HALF-YEAR RESULTS 201728 september 2017

2H1 2017 results

Structure of the French market

Competition CompetitionRegulated

Leading French alternativeon the energy supply market

Third largest French electricity and gas supplierAlso active in Belgium

Createdin 1946

Createdin 1946

Createdin 2002

Production Transmissionon

Supply

Regulated

Distribution

A KEY PLAYER IN THE FRENCH ENERGY MARKET

Customer portfolio

2.3 million

Revenue

€1.0 billionCurrent op. income

€53 M

H1 2017 results 3

Gross customeracquisitions in France

437,000

425 EmployeesOf which 65 in generation

Generation capacities

1,200 MWOf which 800 MW in operation

Quadran Acquisition

800 MW installed capacity end of 2018200 employees (HQ in Béziers)

v

HALF YEAR KEY FIGURES

4

- CONTINUING BUSINESS GROWTH:- 390,000 residential sites (gross) acquired over the period +43% (vs 30/06/16)- 2,311,000 sites in portfolio as at 30 June 2017

- IMPROVED FINANCIAL INDICATORS (vs 30/06/2016):- Revenue €1,006.1m +17%- Gross margin €148.4m +39%- EBITDA €69.7m +18%- Current operating income €52.6m +20%

- QUADRAN ACQUISITION:- Signing of the share purchase agreement at the end of July- Transaction still due to be finalised in Q4 2017

- CHANGE IN SHARE CAPITAL:- Successful capital increase (€130m)

H1 2017 results

A WELL ORIENTATED FIRST HALF

Impala SAS33,0%

AMS Industries18,6%

Lov GroupInvest5,55%

EBM Trirhena AG9,3%

Luxempart9,6%

Management5,6%

Free float17,7%

Change in capital, increaseof free float

5

Capital increase completed successfully in July 2017:- ABB format which raised €130m (extension

clause exercised)- Placement of 2.6m new shares priced at €49.50

per share, or 6.3% of the pre-transaction capital- Participation of core shareholders and

management

Share performance (Jan-Aug 2017):- +37.5%- Capitalisation: €2.2bn

H1 2017 results

SHAREHOLDERS AND SHARE PERFORMANCE

ACHIEVEMENTS AND KEY EVENTS

6

392456

522

1,4431,608

1,789

June 2017Dec 2016June 2016

1,1111,274

1,429

108

103

114

Residential

Customer sites in electricity (in thousands)

219

226

246

June 2017 Dec 2016June 2016

370

431

497Professional

Major accounts

H1 2015 H1 2016 H1 2017 H1 17 vs H1 16

Electricity volumes sold 3.7 TWh 7.1 TWh 8.1 TWh ↗ +14%

Gas volumes sold 2.2 TWh 2.9 TWh 3.8 TWh ↗ +30%

H1 2017 results7

Customer sites in gas(in thousands)

BALANCED DEVELOPMENT OF THE CUSTOMER PORTFOLIO IN FRANCE

Gross acquisition of customer sites(in thousands)

874

1,111

1,429

370

497

281

H1 2015 H1 2016 H1 2017

1,115

1,481

1,926

205

273

390

H1 2017H1 2016H1 2015

154

52

103

200

73Electricity

Number of customer sites (in thousands)

↗ 33%

↗ 43%

Gas287

With still-significant growth potential in the domestic market

- 32.2m residential sites- 87% at regulated tariff

- 11.3m sites- 50% at regulated tariff

H1 2017 results8

Source: CRE

RESIDENTIAL SEGMENT: ACCELERATION OF THE ACQUISITIONS

Gross acquisition of customer sites (in thousands)

102

227

258

117127

H1 2015 H1 2016 H1 2017

228

344

385

24

103

48

H1 2017H1 2016H1 2015

11

1785

18Major accounts

Number of customer sites(in thousands)

SME’s

3113

126

- The “yellow” and “green” tariffs were terminated in 2016, which explains theexceptional high acquisition rate during the period

- Historical reference which should not mask the continued recruitments in theMajor Accounts segment

H1 2017 results9

CONTINUED MOMENTUM ON THE NON- RESIDENTIAL SEGMENT

10

Approval by the EuropeanCommission of the annualcapacity premium to be paidon the proposed gas-firedplant in Brittany (Landivisiau).

