Obligation Electricite de France (EDF) 4.875% ( USF2893TAV82 ) en USD

Electricite de France (EDF)

100 % ▲

France

USF2893TAV82 ( en USD )

4.875% par an ( paiement semestriel )

21/09/2038

Prospectus brochure de l'obligation Electricite de France (EDF) USF2893TAV82 en USD 4.875%, échéance 21/09/2038

200 000 USD

650 000 000 USD

F2893TAV8

BBB ( Qualité moyenne inférieure )

Baa1 ( Qualité moyenne inférieure )

21/03/2025 ( Dans 7 jours )

EDF est une entreprise énergétique française intégrée, active dans la production, le transport, la distribution et la vente d'électricité, ainsi que dans les énergies renouvelables et les services énergétiques.

L'obligation EDF (ISIN: USF2893TAV82, CUSIP: F2893TAV8) émise en France pour un montant total de 650 000 000 USD, avec un prix actuel de 100%, offre un taux d'intérêt de 4,875%, une maturité fixée au 21/09/2038, une fréquence de paiement semestrielle, une taille minimale d'achat de 200 000 USD et est notée BBB par Standard & Poors et Baa1 par Moody's.

TERM SHEET, DATED SEPTEMBER 18, 2018

PRICING TERM SHEET
Dated September 18, 2018

EDF S.A.

$1,800,000,000 4.500% Fixed Rate Notes due September 21, 2028
$650,000,000 4.875% Fixed Rate Notes due September 21, 2038
$1,300,000,000 5.000% Fixed Rate Notes due September 21, 2048
(the "Notes")

Issuer .......................................................... EDF S.A.
Issuer's Long-Term Debt Ratings* ............ A3 (stable outlook) / A- (negative outlook) / A- (stable outlook)
(Moody's/Standard & Poor's/Fitch)
Expected Ratings of the Notes* ................. A- /A- (EXP) (Standard & Poor's/Fitch)
Pricing Date ............................................... September 18, 2018
Settlement Date** ...................................... September 21, 2018 (T+3)
Joint Bookrunners ...................................... Barclays Capital Inc.
Citigroup Global Markets Inc.
HSBC Securities (USA) Inc.
Merrill Lynch, Pierce, Fenner & Smith
Incorporated
Morgan Stanley & Co. LLC
Mizuho Securities USA LLC
RBC Capital Markets, LLC
SMBC Nikko Securities America, Inc.

Legal Format .............................................. Rule 144A/Regulation S
Title of Securities .................................
$1,800,000,000 aggregate principal amount of 4.500% Fixed Rate Notes due
September 21, 2028 (the "Ten-Year Fixed Rate Notes")
$650,000,000 aggregate principal amount of 4.875% Fixed Rate Notes due
September 21, 2038 (the "Twenty-Year Fixed Rate Notes")
$1,300,000,000 aggregate principal amount of 5.000% Fixed Rate Notes due
September 21, 2048 (the "Thirty-Year Fixed Rate Notes")

Principal Amount ....................................... Ten-Year Fixed Rate Notes: $1,800,000,000

