acquisition of thermal north america, inc., us largest heating and cooling networks portfolio

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Veolia Environnement l Not to be distributed in the United States, Canada, Japan, or Australia Investor Relations – Paris June 12, 2007 Acquisition of Thermal North America Inc Acquisition of Thermal North America, Inc., US Largest Heating and Cooling Networks Portfolio P i J 12 2007 Paris, June 12, 2007

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Page 1: Acquisition of Thermal North America, Inc., US Largest Heating and Cooling Networks Portfolio

Veolia Environnement l Not to be distributed in the United States, Canada, Japan, or Australia Investor Relations – Paris June 12, 2007

Acquisition of Thermal North America IncAcquisition of Thermal North America, Inc.,

US Largest Heating and Cooling Networks Portfolio

P i J 12 2007Paris, June 12, 2007

Page 2: Acquisition of Thermal North America, Inc., US Largest Heating and Cooling Networks Portfolio

Veolia Environnement l Not to be distributed in the United States, Canada, Japan, or Australia Investor Relations – Paris, June 12, 2007

Disclaimer

Forward-looking Statements: Veolia Environnement is a corporation listed on the NYSE andEuronext Paris. This document contains "forward-looking statements" within the meaning of theprovisions of the U.S. Private Securities Litigation Reform Act of 1995. Such forward-lookingstatements are not guarantees of future performance. Actual results may differ materially from theforward-looking statements as a result of a number of risks and uncertainties, many of which areoutside our control, including but not limited to: the risk of suffering reduced profits or losses as aresult of intense competition, the risks associated with conducting business in some countriesoutside of Western Europe the United States and Canada the risk that changes in energy pricesoutside of Western Europe, the United States and Canada, the risk that changes in energy pricesand taxes may reduce Veolia Environnement's profits, the risk that we may make investments inprojects without being able to obtain the required approvals for the project, the risk thatgovernmental authorities could terminate or modify some of Veolia Environnement's contracts, therisk that our long-term contracts may limit our capacity to quickly and effectively react to generalrisk that our long term contracts may limit our capacity to quickly and effectively react to generaleconomic changes affecting our performance under those contracts, the risk that VeoliaEnvironnement's compliance with environmental laws may become more costly in the future, the riskthat currency exchange rate fluctuations may negatively affect Veolia Environnement's financialresults and the price of its shares, the risk that Veolia Environnement may incur environmentalliability in connection with its past, present and future operations, as well as the risks described inthe documents Veolia Environnement has filed with the U.S. Securities and Exchange Commission.Veolia Environnement does not undertake, nor does it have, any obligation to provide updates or torevise any forward-looking statements. Investors and security holders may obtain a free copy ofdocuments filed by Veolia Environnement with the U S Securities and Exchange Commission fromdocuments filed by Veolia Environnement with the U.S. Securities and Exchange Commission fromVeolia Environnement.

This document contains "non-GAAP financial measures" within the meaning of Regulation G adoptedby the U.S. Securities and Exchange Commission under the U.S. Sarbanes-Oxley Act of 2002. These

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by the U.S. Securities and Exchange Commission under the U.S. Sarbanes Oxley Act of 2002. These"non-GAAP financial measures" are being communicated and made public in accordance with theexemption provided by Rule 100(c) of Regulation G.

Page 3: Acquisition of Thermal North America, Inc., US Largest Heating and Cooling Networks Portfolio

Veolia Environnement l Not to be distributed in the United States, Canada, Japan, or Australia Investor Relations – Paris, June 12, 2007

Thermal North America, Inc. – Largest District Heating & Cooling Systems portfolio in the US

June 2007: Acquisition of TNAI for an enterprise value of $788 million, i.e. a 2008 EBITDA multiple of around 9.5x Estimated 2007 revenue: $425 millionEstimated 2007 revenue: $425 million

Major player in the United States in the DHCS (District Heating and Cooling Systems) market

Also operates in the power production (cogeneration) sector as well as Facility Management