Construction due to start in2018, subject to resolution ofthe appeals filed.

Introduction of a capacitymechanism on 1 January 2017.

Suppliers to hold certificatescommensurate with therequirements of their customerportfolio.

Certificates obtained by powergenerators subject to availability.

First auction at a price of around€10k/MW.

Approval by the Council ofState of the principle wherebythe distribution systemoperator compensates thesupplier for customermanagement costs.

The French Energy RegulatoryCommission (CRE) hasaddressed the issue, andpublished deliberationscurrently being assessed.

H1 2017 results

A CHANGING REGULATORY ENVIRONMENT

11

- Council of State decision of 19 July 2017 confirming thatregulated gas tariffs are incompatible with European law

- Appeal filed against regulated electricity tariffs

H1 2017 results

… and also at a national level

European pressure …

- Clean Energy Package

- End of regulated electricity tariffs in all Member Statesproposed by 2020

Schedule and details uncertain (2020?)Significant acquisition opportunities

FORCASTED TERMINATION OF THE REGULATED TARIFFS

12

- Favourable market conditions for thermal plants- Validation of the vertical integration strategy

H1 2017 results

Bayet (400 MW) Marcinelle (400 MW)

H1 2016 H1 2017 S1 2017

Running hours 1,407 2,123 2,098

Production 469 GWh 728 GWh 760 GWh

ACHIEVEMENTS OF THE GENERATION SEGMENT

Source Epex spot,Ice,Powernext,

Biogas

Wind

Solar

Hydro

KEY FIGURES

- Signing of the SPA in late July (acquisition price: €303m + €113m earnout)- Financing fully secured (bank borrowing + capital increase)- Finalisation still scheduled for Q4 2017

PROGRESS REVIEW

H1 2017 results13

> 360 MW: gross capacity installed as of 31/12/2016

> 450 MW: new projects to be operational by 2018?gross capacities raised over 800 MW

> 2.000 MW: pipeline under study and development

QUADRAN: KEY ACQUISITION IN THE PROCESS OF BEING FINALIZED

PRESENTATION OF 2017 HALF-YEARLY FINANCIAL STATEMENTS

14

- SUSTAINED BUSINESS GROWTH...• Strong business momentum, especially in the residential segment, leading to an increase in energy

volumes sold• Contribution of production assets (recorded under energy management margin)

- ...CONTRIBUTING TO THE DYNAMIC INCREASE IN GROSS MARGIN• 15% organic growth after restatement of non-recurring items from H1 2016 (provision for gas transit

capacity, expiry of the Enedis service agreement on 30 September 2016) and despite the decrease inregulated electricity tariffs on 1 August 2016

• First-time consolidation of Marcinelle Energie and increase in margins captured by the Bayet plant

- AND TRANSLATING IN A 20% INCREASE IN COI• Controlled personnel expenses across the entire scope of consolidation• Impact on H1 2016 of GRDF's coverage of unpaid gas distribution costs prior to 2016 (€10m)

15H1 2017 results

€mH1 2017 H1 2016 Change

Revenue from ordinary activities 1,006.1 863.6 +16.5%

Gross margin 148.4 107.1 +38.6%

EBITDA 69.7 59.3 +17.5%

Current operating income 52.6 43.8 +20.1%

CONTINUED GROWTH

80,0

90,0

100,0

110,0

120,0

130,0

140,0

150,0

160,0

16

107.1

33.0

148.4

8.1 Organic growth

Gross margin H1 2016

Gross margin H1 2017

Termination of the Enedis

service agreementNeutralisation

of transit capacity

provision H1 2016

Additional 2016

retroactive tariff

adjustment

Marcinelle contribution

2.9

(21.7)

+€41.3m (+38%)

19.0

In €m

H1 2017 results

DYNAMIC INCREASE IN GROSS MARGIN

€mH1 2017 H1 2016

Current operating income 52.6 43.8 Changes in fair value of Energy financial derivative instruments operational in nature

(20.8) (16.8)

Impairment and disposals of non-current assets 0.0 (0.1)

Operating income 31.8 26.9 Financial income / (loss) (6.5) (5.4)