Twenty-Year Fixed Rate Notes: $650,000,000
Thirty-Year Fixed Rate Notes: $1,300,000,000
Maturity Date ............................................. Ten-Year Fixed Rate Notes: September 21, 2028
Twenty-Year Fixed Rate Notes: September 21, 2038
Thirty-Year Fixed Rate Notes: September 21, 2048
Interest Rate ............................................... Ten-Year Fixed Rate Notes: 4.500% per annum, payable semi-annually in arrears
Twenty-Year Fixed Rate Notes: 4.875% per annum, payable semi-annually in
arrears
Thirty-Year Fixed Rate Notes: 5.000% per annum, payable semi-annually in
arrears
Date Interest Starts Accruing ..................... September 21, 2018
Reoffer Price .............................................. Ten-Year Fixed Rate Notes: 98.788% per Note plus accrued interest, if any, from
September 21, 2018
Twenty-Year Fixed Rate Notes: 97.261% per Note plus accrued interest, if any,
from September 21, 2018
Thirty-Year Fixed Rate Notes: 97.052% per Note plus accrued interest, if any,
from September 21, 2018
Benchmark Treasury .................................. Ten-Year Fixed Rate Notes: 2.875% due August 15, 2028
Twenty-Year Fixed Rate Notes: 3.125% due May 15, 2048
Thirty-Year Fixed Rate Notes: 3.125% due May 15, 2048
Benchmark Treasury Price and Yield ........ Ten-Year Fixed Rate Notes: 98-15+, 3.053%
Twenty-Year Fixed Rate Notes: 98-21, 3.195%
Thirty-Year Fixed Rate Notes: 98-21, 3.195%
Spread to Benchmark Treasury .................. Ten-Year Fixed Rate Notes: 160 basis points
Twenty-Year Fixed Rate Notes: 190 basis points
Thirty-Year Fixed Rate Notes: 200 basis points
Reoffer Yield to Maturity........................... Ten-Year Fixed Rate Notes: 4.653%
Twenty-Year Fixed Rate Notes: 5.095%
Thirty-Year Fixed Rate Notes: 5.195%
Day Count Fraction .................................... Ten-Year Fixed Rate Notes: 30/360
Twenty-Year Fixed Rate Notes: 30/360
Thirty-Year Fixed Rate Notes: 30/360
Interest Payment and Record Dates ........... Ten-Year Fixed Rate Notes: March 21 and September 21 to holders of record on
February 28 and August 31 immediately preceding the related interest payment
date
Twenty-Year Fixed Rate Notes: March 21 and September 21 to holders of record
on February 28 and August 31 immediately preceding the related interest
payment date
Thirty-Year Fixed Rate Notes: March 21 and September 21 to holders of record
on February 28 and August 31 immediately preceding the related interest

payment date
First Interest Payment Date ........................ Ten-Year Fixed Rate Notes: March 21, 2019 (for interest accrued from and
including September 21, 2018 up to, but excluding, March 21, 2019)
Twenty-Year Fixed Rate Notes: March 21, 2019 (for interest accrued from and
including September 21, 2018 up to, but excluding, March 21, 2019)
Thirty-Year Fixed Rate Notes: March 21, 2019 (for interest accrued from and
including September 21, 2018 up to, but excluding, March 21, 2019)
Day Count/Business Day Convention ........ Interest on the Fixed Rate Notes will be calculated on the basis of a 360-day year
of twelve 30-day months.
If the due date for any payment in respect of any Fixed Rate Note is not a
Business Day (as defined below), the Holder thereof will not be entitled to
payment of the amount due until the next succeeding Business Day, and will not
be entitled to any further interest or other payment as a result of any such delay.
Rule 144A CUSIP ...................................... Ten-Year Fixed Rate Notes: 268317 AU8
Twenty-Year Fixed Rate Notes: 268317AV6
Thirty-Year Fixed Rate Notes: 268317 AT1
Regulation S CUSIP ................................... Ten-Year Fixed Rate Notes: F2893T AU0
Twenty-Year Fixed Rate Notes: F2893TAV8
Thirty-Year Fixed Rate Notes: F2893T AT3
Rule 144A ISIN ......................................... Ten-Year Fixed Rate Notes: US268317AU88
Twenty-Year Fixed Rate Notes: US268317AV61
Thirty-Year Fixed Rate Notes: US268317AT16
Regulation S ISIN ...................................... Ten-Year Fixed Rate Notes: USF2893TAU00
Twenty-Year Fixed Rate Notes: USF2893TAV82
Thirty-Year Fixed Rate Notes: USF2893TAT37
Business Day .............................................. A day other than a Saturday, Sunday or other day on which commercial banking
institutions are authorized or required by law to close in New York City or Paris,
France.
Denominations ........................................... $200,000 and integral multiples of $1,000 in excess thereof
Clearing System(s) .................................... DTC and its participants, including Euroclear Bank S.A./N.V., as operator of the
Euroclear System ("Euroclear") and Clearstream Banking, société anonyme
("Clearstream").
Ranking ...................................................... The Notes will be the Issuer's senior unsecured obligations, ranking equally in
right of payment with all of the Issuer's existing and future senior unsecured debt
(save for certain mandatory exemptions provided by French law). The Notes will
rank equally with each other.
Additional Amounts ................................... All payments in respect of the Notes will be made without withholding or
deduction for any taxes or other governmental charges, except to the extent
required by law. If withholding or deduction is required by law, subject to certain
exceptions, the Issuer will pay additional amounts so that the net amount Holders
receive is no less than the amount that Holders would have received in the
absence of such withholding or deduction.
Optional Redemption ................................ Prior to the applicable Par Call Date, the Issuer may redeem the relevant series of
Notes, in whole or in part, at any time or from time to time prior to their maturity,

