Bond ENGIE 2% ( FR0013284270 ) in EUR

ENGIE

100 % ⇌

France

FR0013284270 ( in EUR )

2% per year ( payment 1 time a year)

28/09/2037

Prospectus brochure of the bond ENGIE FR0013284270 en EUR 2%, maturity 28/09/2037

100 000 EUR

850 000 000 EUR

28/09/2025 ( In 161 days )

ENGIE is a global energy company focused on low-carbon energy generation and solutions, including renewable energy, natural gas, and energy services.

ENGIE issued a EUR 850,000,000 2% bond (ISIN: FR0013284270) maturing on September 28, 2037, with a minimum trading size of EUR 100,000 and currently trading at 100%, paying interest annually.

Final Terms dated 27 October 2017

ENGIE
Issue of 100,000,000 2.00 per cent. Notes due 28 September 2037
to be assimilated (assimilées) and form a single series with the existing
750,000,000 2.00 per cent. Notes due 28 September 2037
under the Euro 25,000,000,000
Euro Medium Term Note Programme
PART A CONTRACTUAL TERMS
Terms used herein shall be deemed to be defined as such for the purposes of the Conditions (the "Conditions") set
forth under the section entitled "Terms and Conditions of the Notes" in the Base Prospectus dated 11 October 2016
which is incorporated by reference in the Base Prospectus dated 16 October 2017. This document constitutes the
Final Terms of the Notes described herein for the purposes of Article 5.4 of the Directive 2003/71/EC as amended
(the "Prospectus Directive") and must be read in conjunction with the Base Prospectus dated 16 October 2017
which has received visa no. 17-552 from the Autorité des marchés financiers (the "AMF") on 16 October 2017
which constitutes a base prospectus for the purposes of the Prospectus Directive (the "Base Prospectus"), save in
respect of the Conditions which are extracted from the Base Prospectus dated 11 October 2016 which received visa
no. 16-474 from the AMF on 11 October 2016. Full information on the Issuer and the offer of the Notes is only
available on the basis of the combination of these Final Terms and the Base Prospectus. The Base Prospectus is
available for viewing on the website of the AMF (www.amf-france.org) and of ENGIE (www.engie.com) and
printed copies may be obtained from ENGIE at 1, place Samuel de Champlain, 92400 Courbevoie, France.
1.
Issuer:
ENGIE
2.
(i)
Series Number:
79

(ii) Tranche Number:
2
The Notes will be assimilated (assimilées) and form
a single series with the existing 750,000,000 2.00
per cent. Notes due 28 September 2037 (the
"Existing Notes") as from the date of assimilation
which is expected to be on or about forty (40)
calendar
days
after
the
Issue
Date
(the
"Assimilation Date")
3.
Specified Currency or
Euro ("")
Currencies:
4.
Aggregate Nominal Amount:

(i)
Series:
850,000,000

1

(ii) Tranche:
100,000,000
5.
Issue Price:
102.173 per cent. of the Aggregate Nominal Amount
of the Tranche plus an amount of 180,822
corresponding to accrued interest from, and
including, 28 September 2017 to, but excluding 31
October 2017.
6.
Specified Denominations:
100,000
7.
(i)
Issue Date:
31 October 2017

(ii) Interest Commencement
28 September 2017
Date:
8.

Maturity Date:
28 September 2037
9.
Interest Basis:
2.00 per cent. Fixed Rate
(further particulars specified below)
10.
Redemption Basis:
Subject to any purchase and cancellation or early
redemption, the Notes will be redeemed on the
Maturity Date at 100 per cent. of their nominal
amount.
11.
Change of Interest Basis:
Not Applicable

12.
Put/Call Options:
Make-Whole Redemption by the Issuer
Issuer Residual Maturity Call Option
Clean-Up Call Option
(further particulars specified below)
13.
(i)
Status of the Notes:
Unsubordinated

(ii) Date of Board approval for Resolution of the Board of Directors (Conseil
issuance of Notes obtained:
d'Administration) of the Issuer dated 14 December
2016 and decision of Mrs. Isabelle Kocher in her
capacity as Directeur Général of the Issuer dated
24 October 2017
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
14.
Fixed Rate Note Provisions
Applicable

(i)
Rate of Interest:
2.00 per cent. per annum payable in arrear on each
Interest Payment Date

(ii) Interest Payment Date(s):
28 September in each year from and including 28
September 2018 to and including the Maturity Date.

(iii) Fixed Coupon Amount:
2,000 per 100,000 in nominal amount

(iv) Broken Amount(s):
Not Applicable

2

(v) Day Count Fraction:
Actual/Actual (ICMA)

(vi) Determination Dates:
28 September in each year
15.
Floating Rate Note Provisions
Not Applicable
16.
Zero Coupon Note Provisions
Not Applicable
17.
Inflation Linked Interest Note
Not Applicable
Provisions
PROVISIONS RELATING TO REDEMPTION
18.
Call Option
Not Applicable

19.
Make-Whole Redemption by
Applicable
the Issuer

(i)
Notice period:
As per Conditions

(ii) Reference Rate:
German Government Bund DBR 4 per cent. due
January 2037 (ISIN Code: DE0001135275)

(iii) Redemption Margin:
0.20 per cent.

