Fugro N.V.

Capital/Financing Update • Feb 21, 2020

NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE IN OR INTO AUSTRALIA, CANADA OR JAPAN OR IN ANY OTHER JURISDICTION IN WHICH OFFERS OR SALES OF SECURITIES WOULD BE PROHIBITED BY APPLICABLE LAW. PLEASE SEE THE IMPORTANT NOTICES AT THE END OF THIS PRESS RELEASE.

Press Release

Leidschendam, 21 February 2020

Fugro announces launch of EUR 500 million senior secured notes

Fugro N.V., hereinafter the "Company" or "Fugro", announces that it has launched an offering (the "Offering") of euro-denominated senior secured notes due 2025, in an aggregate principal amount of EUR 500 million. Fugro intends to use the proceeds from the Offering, along with the EUR 81.8 million proceeds from the issuance of new shares announced 19 February 2020, proceeds from recent divestments and cash on the balance sheet, to repay in full the current EUR 575 million Revolving Credit Facility, to buy back any and all of the EUR 190 million Convertible Bonds due 2021, as announced on 19 February 2020, to pay various fees, expenses and costs related to the Offering, including accrued interest and premium on the debt being repaid. There can be no assurance that the Offering, the repayment or the buyback (both as described above) will be completed.

For more information please contact

Media	Investors
Martine Langerak	Catrien van Buttingha Wichers
m.langerak@fugro.com	c.vanbuttingha@fugro.com
+31 70 31 11147	+31 70 31 15335
+31 6 5313 1604	+31 6 1095 4159

About Fugro

Fugro is the world's leading Geo-data specialist, collecting and analysing comprehensive information about the Earth and the structures built upon it. Adopting an integrated approach that incorporates acquisition and analysis of Geo-data and related advice, Fugro provides solutions. With expertise in site characterisation and asset integrity, clients are supported in the safe, sustainable and efficient design, construction and operation of their assets throughout the full lifecycle.

Employing approximately 10,000 talented people in 65 countries, Fugro serves clients around the globe, predominantly in the energy and infrastructure industries, both offshore and onshore. In 2019, revenue amounted to EUR 1.6 billion. The company is listed on Euronext Amsterdam.

Regulated Information

This press release contains information that qualifies or may qualify as inside information within the meaning of Article 7(1) of the EU Market Abuse Regulation.

Cautionary Statement

This press release is for information purposes only and does not constitute a prospectus or any offer to sell or the solicitation of an offer to buy any security in the United States of America or in any other jurisdiction. The Senior Secured Notes are being offered only to qualified institutional buyers in accordance with Rule 144A under the U.S. Securities Act of 1933, as amended (the "Securities Act") and outside the United States in "offshore transactions" to non-U.S. persons in accordance with Regulation S under the Securities Act. The Senior Secured Notes have not been and will not be registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

This press release does not constitute and shall not, in any circumstances, constitute an invitation to the public in connection with any offer or constitute any offer to the public, each within the meaning of Regulation (EU) 2017/1129 (as amended or superseded, the "Prospectus Regulation"). The offer and sale of the Senior Secured Notes will be made pursuant to an exemption under the Prospectus Regulation from the requirement to produce a prospectus for offers of securities. This press release is only being distributed to, and is directed only at, persons who are (A) outside the United Kingdom, or (B) "qualified investors" (as defined in the Prospectus Regulation), who (i) have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Financial Promotion Order"), (ii) are high net worth entities falling within Article 49(2)(a) to (d) of the Financial Promotion Order, or (iii) are other persons to whom it may otherwise lawfully be communicated (all such persons together being referred to as "relevant persons"). In the UK, any investment activity and the Senior Secured Notes to which this press release relates are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such Senior Secured Notes will be engaged in only with, relevant persons. This press release and its contents must not be acted on or relied on by persons who are not relevant persons. In any EEA Member State this press release is not addressed to and is not directed at any retail investor in the European Economic Area ("EEA") or the United Kingdom, as the Senior Secured Notes may not be offered, sold or otherwise made available to retail investors in the EEA or the United Kingdom. For these purposes, the expression "retail investor" means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, "MiFID II"); or (ii) a customer within the meaning of Directive (EU) 2016/97, where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in the Prospectus Regulation. Consequently, no key information document required by Regulation (EU) No 1286/2014 (as amended) has been prepared.

This press release is for information purposes only and does not constitute an invitation or inducement to engage in investment activity in the United Kingdom or any EEA Member State. Recipients of this communication must not rely on its contents for the purposes of taking any investment decision.

The distribution of this press release into certain jurisdictions may be restricted by law. Persons into whose possession this press release comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

No money, securities or other consideration is being solicited, and, if sent in response to the information contained herein, will not be accepted.

Forward-Looking Statements

This press release may include "forward-looking statements" within the meaning of the securities laws of certain applicable jurisdictions. In some cases, these forward-looking statements can be identified by the use of forward-looking terminology, including the words "believes," "could," "estimates," "anticipates," "expects," "intends," "may," "will," "plans," "continue," "ongoing," "potential," "predict," "project," "target," "seek," "should" or "would" or, in each case, their negative or other variations or comparable terminology or by discussions of strategies, plans, objectives, targets, goals, future events or intentions. These forward-looking statements include all matters that are not historical facts. Any forward-looking statements used herein are based on a number of assumptions and estimates and are subject to known and unknown risks, uncertainties and other factors that may or may not occur in the future. As such, we caution you that forward-looking statements are not guarantees of future performance and that our actual results of operations, including our financial condition and liquidity and the development of the industry in which we operate, may differ materially from those expressed or implied by our forward-looking statements.