at its option, giving not less than 30 nor more than calendar 60 days' notice to
each Holder of such Notes with a copy to the Fiscal Agent (which notice shall be
irrevocable). Upon redemption, the Issuer will pay a redemption price equal to
the greater of (i) 100% of the principal amount of the relevant series of Notes to
be redeemed and (ii) as determined by the Fiscal Agent, the sum of the present
values of the remaining scheduled payments of principal on the Notes of such
series to be redeemed through the relevant Par Call Date (exclusive of any
portion of such payments of interest accrued as of the date of redemption)
discounted to the redemption date on a semiannual basis (assuming a 360-day
year consisting of twelve 30-day months) at a rate equal to the Treasury Rate plus
(a) 25 basis points with respect to the Ten-Year Fixed Rate Notes, (b) 30 basis
points with respect to the Twenty-Year Fixed Rate Notes and (c) 30 basis points
with respect to the Thirty-Year Fixed Rate Notes, plus in each case accrued and
unpaid interest on the principal amount being redeemed to (but excluding) the
date of redemption.
"Treasury Rate" means, with respect to any redemption date, the rate per annum
equal to (i) Treasury Yield to Maturity of the Comparable Treasury Issue or (ii) if
there are two Comparable Treasury Issues, the rate determined by interpolation
(on a day count basis) of the Treasury Yields to Maturity for the Comparable
Treasury Issues for a maturity equal to the Remaining Life of the Notes.
"Treasury Yield to Maturity" means, with respect to any Comparable Treasury
Issue, the semi-annual equivalent yield to maturity of that Comparable Treasury
Issue assuming a price for that Comparable Treasury Issue (expressed as a
percentage of its principal amount) equal to the Comparable Treasury Price of
such Comparable Treasury Issue for such redemption date.
"Comparable Treasury Issue" means the United States Treasury security or
securities selected by an Independent Investment Banker as having an actual or
interpolated maturity most comparable to the remaining term ("Remaining Life")
of the Fixed Rate Notes to be redeemed (assuming , for this purpose, that such
series of Fixed Rate Notes matured on the applicable Par Call Date) that would
be utilized, at the time of selection and in accordance with customary financial
practice, in pricing new issues of corporate debt securities of a comparable
maturity to the Remaining Life of such series of Fixed Rate Notes.
"Comparable Treasury Price" means, with respect to any redemption date, (A)
the average of the Reference Treasury Dealer Quotations for such redemption
date, after excluding the highest and lowest such Reference Treasury Dealer
Quotations, or (B) if the Independent Investment Banker obtains fewer than four
such Reference Treasury Dealer Quotations, the average of all such quotations.
"Independent Investment Banker" means one of the Reference Treasury
Dealers appointed by us.
"Reference Treasury Dealer" means each of Barclays Capital Inc., Citigroup
Global Markets Inc., HSBC Securities (USA) Inc., Merrill Lynch, Pierce, Fenner
& Smith Incorporated and Morgan Stanley & Co. LLC, or their affiliates which
are primary U.S. Government securities dealers, and their respective successors
and at least one other primary U.S. Government securities dealers in The City of
New York (a "Primary Treasury Dealer") designated by us; provided, however,
that if any of the foregoing or their affiliates shall cease to be a Primary Treasury
Dealer, we shall substitute therefor another Primary Treasury Dealer.
"Reference Treasury Dealer Quotations" means, with respect to each
Reference Treasury Dealer and any redemption date, the average, as determined
by the Independent Investment Banker, of the bid and asked prices for the
Comparable Treasury Issue (expressed in each case as a percentage of its

