q filed November 3, 2015 (File No. 001-34579))
10.2
Restated Overriding Royalty Agreement, dated February 13, 2009, by and between Whitton
Petroleum Services Limited, CIE Angola Block 9 Ltd., CIE Angola Block 20 Ltd., CIE Angola
Block 21 Ltd., and Cobalt International Energy, L.P. (incorporated by reference to Exhibit 10.2
to the Company’s Quarterly Report on Form 10-Q filed November 3, 2015 (File No. 001-
34579))
10.3
Borrowing Base Facility Agreement, dated May 29, 2015, by and between Cobalt GOM #1
LLC, Cobalt International Energy, Inc., Société Générale, as administrative agent, and various
other lenders party thereto (incorporated by reference to Exhibit 10.1 to the Company’s Current
Report on Form 8-K filed June 3, 2015 (File No. 001-34579))
10.4
Risk Services Agreement relating to Block 9, between CIE Angola Block 9 Ltd., Sonangol,
Sonangol Pesquisa e Produção, S.A., Nazaki Oil and Gás and Alper Oil, Lda (incorporated by
reference to Exhibit 10.7 to the Company’s Annual Report on Form 10-K filed March 30, 2010
(File No. 001-34579))
10.5
Risk Services Agreement relating to Block 21, between CIE Angola Block 21 Ltd., Sonangol,
Sonangol Pesquisa e Produção, S.A., Nazaki Oil and Gás and Alper Oil, Lda (incorporated by
reference to Exhibit 10.8 to the Company’s Annual Report on Form 10-K filed March 30, 2010
(File No. 001-34579))
10.6
Production Sharing Contract, dated December 20, 2011, between CIE Angola Block 20 Ltd.,
Sociedade Nacional de Combustíveis de Angola—Empresa Pública, Sonangol Pesquisa e
Produção, S.A., BP Exploration Angola (Kwanza Benguela) Limited, and China Sonangol
International Holding Limited (incorporated by reference to Exhibit 10.20 to the Company’s
Annual Report on Form 10-K filed February 21, 2012 (File No. 001-34579))
10.7
Exploration and Production Sharing Contract, dated December 13, 2006, between the Republic
