| Ranking of the OCEANEs Green bonds | The OCEANEs Green bonds constitute direct, unconditional, unsecured, unsubordinated obligations of the Company, ranking without preference among themselves and, subject to certain legal exceptions, pari passu with the Company’s other present or future unsubordinated and unsecured obligations. |
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| Maintaining the ranking of the OCEANEs Green bonds | Maintaining the ranking of the OCEANEs Green bonds The OCEANEs Green bonds constitute direct, unconditional, unsecured, unsubordinated obligations of the Company, ranking without preference among themselves and, subject to certain legal exceptions, pari passu with the Company’s other present or future unsubordinated and unsecured obligations.As long as the OCEANEs Green bonds are outstanding, the Company shall not grant a security interest in any of its present or future assets or income to secure any indebtedness in the form of financial securities, nor shall it grant any guarantee or indemnity in respect of any such indebtedness, unless the OCEANEs Green bonds benefit at the same time from the same security interests. |
| Nominal rate - Interest | Nominal rate - Interest The OCEANEs Green bonds constitute direct, unconditional, unsecured, unsubordinated obligations of the Company, ranking without preference among themselves and, subject to certain legal exceptions, pari passu with the Company’s other present or future unsubordinated and unsecured obligations.The OCEANEs Green bonds do not bear interest. |
| Rating of the Issue | Rating of the Issue The OCEANEs Green bonds constitute direct, unconditional, unsecured, unsubordinated obligations of the Company, ranking without preference among themselves and, subject to certain legal exceptions, pari passu with the Company’s other present or future unsubordinated and unsecured obligations.The Issue has not been the subject of a rating request. |
| Term of the loan | Term of the loan The OCEANEs Green bonds constitute direct, unconditional, unsecured, unsubordinated obligations of the Company, ranking without preference among themselves and, subject to certain legal exceptions, pari passu with the Company’s other present or future unsubordinated and unsecured obligations.4 years from the settlement date of the OCEANEs Green bonds. |
| Maturity date of the OCEANEs Green bonds | Maturity date of the OCEANEs Green bonds The OCEANEs Green bonds constitute direct, unconditional, unsecured, unsubordinated obligations of the Company, ranking without preference among themselves and, subject to certain legal exceptions, pari passu with the Company’s other present or future unsubordinated and unsecured obligations.14 September 2024 (the “ Maturity Date”). |
| Normal amortisation of the OCEANEs Green bonds | Normal amortisation of the OCEANEs Green bonds The OCEANEs Green bonds constitute direct, unconditional, unsecured, unsubordinated obligations of the Company, ranking without preference among themselves and, subject to certain legal exceptions, pari passu with the Company’s other present or future unsubordinated and unsecured obligations.Unless previously converted, exchanged, redeemed or bought-back and cancelled, the OCEANEs Green bonds shall be redeemed in full at par on the Maturity Date (or the first business day thereafter if such date is not a business day). |
| Early amortisation of the OCEANEs Green bonds at the discretion of the Company | Early amortisation of the OCEANEs Green bonds at the discretion of the Company The OCEANEs Green bonds constitute direct, unconditional, unsecured, unsubordinated obligations of the Company, ranking without preference among themselves and, subject to certain legal exceptions, pari passu with the Company’s other present or future unsubordinated and unsecured obligations.The Company may elect to redeem early the OCEANEs Green bonds in full and at par: at any time, without limitation as to price or quantity, by way of a buy-back on or off the stock exchange or by way of redemption or exchange offers; at any time, subject to 30 to 60 calendar days’ notice, by redemption at par of all outstanding OCEANEs Green bonds, in the event that: − as from 14 September 2022, inclusive, until the Maturity Date, exclusive, the arithmetic average of the weighted average prices of the EDF share recorded on Euronext Paris (calculated over a period of 20 consecutive trading days chosen by the Company from among the 40 consecutive trading days preceding the date of publication of the notice of early redemption) multiplied by the conversion/exchange ratio (over the same period) exceeds 130% of the par value of the OCEANEs Green bonds; or − the number of outstanding OCEANEs Green bonds is less than 20% of the number of OCEANEs Green bonds initially issued. |
| Accelerated maturity of the OCEANEs Green bonds | Accelerated maturity of the OCEANEs Green bonds The OCEANEs Green bonds constitute direct, unconditional, unsecured, unsubordinated obligations of the Company, ranking without preference among themselves and, subject to certain legal exceptions, pari passu with the Company’s other present or future unsubordinated and unsecured obligations.Possible, at par value, in the event of the occurrence of certain events ((e.g. breach of the terms and conditions of the OCEANEs Green bonds by the Company), triggered by a decision of the General Meeting of the holders by a two-thirds majority. |
