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Wendel

Capital/Financing Update Oct 11, 2016

1769_iss_2016-10-11_ca67f9ea-21d2-4848-9372-a8c3343ac8af.pdf

Capital/Financing Update

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NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION TO ANY U.S. PERSON OR IN OR INTO CANADA, JAPAN, AUSTRALIA OR THE UNITED STATES (EACH AS DEFINED IN REGULATION S UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED) OR IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS PRESS RELEASE.

PRESS RELEASE – OCTOBER 1 1 , 2016

Wendel successful issue of €300 million in a 6.5-year bond bearing interest at 1%

Wendel has today successfully placed a €300 million bond issue maturing in April 2023 with a coupon of 1%.

The issue was very well received by investors and was nearly 4 times oversubscribed. The bonds were placed with an international investor base, mainly French (32%), German (31%) and British (14%).

Wendel will use the net proceeds of the issue for its general corporate purposes, to repurchase the bonds that will be tendered under the offer announced today and to continue improving its financial structure.

The tender offer to repurchase bonds due in August 2017, April 2018, September 2019 and January 2021, up to a maximum tender consideration of €750 million (excluding accrued interests), aims to further optimize the cost and the maturity of Wendel's debt.

Bond issue characteristics:

Total amount of the issue €300 million
Maturity April 20; 2023
Reoffer / Issue price 99.708%
Yield 1.047%
Coupon 1%
Listing Euronext Paris

The bond issue was carried out by SG CIB, acting as Sole Global Coordinator, CM-CIC, Bank of America Merrill Lynch and Natixis acting as Active Bookrunners.

Disclaimer

This press release does not constitute an offer of securities in the United States of America. These securities may not be offered or sold in the United States of America unless they are registered or exempt from registration under the US Securities Act of 1933, as amended.

This press release is an advertisement and is not a prospectus as required under Directive 2003/71/EC, as amended by the Directive 2010/73/EU (the "Directive"). A prospectus will be prepared and made available to the public, in compliance with the Directive, as part of admitting the bonds to trading on the Euronext regulated market in Paris.

This press release does not constitute an offer of securities in France or in any other country. The bonds are the subject of a private placement in France with (i) persons providing investment management services to third parties and/or (ii) qualified investors

acting for their own account, as defined, and in accordance with Articles L.411-2 and D.411-1 to D.411-3 of the Monetary and Financial Code, and outside France. No prospectus related to the placement of the bonds has been approved by a competent authority of a European Economic Area Member State.

Wendel will undertake no action as part of this placement with a view to making a public offering in France or abroad. The dissemination of this press release in any country where such dissemination could constitute a violation of applicable legislation is prohibited.

This press release may be sent to persons located in the United Kingdom only under circumstances wherein section 21(1) of the Financial Services and Markets Act 2000 does not apply.

Calendar

12/1/2016

2016 Investor Day / Publication of NAV and trading update (pre-market release)

In London

3/23/2017

2016 full-year earnings / Publication of NAV (pre-market release) In Paris

5/18/2017

Shareholders' Meeting / Publication of NAV and trading update (before Shareholders' Meeting)

In Paris

9/7/2017

H1 2017 earnings / Publication of NAV (pre-market release)

By conference call

11/30/2017

2017 Investor Day / Publication of NAV and trading update (pre-market release)

About Wendel

Wendel is one of Europe's leading listed investment firms. The Group invests internationally, in companies that are leaders in their field, such as Bureau Veritas, Saint-Gobain, Cromology, Stahl, IHS, Constantia Flexibles and Allied Universal. Wendel plays an active role as industry shareholder in these companies. It implements long-term development strategies, which involve boosting growth and margins of companies so as to enhance their leading market positions. Through Oranje-Nassau Développement, which brings together opportunities for investment in growth, diversification and innovation, Wendel is also a shareholder of exceet in Germany, Mecatherm in France, Nippon Oil Pump in Japan, Saham Group and SGI Africa in Africa and CSP Technologies in the United States.

Wendel is listed on Eurolist by Euronext Paris.

For more information: www.wendelgroup.com Follow us on Twitter @WendelGroup and@_FLemoine_

Standard & Poor's ratings: Long-term: BBB-, stable outlook – Short-term: A-3 since July 7, 2014. Wendel is the Founding Sponsor of Centre Pompidou-Metz. In recognition of its long-term patronage of the arts, Wendel received the distinction of "Grand Mécène de la Culture" in 2012.

Christine Anglade-Pirzadeh: +33 (0)1 42 85 63 24 Olivier Allot: +33 (0)1 42 85 63 73 [email protected] [email protected]

Caroline Decaux: +33 (0)1 42 85 91 27 Elisa Muntean: +33 (0)1 42 85 63 67 [email protected] [email protected]

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