TNAI operates in cutting-edge regions with respect to environmental issues, in particular the north-eastern states and California

TNAI owns and operates heating networks in Boston, Philadelphia, Baltimore, Atlanta and Kansas City as well as several several cooling networks in Las Vegas and Los Angeles

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Page 4: Acquisition of Thermal North America, Inc., US Largest Heating and Cooling Networks Portfolio

Veolia Environnement l Not to be distributed in the United States, Canada, Japan, or Australia Investor Relations – Paris, June 12, 2007

Thermal North America, Inc. – Largest District Heating & Cooling Systems portfolio in the US

TrentonTulsa Kansas City St. Louis BostonCentury City Oklahoma City

Ownership: 78.6%Services: HW,CW,E

Ownership: 100%Services: S,CH

Ownership: 100%Services: S,CW,E

Ownership: 100%Services: S,E

Ownership: 100%Services: S

Project type: DHCPServices: C,S,HW

Project type: IEMServices: C S HW E

Ownership: 100%Services: S,HW,CW

Venetian

Project type: DHCPServices: C,HW

Services: C,S,HW,E

Bunker Hill

Project type: IEMServices: C,E

H&H

Queen Mary

Las Vegas1%

California4%

Baltimore13% Tulsa

3%

Kansas City

Boston13%

Thermal installed capacity (3,500 MWth)

Project type: IEMServices: C,E

Other Philadelphia43%

1%14%

Oklahoma City3%

St. Louis3%

Others23%Trenton

3%

Ownership: 100% Ownership: 100%Ownership: 100% Ownership: 60%

Services: Short term O&M

Thermal West

Philadelphia

Grays Ferry Philadelphia

Baltimore

Baltimore Inner Harbor East

Altantic Station

Ownership:100%S i CW

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DHCP: District Heating and cooling plant / IEM: Integrated energy management / CW: Chilled water / C: Cooling / S: Steam / HW: hot water /E: Electrical and controls / E.F.M: Energy Facilities Management

Services: S,E Services: Sp

Services: S,HW,CW Services: HW,CWThermal East Services: CW

Page 5: Acquisition of Thermal North America, Inc., US Largest Heating and Cooling Networks Portfolio

Veolia Environnement l Not to be distributed in the United States, Canada, Japan, or Australia Investor Relations – Paris, June 12, 2007

Thermal North America, Inc. – Largest District Heating & Cooling Systems portfolio in the US

Largest District Heating & Cooling Systems portfolio in the United States, g g g y p ,the country that boasts the world’s biggest market of energy services in terms of value

First-class platform for organic growth in the United States with, amongFirst class platform for organic growth in the United States with, among others, commercial and corporate synergies to be achieved from the existing platform (steam distribution network in Cambridge, Massachusetts)

3 500 MW of thermal capacity 520 MW of cooling capacity & 245 MW of3,500 MW of thermal capacity, 520 MW of cooling capacity & 245 MW of power capacity

1,100 clients served

450 employees

Expected consolidation in 2008

An acquisition which is earnings accretive in 2008, Veolia Energy: Largest (1) District Heating & Cooling Systems portfolio

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in the United States with 10%(1) market share

(1) After transaction is completed

Page 6: Acquisition of Thermal North America, Inc., US Largest Heating and Cooling Networks Portfolio

Veolia Environnement l Not to be distributed in the United States, Canada, Japan, or Australia Investor Relations – Paris, June 12, 2007

Investor Relations contact information

Nathalie PINON, Head of Investor Relations38 Avenue Kléber 75116 Paris France38 Avenue Kléber – 75116 Paris - France

Telephone +33 1 71 75 01 67Fax +33 1 71 75 10 12

e-mail [email protected]

Brian SULLIVAN, Vice President, US Investor RelationsBrian SULLIVAN, Vice President, US Investor Relations700 E. Butterfield Road -Suite 201

Lombard, IL 60148 - USATelephone +1 (630) 371 2749

Fax +1 (630) 282 0423e-mail [email protected]@

W b it

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Web sitehttp://www.veolia-finance.com