An anonymous director reports

IMPERIAL ANNOUNCES COMPLETION OF ITS $1.5 BILLION SUBSTANTIAL ISSUER BID

Imperial Oil Ltd. has taken up and paid for 19,108,280 common shares at a price of $78.50 per share under Imperial's offer to purchase for cancellation up to $1.5-billion of its shares.

The shares purchased represent an aggregate purchase of $1.5-billion and 3.4 per cent of the total number of Imperial's issued and outstanding shares as of the close of business on Oct. 30, 2023. Immediately following the completion of the offer, Imperial has 535,836,803 shares issued and outstanding.

A total of 5,784,055 shares were taken up and purchased pursuant to auction tenders at or below the purchase price and pursuant to purchase price tenders. Since the offer was oversubscribed, shareholders who made auction tenders at or below the purchase price and shareholders who made, or were deemed to have made, purchase price tenders had approximately 20 per cent of their tendered shares taken up by Imperial (other than "odd lot" tenders, which were not subject to proration). In total, 13,324,225 shares were taken up and purchased pursuant to proportionate tenders.

Exxon Mobil Corp., Imperial's majority shareholder, made a proportionate tender under the offer in order to maintain its proportionate share ownership at approximately 69.6 per cent, resulting in 13,299,349 shares being taken up pursuant to the offer. Immediately following the completion of the offer, ExxonMobil holds 372,942,029 shares.

Imperial has accepted the shares tendered for purchase and has made payment for the shares by delivering the aggregate purchase price to Computershare Investor Services Inc., the depositary for the offer. Payment and settlement with shareholders will be effected by the depositary on or about Dec. 19, 2023, all in accordance with the offer and applicable law. Any shares not purchased, including such shares not purchased as a result of proration or shares tendered pursuant to auction tenders at prices higher than the purchase price or invalidly tendered, will be returned to shareholders as soon as practicable.

To assist shareholders in determining the tax consequences of the offer, Imperial estimates that a deemed dividend in the amount of $76.75 per share was triggered on the repurchase of each share, based on the estimated paid-up capital of $1.75 per share at Dec. 8, 2023. The dividend deemed to have been paid by Imperial to Canadian-resident persons is designated as an eligible dividend for purposes of the Income Tax Act (Canada) and any corresponding provincial and territorial tax legislation.

For the purposes of Subsection 191(4) of the Income Tax Act (Canada), the specified amount in respect of each share is $75.32.

Shareholders should consult with their own tax advisers with respect to the income tax consequences of the disposition of their shares under the offer.

Imperial retained RBC Capital Markets to act as financial adviser and dealer-manager in connection with the offer.

The full details of the offer are described in the offer to purchase and issuer bid circular dated Nov. 3, 2023, as well as the related letter of transmittal and notice of guaranteed delivery, copies of which were filed and are available on SEDAR+ and on EDGAR.

About Imperial Oil Ltd.

Imperial is one of Canada's largest integrated oil companies. It is active in all phases of the petroleum industry in Canada, including the exploration for, and production and sale of, crude oil and natural gas. In Canada, it is a major producer of crude oil, the largest petroleum refiner and a leading marketer of petroleum products. It is also a major producer of petrochemicals. The company's operations are conducted in three main segments: upstream, downstream and chemical.

After more than a century, Imperial continues to be an industry leader in applying technology and innovation to responsibly develop Canada's energy resources. As Canada's largest petroleum refiner, a major producer of crude oil, a key petrochemical producer and a leading fuels marketer from coast to coast, the company remains committed to high standards across all areas of its business.

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