EDF / 2020 Universal Registration Document

7 GENERAL INFORMATION ABOUT THE COMPANY AND ITS CAPITAL Information regarding capital and share ownership In addition, on 25 September 2018, EDF successfully launched a €1 billion senior bond issue with a 12-year maturity and a fixed coupon of 2%. On 25 September 2018, EDF launched a €1.25 billion super-subordinated bond issue with a 4% coupon and a redemption option exercisable at EDF’s discretion, initially between 4 July 2024 (inclusive) and 4 October 2024 (inclusive). It also launched a contractual cash buyback offer for four existing hybrid bond issues for €1.25 billion. The total amount of EDF hybrid shares remains unchanged following these issue/redemption operations. On 26 November 2019, EDF launched a €500 million euro-denominated hybrid bond issue with a 3% coupon and a redemption option including a first option for early redemption at the Company’s call in December 2027. The Company also launched contractual buyback offers for the following securities: perpetual super-subordinated bonds of €1,000 million with a first early ● redemption date at the Company’s call falling on 22 January 2022, with a current outstanding amount of €661.8 million, admitted for trading on Euronext Paris; perpetual super-subordinated bonds of US$3,000 million with a first early ● redemption date at the Company’s call falling on 29 January 2023, with a current outstanding amount of US$3,000 million admitted for trading on the regulated market of the Luxembourg Stock Exchange. On 28 November 2019, EDF raised US$2 billion with a 50-year maturity and a fixed coupon of 4.5% under its EMTN program. As part of the same programme, on 2 December 2019, EDF raised €1.25 billion with a 30-year maturity and a fixed coupon of 2%. On 12 December 2019, EDF announced the final result of its buyback offer for euro-denominated hybrid bonds and the results of early participation in its buyback offer for US dollar-denominated hybrid bonds. On 30 December 2019, EDF announced the final result of its buyback offer for US dollar-denominated hybrid bonds. The Company also exercised its option to buy back on 29 January 2020 all of the perpetual subordinated bonds totalling €1.250 billion, with a current outstanding amount of €338.2 million. 7.3.6 7.3.7

On 8 September 2020, EDF launched two new euro-denominated hybrid bond issues for a total par value of €2.1 billion, consisting of: an issue of hybrid perpetual bonds for an amount of €850 million with an initial ● coupon of 2.875% and a first option for early redemption at the Company’s option on 15 December 2026 (the “Hybrid Bonds not redeemable before 6.5 years”); 1.250 billion euro open-ended hybrid bond issue with an initial coupon of 3.375% ● and a first option for early redemption at the Company’s option on 15 June 2030 (the “Hybrid Bonds not redeemable before 10 years”, together with the Hybrid Bonds not redeemable before 6.5 years, the “Hybrid Bonds”).

Information on the capital of every group member that is the subject of a conditional or unconditional agreement

Acquisition and disposal commitments involving securities in subsidiaries are described in note 3.2 to the consolidated financial statements for the fiscal year ended 31 December 2020. With the exception of these commitments to acquire and dispose of securities and any other commitments that are described in chapter 1 (“The Group, its strategy and activities”) of this Universal Registration Document, EDF has not made any promises to purchase or sell that would make it possible to acquire or dispose of, as applicable, all or part of the capital of the Company or of any of its subsidiaries, as defined in Article L. 233-1 of the French Commercial Code.

Pledge of the Company’s shares

To the Company’s knowledge, none of the Company’s common shares that make up its share capital have been pledged.

7.3.8

Ownership of the Company’s capital and voting rights

For the past three fiscal years, EDF’s share capital has been owned as follows as at 31 December of each year:

At 31/12/2020

At 31/12/2019

At 31/12/2018

Number of shares

Number of shares

Number of shares

% of capital

% of capital

% of capital

State (1)

2,593,960,583 463,040,491 42,092,505 (i)

83.68 2,593,960,583 14.94 463,147,431 1.36 41,630,134 (ii)

83.58 2,518,498,450 14.92 453,361,661 1.34 34,679,546 (iii)

83.67 15.06

Institutional and private investors

1.15 0.12

Employee shareholdings

Treasury shares

830,000

0.02

4,882,938

0.16

3,728,019

TOTAL 100.00 This number includes 38,075,245 shares (representing 1.23% of the capital) based on the definition of employee shareholdings under Article L. 225-102 of the (i) French Commercial Code (shares held by EDF’s employees and former employees through the “Actions EDF” FCPE of the EDF group’s savings plan). This number also includes almost 4.017 million shares, representing 0.13% of the capital, held as directly or administered registered shares, with no lock-in periods or whose lock-in periods have expired, by employees or former employees. This number includes 37,527,237 shares (representing 1.21% of the capital) based on the definition of employee shareholdings under Article L. 225-102 of the (ii) French Commercial Code (shares held by EDF’s employees and former employees through the “Actions EDF” FCPE of the EDF group’s savings plan). This number also includes almost 4.1 million shares, representing 0.13% of the capital, held as directly or administered registered shares, with no lock-in periods or whose lock-in periods have expired, by employees or former employees. This number includes 30,453,101 shares (representing 1.01% of the capital) based on the definition of employee shareholdings under Article L. 225-102 of the (iii) French Commercial Code (shares held by EDF’s employees and former employees through the “Actions EDF” FCPE of the EDF group’s savings plan). This number also includes almost 4.2 million shares, representing 0.14% of the capital, held as directly or administered registered shares, with no lock-in periods or whose lock-in periods have expired, by employees or former employees. 3,099,923,579 100 3,103,621,086 100.00 3,010,267,676

(1) The French State's shareholding in EDF includes the allocation of 328,349,361 EDF shares to the EPIC BPI France.

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EDF - UNIVERSAL REGISTRATION DOCUMENT 2020