| Early amortisation at the discretion of the holders of OCEANEs Green bonds in the event of delisting | Early amortisation at the discretion of the holders of OCEANEs Green bonds in the event of delisting The OCEANEs Green bonds constitute direct, unconditional, unsecured, unsubordinated obligations of the Company, ranking without preference among themselves and, subject to certain legal exceptions, pari passu with the Company’s other present or future unsubordinated and unsecured obligations.Possible, at par value, triggered by a decision of the General Meeting of the holders by a two-thirds majority |
| Rights attached to the OCEANEs Green bonds / Share Allotment Right | Rights attached to the OCEANEs Green bonds / Share Allotment Right The OCEANEs Green bonds constitute direct, unconditional, unsecured, unsubordinated obligations of the Company, ranking without preference among themselves and, subject to certain legal exceptions, pari passu with the Company’s other present or future unsubordinated and unsecured obligations.Nature of the Share Allotment Right Holders of OCEANEs Green bonds shall have a right to convert or exchange their OCEANEs Green bonds into new and/or existing shares of the Company (the Share Allotment Right”). Exercise Period for the Share Allotment Right At any time from and including the day after the ninetieth day following the Issue Date (i.e. 14 December 2020) until and including the seventh business day preceding the Maturity Date or the early redemption date. Terms governing the distribution of the ordinary shares delivered in the event of the exercise of the Share Allotment Right On the Issue Date of the OCEANE Green bonds, the conversion and/or exchange ratio of the OCEANEs Green bonds is one share per OCEANE Green bonds, subject to customary adjustments, including anti-dilution adjustments and adjustments related to the payment of a dividend, as described in the terms and conditions of the OCEANEs Green bonds (the “Share Allotment Ratio”). In the event that said right is exercised, the holders of OCEANEs Green bonds shall receive, at the discretion of the Company, new shares of the Company, existing shares or a combination of both. The total number of new and/or existing ordinary shares of the Company shall be determined by the calculation agent and shall be equal, for each holder of OCEANEs Green bonds, to the Share Allotment Ratio in effect on the Date of Exercise multiplied by the number of OCEANEs Green bonds transferred to the centralising agent for which the Share Allotment Right has been exercised. Suspension of the Share Allotment Right In the event of a capital increase or the issue of new shares in the Company or securities giving access to the Company’s share capital or any other financial transaction involving a preferential subscription right or reserving a priority subscription period in favour of the Company’s shareholders, as well as in the event of a merger or demerger, the Company reserves the right to suspend the exercise of the Share Allotment Right for a period which may not exceed three months or any other period set by the applicable regulations, the exercise of said option shall in no event cause the holders of OCEANEs Green bonds to lose their Share Allotment Right. |
| Enjoyment and listing of the underlying shares | Enjoyment and listing of the underlying shares The OCEANEs Green bonds constitute direct, unconditional, unsecured, unsubordinated obligations of the Company, ranking without preference among themselves and, subject to certain legal exceptions, pari passu with the Company’s other present or future unsubordinated and unsecured obligations.The new shares shall be entitled to current dividends from the date on which they are delivered. They shall be immediately treated as existing shares and shall be subject to periodic requests for admission to trading on Euronext Paris, on the same trading line as the existing shares.The existing shares delivered as a result of the exchange of the OCEANEs Green bonds shall carry current dividend rights as from the date of their delivery, shall be listed on Euronext Paris and shall be immediately tradable on the stock exchange. |
| Currency of the issue | Currency of the issue The OCEANEs Green bonds constitute direct, unconditional, unsecured, unsubordinated obligations of the Company, ranking without preference among themselves and, subject to certain legal exceptions, pari passu with the Company’s other present or future unsubordinated and unsecured obligations.Euro. |
| Governing Law | Governing Law The OCEANEs Green bonds constitute direct, unconditional, unsecured, unsubordinated obligations of the Company, ranking without preference among themselves and, subject to certain legal exceptions, pari passu with the Company’s other present or future unsubordinated and unsecured obligations.French Law. |