(iv) Party, if any, responsible for
calculating the principal and/or
interest
due
(if
not
the
Calculation Agent):
Not Applicable
20.
Residual Maturity Call Option Applicable

(i)
Call Option Date:
28 June 2037

(ii) Notice period:
As per Conditions
21.
Put Option
Not Applicable
22.
Change of Control Put Option
Not Applicable
23.
Clean-Up Call Option
Applicable

(i)
Clean-Up Call Percentage:
80 per cent.

(ii) Early Redemption
EUR 100,000 per Note
Amount:
24.
Final Redemption Amount of
EUR 100,000 per Note
each Note
25.
Early Redemption Amount

(i)
Early
Redemption
Amount(s) of each Note payable
on redemption for taxation

3

reasons (Condition 6(h)), for
illegality (Condition 6(l)) or on
event of default (Condition 9):
As per Conditions

(ii) Redemption for taxation
reasons permitted on days others
than Interest Payment Dates
(Condition 6(h)):
Yes

(iii) Unmatured Coupons to
become
void
upon
early
redemption (Materialised Bearer
Notes only) (Condition 7(f)):
Not Applicable
GENERAL PROVISIONS APPLICABLE TO THE NOTES
26.
Form of Notes:
Dematerialised Notes

(i)
Form
of
Dematerialised Bearer dematerialised form (au porteur)
Notes:

(ii) Registration Agent
Not Applicable

(iii) Temporary Global
Not Applicable
Certificate:

(iv) Applicable TEFRA
Not Applicable
exemption:
27.
Financial Centre(s) (Condition
Not Applicable
7(h)):
28.
Talons for future Coupons or
No
Receipts to be attached to
Definitive Notes (and dates on
which such Talons mature):
29.
Details relating to Instalment
Not Applicable
Notes:
30.
Redenomination,
Not Applicable
renominalisation and
reconventioning provisions:
31.
Consolidation provisions:
Not Applicable
32.
Meeting and Voting Provisions
Contractual Masse shall apply
(Condition 11):
Name and address of the Representative of the
Series:
MASSQUOTE S.A.S.U.
RCS 529 065 880 Nanterre
7bis rue de Neuilly

4

F-92110 Clichy
Mailing address :
33, rue Anna Jacquin
92100 Boulogne Billancourt
France
Represented by its Chairman
The Representative will be entitled to a
remuneration of 400 (VAT excluded) per year.
The Representative will exercise its duty until its
dissolution, resignation or termination of its duty
by a general assembly of Noteholders or until it
becomes unable to act. Its appointment shall
automatically cease on the Maturity Date, or total
redemption prior to the Maturity Date.
RESPONSIBILITY
The Issuer accepts responsibility for the information contained in these Final Terms.
Signed on behalf of ENGIE:

By:
............................................

Duly authorised

5

PART B OTHER INFORMATION
1.
(i) Listing and admission
Application has been made by the Issuer (or on its behalf) for the Notes
to trading
to be admitted to trading on the regulated market of Euronext Paris with
effect from 31 October 2017.
The Existing Notes are admitted to trading on Euronext Paris since 28
September 2017.

(ii) Estimate of total
expenses
related
to 11,700
admission to trading:
2.
RATINGS

Ratings:
The Notes to be issued are expected to be rated:

S&P: A-
Moody's: A2

Each of S&P and Moody's is established in the European Union and
registered under Regulation (EC) No 1060/2009 (as amended).
3.
INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE

Save as discussed in "Subscription and Sale", so far as the Issuer is aware, no person involved in the
offer of the Notes has an interest material to the offer.
4.
REASONS FOR THE OFFER, ESTIMATED NET PROCEEDS AND TOTAL EXPENSES

(i)
Reasons for the offer:
See "Use of Proceeds" wording in Base Prospectus.

(ii) Estimated net proceeds:
Not Applicable

(iii) Estimated total
11,700
expenses:
5.
YIELD

Indication of yield:
1.867 per cent. per annum

The yield is calculated at the Issue Date on the basis of the Issue Price. It
is not an indication of future yield
6.
OPERATIONAL INFORMATION

ISIN:
FR0013292968 before the Assimilation Date and FR0013284270 from,
and including, the Assimilation Date

Common Code:
171155070 before the Assimilation Date and 168964811 from, and
including, the Assimilation Date

Any clearing system(s)
Not Applicable
other than Euroclear Bank

6

SA/NV and Clearstream
Banking S.A. and the
relevant identification
number(s):

Delivery:
Delivery against payment

Names and addresses of
Not Applicable
additional Paying Agent(s)
(if any):

7.
DISTRIBUTION

(i)
Method of
Non-syndicated
distribution:

(ii) If syndicated:

(A) Names of Managers:
Not Applicable

(B) Stabilising
Deutsche Bank AG, London Branch
Manager(s) if any:

(iii) If non-syndicated,
Deutsche Bank AG, London Branch
name and address of

Dealer:

(iv) US Selling
Reg. S Compliance Category 2 applies to the Notes
Restrictions (Categories of
TEFRA not applicable
potential investors to which
the Notes are offered):

7