EDF / 2018 Reference document

FINANCIAL STATEMENTS Notes to the financial statements

SIGNIFICANT EVENTS AND TRANSACTIONS NOTE 2 COMPLETION OF THE SALE OF 2.1 EDF’S STAKE IN DUNKERQUE LNG 2.2

SENIOR BOND ISSUES: EDF RAISES

$3.75 BILLION AND €1 BILLION On 19 September 2018, EDF raised US$3.75 billion through 3 senior bond issues: a $1.8 billion bond, with 10-year maturity and a 4.500% fixed coupon; ■ a $650 million bond, with 20-year maturity and a 4.875% fixed coupon; ■ a $1.3 billion bond, with 30-year maturity and a 5.000% fixed coupon. ■ In addition, on 25 September 2018 EDF launched a €1 billion senior note offering, with 12-year maturity and a 2% fixed coupon. These transactions enable EDF to further strengthen the structure of its balance sheet, and to refinance upcoming financial obligations. SURBORDINATED BONDS On 25 September 2018, EDF successfully launched a €1.25 billion “reset perpetual 6 year non-call hybrid note” with a 4% coupon and a first redemption at EDF’s call between 4 July 2024 and 4 October 2024 inclusive. The French market regulator issued approval no. 18–466 dated 2 October 2018 for the prospectus concerning these instruments, for which settlement and delivery took place on 4 October 2018. EDF remains committed to using hybrid bonds as a permanent part of its capital structure, to fund assets under construction. ISSUANCE OF PERPETUAL 2.3

Following a competitive auction process launched in early 2018, the EDF group announced on 29 June 2018 that it had entered into exclusive negotiations with two groups of investors for the disposal of its 65.01% interest in the share capital of Dunkerque LNG, owner and operator of the liquefied natural gas (LNG) terminal in Dunkirk. The EDF group’s 65.01% investment in Dunkerque LNG is held through the subsidiary EDEV which is fully-owned by EDF SA. A consortium composed of Fluxys, AXA Investment Managers – Real Assets, on behalf of its clients, and Crédit Agricole Assurances undertook to acquire a stake of 31%, and a consortium of Korean investors, led by IPM Group (comprised of InfraPartners Management Korea Co. Ltd. in Seoul and InfraPartners Management LLP in London) in collaboration with Samsung Asset Management Co., Ltd and consisting of Samsung Securities Co. Ltd., IBK Securities Co. Ltd. and Hanwha Investment & Securities Co. Ltd., acquired a stake of 34.01%. Based on the prices paid by the two consortia, the average enterprise value for 100% of Dunkerque LNG amounted to €2.4 billion. This transaction allowed Fluxys, already a 25% shareholder of Dunkerque LNG, to take control of and consolidate Dunkerque LNG with the support of Axa Investment Managers – Real Assets and Crédit Agricole Assurances. EDF, as a customer of Dunkerque LNG, is still committed in the long term to the terminal, which will continue serving the Group’s gas strategy. The EDF group signed binding agreements for this sale with the same consortia on 12 July 2018. Once the required regulatory approvals had been given, the EDF group, via its subsidiary EDEV (which held 65.01% of Dunkerque LNG) completed the sale of its stake in the Dunkerque LNG terminal on 30 October 2018. After completion of the operation, EDF SA received a dividend of €740 million from its subsidiary EDEV (see note 13). Following this sale, valuation of the long-term agreement between EDF and Dunkerque LNG for reservation of LNG regasification capacities led EDF to recognise a €737 million increase in provisions for onerous contracts (see note 27).

6.

2.4

REDEMPTION OF CERTAIN SERIES

OF HYBRID BONDS

On 25 September 2018 EDF issued a cash tender offer for redemption of four outstanding series of hybrid bonds. Following the end of the tender offer period on 3 October 2018, EDF proceeded to the cash redemption of bonds validly tendered from the first two hybrid issues, in order of priority, for an amount of €1.25 billion. The total value of EDF’s hybrid bonds remains unchanged as a result of the above hybrid bond issue and redemption transactions. The results of the tender offer are summarised in the table below:

Tendered Amounts (as % of outstanding)

Acceptance Amounts

Pro-Rating Factors

Tender Prices

Targeted hybrid bonds 2020 bonds 2022 bonds 2026 bonds 2025 bonds

Acceptance Priority Levels

Tendered Amounts

ISIN

FR0011401736 FR0011697010 FR0011401728 FR0011401751

1 €911,800,000 2 €635,100,000

73% €911,800,000 64% €338,200,000

100.00% 105.255% 59.50% 108.185%

3 4

N/A N/A

N/A N/A

0 0

N/A N/A

N/A N/A

The settlement of the tender offer took place on 5 October 2018.

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EDF I Reference Document 2018