Corporate income tax (8.5) 30.5

Share of net income from equity-accounted companies 0.1 0.3

Net income 17.0 52.4

17H1 2017 results

- FINANCIAL INSTRUMENTS:• Consequence of the delivery of forward products (power), which had a positive fair value at 31/12/2016

- INCREASE IN INTEREST EXPENSES• New €68m bond in November 2016 and setup of funding lines for the Quadran acquisition

- CHANGE IN DEFERRED TAX• Negative change in deferred tax in H1 2017 (-€5.5m, mainly impacted by the use of tax losses carried forward), whereas

the Group had recognised deferred tax income of €34.5m in H1 2016 (mainly from the capitalisation of tax lossescarried forward in view of projected future earnings)

NET RESULT IMPACTED BY NON-RECURRING ITEMS

- DECREASE IN CURRENT ASSETS AND LIABILITIES:• Current assets: decrease in cash due to the usual seasonal change in WCR and the anticipated repayment of the

margin calls received• Current liabilities: decrease in trade payables (seasonality effect) and margin calls received (delivery of energy

purchaseswith an important positive fair value at the end of 2016)

- EQUITY RELATIVELY STABLE BEFORE FAIR VALUE IMPACT:• Earnings growth offset by the impact of dividend payouts and share buybacks

18

€m 30/06/2017 31/12/2016

Non-current assets 220.7 223.2

Current assets 757.4 1,006.3

of which cash and cash equivalents 194.9 368.9

TOTAL ASSETS 978.1 1,229.5

Shareholders' Equity excluding fair value of derivative hedging instruments 207.2 203.9

Fair value of derivative hedging instruments (4.1) 13.6

Shareholders' equity 203.1 217.5

Non-current liabilities 244.0 255.6

Current liabilities 531.0 756.4

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 978.1 1,229.5

H1 2017 results

SEASONALITY EFFECTS ON THE BALANCE SHEET

Opening cash position at 31/12/2016

Cash flow generation Change in WCR

Investment cash flows

Closing cash position at 30/06/2017

Financing cash flows

0

100

200

300

400

64.4

- CASH POSITION REMAINS SOLID AT €192.3M• Customary cyclical increase in WCR due to the combined effect of the seasonal nature of the business

(reduction in trade payables of approximately €84m) and the impact of early “market unwinding” in 2016repayed in 2017 (around€33m)

• Investment cash flows which partly reflect the cash collateral repaid to counterparties (around €69m),mainly due to the delivery of energy purchases with an important positive fair value at the end of 2016

(In €m)

232.4

75.6(122.5)

(109.4)

(16.2)

127.9

19H1 2017 results

Deposits and margin calls received Deposits and margin

calls received

132.5

364.9

192.3

ANALYSIS OF THE CHANGE IN CONSOLIDATED CASH FLOW

20H1 2017 results

- NET FINANCIAL DEBT• €57.1m versus €(43.6)m at 31/12/2016, a direct result of the seasonal

increase in WCR

• Financial flexibility supported by €192.3m in available cash and €245m inunused authorised lines

- QUADRAN PROJECT: DEDICATED FINANCING• €230m: set up of a 5-year unsecured term loan• €120m: refinancing of the existing RCF

• Operating credit lines to support growth (€125m: factor + clearer)• Bondholders approval of the new acquisition financing package (€183m)

NET DEBT STILL CONTAINED

2017 ANNUAL

TARGETS

21

Customer portfolio increased to 2.5

million sites€2,000k €100mCOMMUNICATED TARGETS

22

Customer portfolio

Revenueat normal temperatures

Operating current income

at normal temperatures

- First-half results confirm that all annual targets for 2017 will be reached

- Projected ROC of €100m implies an EBITDA of around €135m

- As a reminder, the 2016 annual financial statements benefited from positive regulatory impacts of€21.7m

- Minor contribution expected from Quadran due to the closing date (Q4 2017)

H1 2017 results

CONFIRMATION OF 2017 TARGETS

Q&A

23

APPENDICES

24

PROFIT & LOSS ACCOUNT

25H1 2017 results

In thousands of euros 30/06/2017 30/06/2016

Revenue excluding Energy Management 970,174 859,008 Energy Management Margin 35,885 4,557

Revenue from ordinary activities 1,006,059 863,565

Cost of sales (857,648) (756,490)