principal amount) quoted in writing to the Independent Investment Banker by the
Reference Treasury Dealers at 3:30 p.m. New York time on the third business
day preceding such redemption date.
Residual Maturity Call Option ................... The Issuer may, on giving not less than 15 nor more than 30 days' irrevocable
notice, at any time or from time to time from and including the date three months
prior to the applicable Maturity Date for the Ten-Year Fixed Rate Notes (the
"Ten-Year Notes Par Call Date") and six months prior to the applicable
Maturity Date for the Twenty-Year Fixed Rate Notes, and the Thirty-Year Fixed
Rate Notes (the "Other Notes Par Call Date" and together with the Ten-Year
Notes Par Call Date, the "Par Call Date"), redeem, in whole or in part, the Notes
at par plus any accrued and unpaid interest accrued to, but excluding, the date
fixed for redemption.
Tax Redemptions ....................................... The Issuer may redeem, in whole but not in part, all of any series of the Notes at
a redemption price of 100% of the principal amount thereof, plus accrued and
unpaid interest, if any, to (but excluding) the redemption date, if the Issuer or any
surviving entity would become obligated to pay certain additional amounts, as
described above, as a result of certain changes in tax laws or certain other
circumstances.
Transfer Restrictions .................................. The Notes have not been registered under the Securities Act or any other
applicable securities laws and are subject to restrictions on transferability and
resale.
No Prior Market ......................................... The Notes will be new securities for which there is currently no market.
Stabilization Managers ............................... Barclays Capital Inc., Citigroup Global Markets Inc., HSBC Securities (USA)
Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated and Morgan Stanley &
Co. LLC.
Listing ........................................................ None.
Fiscal Agent ............................................... Citibank, N.A., London Branch
Paying Agent and Transfer Agent .............. Citibank, N.A., London Branch
Registrar ..................................................... Citibank, N.A., London Branch
Governing Law .......................................... The Fiscal Agency Agreement and the Notes will be governed by the laws of the
State of New York.
Use of Proceeds .......................................... The Issuer intends to use the net proceeds of this offering for general corporate
purposes.

*Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to
revision or withdrawal at any time.
**Note: Delivery of the Notes will be made against payment therefor on September 21, 2018, which will be the
third business day following the date of pricing of the Notes, or "T+3". Trades in many secondary markets
generally settle in two business days, unless the parties to any such trade expressly agree otherwise.
Accordingly, purchasers who wish to trade Notes on the date of pricing or the next succeeding business days
will be required, by virtue of the fact that the Notes initially settle in T+3, to specify an alternate settlement
arrangement at the time of any such trade to prevent a failed settlement. Purchasers of the Notes who wish to
trade the Notes prior to their date of delivery hereunder should consult their advisers.
The information in this pricing term sheet supplements the Issuer's preliminary offering memorandum, dated
September 18, 2018 (the "Preliminary Offering Memorandum"), and supersedes the information in the

Preliminary Offering Memorandum to the extent inconsistent with the information in the Preliminary
Offering Memorandum. Except as stated herein, this pricing term sheet is qualified in its entirety by reference
to the Preliminary Offering Memorandum. You may obtain a copy of the Preliminary Offering Memorandum
and Final Offering Memorandum (when available) for this transaction by calling Barclays Capital Inc. at +1-
888-603-5847, Citigroup Global Markets Inc. at +1-800-831-9146, HSBC Securities (USA) Inc. at +1-866-811-
8049, Merrill Lynch, Pierce, Fenner & Smith Incorporated at +1-800-294-1322, and Morgan Stanley & Co.
LLC at +1-866-718-1649.
This notice shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of the
securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful. The Notes will be
offered to qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the
"Securities Act"), and to non-U.S. persons in offshore transactions outside the United States in accordance with
Regulation S thereunder. The securities have not been registered under the Securities Act or any state securities laws,
and may not be offered or sold in the United States or to U.S. persons absent registration or an applicable exemption
from the registration requirements of the Securities Act. The Securities have not been approved or disapproved by
the SEC or any state securities commission, nor has the SEC or any state securities commission passed upon the
accuracy or adequacy of the Offering Memorandum. Any representation to the contrary is a criminal offense.
Any disclaimer or other notice that may appear below is not applicable to this communication and should be
disregarded. Such disclaimer or notice was automatically generated as a result of this communication being sent by
Bloomberg or another email system.