Voltalia SA — Remuneration Information 2019

Sep 26, 2019

September 26, 2019

Voltalia launches its first Employee Share Purchase Plan "ESPP Voltalia"

Voltalia (Euronext Paris ISIN code: FR0011995588), international player in renewable energies, announces the implementation of its first Employee Share Purchase Plan. This initiative is part of the Group's stated desire to involve its employees over the long term in its ambitious entrepreneurial project.

"Voltalia's employees embody and carry out the company's mission: thanks to their commitment, the Group has experienced spectacular developments since its creation, while laying the foundations for future growth. At a time when the Group has set its new ambitions by 2023, I am delighted to be able to associate the Voltalians to the value creation of this new phase of expansion, "commented Sébastien Clerc, CEO of Voltalia.

This plan takes the form of an offer of existing shares reserved for Voltalia Group employees in France, Brazil and Portugal within the framework of the Voltalia Group Savings Plan.

With this Plan, Voltalia is entering into a new step after the launch of the profit-sharing scheme at the end of 2017, for a first year of application in 2018, by offering the eligible employees the opportunity to purchase Voltalia SA shares on preferential terms.

The subscription period is between 26 September 2019 and 08 October 2019 inclusive.

The terms of this Plan are described below.

Details of the Plan

Issuing Company VOLTALIA Euronext Paris (France) – B compartment ISIN code: FR0011995588 Value admitted to the Deferred Settlement Services (SRD) of Voltalia

Objectives of the Plan – reasons for the offer

The company's Board of Directors decided on March 18, 2019 to implement an Employee Share Purchase Plan.

This offer of existing shares under the Voltalia Group Savings Plan is available to Group employees who are eligible for the Voltalia Group Savings Plan in France, Brazil and Portugal. Employees will acquire the shares directly.

Offered securities

The maximum number of existing shares proposed is 0.3% of the share capital and voting rights of the company.

The company's Board of Directors has set the subscription price on September 25, 2019 at € 8,03. This price is equal to the average of the 20 opening prices of Voltalia shares on the Euronext Paris market prior to the date on which the subscription price is set, less a 20% discount.

Subscription conditions

The beneficiaries

The beneficiaries of the existing share offered are Voltalia Group employees and executive directors eligible to the Voltalia Group Savings Plan in France, Brazil and Portugal, who have been employed for at least three months.

The companies included in the scope of the offering are Voltalia and the companies in which Voltalia holds a majority interest which are related to Voltalia within the meaning of Article L. 225-180 of the French Commercial Code and Article L. 3344-1 of the French Labour Code. In addition, these companies must have joined the Voltalia Group Savings Plan and their registered office must be located in France, Brazil and Portugal, subject to obtaining local authorizations, where applicable.

Subscription formula

Beneficiaries can subscribe to a "classic" formula with a 20% discount and an employer matching contribution under the PEG. Beneficiaries who subscribe to the offer will be exposed to both upward and downward changes in the share price.

Other subscription's conditions

• This Plan is an offer of existing shares.
• Subscription terms: the shares will be subscribed directly.
• Matching contribution: A matching contribution up to a maximum of €2000 per €1000 invested.
• Voting rights: the employees will exercise the voting rights individually.
• Subscription's cap: the annual payments of the beneficiaries may not exceed one quarter of their gross annual remuneration.
• Holding period of Voltalia's shares: the subscribers to the offer must keep the subscribed shares until June 1, 2024, unless an early exist event occurs.

Indicative timetable for the plan

• Subscription period: from September 26, 2019 (inclusive) to October 08, 2019 (inclusive).
• Settlement / Payment and delivery of the offer: scheduled for October 30, 2019 for information purposes only.

Legal notice

This press release does not constitute an offer to sell or a solicitation to purchase VOLTALIA shares. The offer of VOLTALIA shares reserved for employees will be made only in countries where such an offer has been registered with the competent local authorities and/or following the approval of a prospectus by the competent local authorities, or as part

of an exemption from the obligation to draw up a prospectus or to register the offer. More generally, the offer will only be made in countries where all required registration procedures and/or notifications have been completed and authorizations obtained. This press release is not intended for, and copies of it should not be sent to, countries in which such a prospectus has not been approved or such an exemption is not available or in which all required registration and/or notification procedures have not yet been completed or authorizations have not been obtained.

Contact

For any question relating to this offer, beneficiaries may contact their local contact.

This Press release is the information document required by article 223-3 of AMF General Regulation, and the 2016-04 instruction of January 15, 2018.

About Voltalia ( www.voltalia.com)

Voltalia is an international player in the renewable energy sector. The Group produces and sells electricity generated from wind, solar, hydraulic, biomass and storage facilities that it owns and operates.

Voltalia is also a service provider and supports its investor clients in renewable energy projects during all phases, from design to operation and maintenance.

Voltalia has generating capacity in operation and under construction of more than 1 GW and a portfolio of projects under development representing total capacity of 7.1 GW, of which 0.6 GW is secured.

The Group has 697 employees and is present in 18 countries on 4 continents and is able to act worldwide on behalf of its clients.

Voltalia is listed on the regulated market of Euronext Paris, compartment B (FR0011995588 – VLTSA) and is part of the Enternext Tech 40 and CAC Mid & Small indices. The Group is also included in the Gaïa-Index, an index for socially responsible midcaps.

Voltalia Investor Relations: invest@voltalia.com +33 (0)1 81 70 37 00

Actifin Press Contact: Jennifer Jullia jjullia@actifin.fr +33 (0)1 56 88 11 11