ENGIE - Notice of meeting 2020

Overview of the company’s activities during the year

2019 Highlights

Net financial debt amounted to €25.9 billion, an increase of €2.7 billion compared to the end of 2018 (2) , mainly due to growth investments, particularly the acquisition of TAG, the largest owner of the Brazilian gas transmission network, concluded in the first half of the year. At the end of December 2019, the net financial debt/EBITDA ratio stood at 2.5x. 2020 and 2022 financial targets The Covid-19 health crisis is having a significant impact on some of ENGIE's customers and operations. As the impact on the Group's financial statements remains at this stage unquantifiable and subject to uncertain assumptions regarding the lenght and profile of this crisis, ENGIE is withdrawing its previously stated 2020 guidance and will provide an updated view on its consequent financial outlook to 2022 in due course.

Financial data analysis Net recurring income, Group share, of €2.7 billion is in line with the target. In 2019, the Group recorded solid financial performance, with revenues of €60.1 billion, an organic growth of 4%, and a net recurring income, Group share, of €2.7 billion, an organic growth of 11%. These results are driven by an increase in the availability of nuclear power and by the performance of energy management activities. The year 2019 was marked by a series of achievements that contributed to the Group’s growth dynamics, including the commissioning of 3.0 GW of new renewable energy production capacities, i.e., four times more than in 2018, in line with our medium-term target. Revenues of €60.1 billion were up by 5.4% on a gross basis and 4.1% on an organic basis (1) . Reported revenue growth was driven by scope effects, including various acquisitions in Client Solutions and in BtoB Supply in the United States, partially offset by disposals of the shareholding in Glow in Thailand in March 2019 and of BtoB Supply in Germany at the end of 2018. The organic growth in revenues is primarily linked to Supply revenues in North America, France and Europe, the growth of Client Solutions in Europe, energy management services and favorable market conditions for Global Energy Management (GEM) activities, and encouraging dynamics in Latin America. This growth was partly offset by the decrease in Supply activities in the United Kingdom and Australia, and in thermal activities in Europe. Group EBITDA totaled €10.4 billion, up 6.8% on a gross basis and 8.1% on an organic basis (1) . These gross and organic variations are generally in line with the growth of current operating income, excluding the increase in depreciation mainly due to the commissioning of assets in Latin America and France, particularly in Networks, and which is not included in the EBITDA. In addition, Lean 2021, which contributes to organic growth both in terms of EBITDA and of current operating income, exceeded the targets set for 2019 and is on track to reach those for 2021. The current operating income of €5.7 billion is up 11% on a reported basis and 14% on an organic basis (1) , driven by Nuclear, Other (particularly energy management), Thermal, and Renewable activities. This increase is partly offset by energy sales activities and Infrastructures. The net recurring income, Group share , of continued operations amounted to €2.7 billion, compared with €2.5 billion in 2018. This increase is mainly due to the continuing improvement in current operating income, partly offset by an increase in taxes, primarily due to the positive effect of accounting for deferred tax assets in 2018, as well as slightly higher recurring financial expenses, reflecting changes in the mix of activities (higher debt in Brazil).

Dividend policy In this context of unprecedented health crisis, ENGIE’s Board of Directors decided to cancel the payment of the EUR 0.80 dividend per share for 2019. ENGIE remains fully committed to resume paying dividends in the future.

New Corporate Social Responsibility targets Convinced that Corporate Social Responsibility is one of the main keys to its future success, ENGIE has drawn up a new list of 19 targets for 2030, aligned with the Sustainable Development Goals of the United Nations. Within this list, three key targets will be managed on an ongoing basis, given the important role they play in ENGIE’s development: greenhouse gas emissions from power generation to be reduced C from 149 Mt in 2016 to 43 Mt in 2030 (80 Mt in 2019). ENGIE submitted these targets to the SBTi (Science Based Targets initiative) and obtained its certification at the beginning of February 2020; for gender diversity, the percentage of female executives in the C Group to increase from around 23% in 2016 to 50% in 2030 (24% in 2019), through internal promotions and external recruitment; the share of renewable energies in the mix of power generation C capacities to reach 58% in 2030, compared with 20% in 2016 (28% in 2019).

Organic variation = gross variation excluding exchange and scope effets. (1) 2018 data adjusted as a result of the application of the new IFRS 16 standard. (2)

ENGIE ORDINARY AND EXTRAORDINARY SHAREHOLDERS’ MEETING OF MAY 14, 2020 6

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