Gross margin 148,412 107,075

Personnel expenses (19,251) (17,167) Other operating income and expenses (60,861) (31,506) Depreciation and amortisation (15,681) (14,575)

Current operating income 52,619 43,826

Changes in fair value of Energy financial derivative instruments operational in nature(20,800) (16,781)

Disposals of non-current assets 2 (11) Impairment of non-current assets 0 (112) Income and expenses related to changes in scope of consolidation - -

Operating income 31,820 26,923

Cost of net debt (6,207) (5,237) Other financial income and expenses (293) (138)

Financial income / (loss) (6,500) (5,375)

Corporate income tax (8,503) 30,533 Share of net income from companies accounted for by the equity method 135 332

Net income from continuing operations 16,953 52,414

Net income from discontinued operations - -

Net income 16,953 52,414

of which Net income, Group share 16,953 52,414 Earnings per share (in euros) 0.41 1.28 Diluted earnings per share (in euros) 0.39 1.21

BALANCE SHEET ASSETS

26H1 2017 results

In thousands of euros 30/06/2017 31/12/2016

Intangible assets 59,241 50,170

Property, plant and equipment 82,363 76,217

Investments in associates 1,648 1,434

Non-current derivative financial instruments 11,769 19,334

Other non-current financial assets 2,221 1,342

Other non-current assets 5,924 8,210

Deferred tax assets 57,554 66,467

Non-current assets 220,720 223,173

Inventory 42,696 38,458

Trade receivables 406,956 413,279

Current derivative financial instruments 53,972 137,084

Other current financial assets 21,390 18,364

Other current assets 37,492 30,263

Cash and cash equivalents 194,884 368,867

Current assets 757,389 1,006,314

TOTAL ASSETS 978,109 1,229,487

BALANCE SHEET LIABILITIES

27H1 2017 results

In thousands of euros 30/06/2017 31/12/2016

Share capital and share premiums 19,538 15,307

Retained earnings and net income / (loss) 196,706 188,769

Treasury shares (9,044) (207)

Other comprehensive income (4,134) 13,630

Shareholders' Equity - Group share 203,066 217,499

Shareholders' equity 203,066 217,499

Non-current provisions 34,014 37,658

Non-current derivative financial instruments 20,568 17,311

Other non-current financial liabilities 183,736 182,843

Other non-current liabilities 5,349 4,759

Deferred tax liabilities 367 13,065

Non-current liabilities 244,033 255,637

Current provisions 14,944 14,169

Trade payables 158,751 242,602

Current derivative financial instruments 63,564 103,925

Other current financial liabilities 73,746 145,689

Other current liabilities 220,004 249,966

Current liabilities 531,010 756,351

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 978,109 1,229,487

CASHFLOW TABLE

28H1 2017 results

In thousands of euros 30/06/2017 30/06/2016

Consolidated net income 16,953 52,414 Tax expenses/income 8,503 (30,533) Financial income / (loss) 6,500 5,375

Income before taxes and financial expenses 31,955 27,255

Depreciation and amortisation 15,681 14,575 Impairments - 112 Provisions and depreciations 4,731 31,446 Expenses related to share-based payments 1,359 862 Change in fair value of financial instruments 26,482 16,781 Other financial items with no cash impact (294) 11 Share of income from associates (135) (332)

Items with no cash impact 47,823 63,456

Income tax paid (4,213) -Change in working capital requirement (122,509) (4,248)

Net cash flow from operating activities (46,944) 86,463

Acquisition of fixed assets (30,519) (16,502) Disposals of fixed assets 2 -Change in deposits and guarantees (68,734) 35,644 Net change in loans granted by the Company (10,177) 3,356

Net cash flows from investing activities (109,430) 22,497

Sums received from shareholders during capital increases 4,232 3,190 Treasury shares (8,805) 36 Proceeds from borrowings 2,159 117,494 Repayment of borrowings (1,104) (60,870) Interest paid (2,391) (2,975) Interest received 150 657 Dividends paid (10,407) (8,242)

Net cash flows used in financing activities (16,166) 49,291

Net change in cash and cash equivalents (172,540) 158,250

Cash and cash equivalents at beginning of year 364,837 31,993 Cash and cash equivalents at end of year 192,298 190,243