SUEZ ENVIRONNEMENT (EPA:SEV) SUEZ LAUNCHES SHARING 2017, ITS THIRD WORLDWIDE SHAREHOLDING PLAN RESERVED FOR GROUP EMPLOYEES

Transparency directive : regulatory news

14/09/2017 18:04

Paris, 14 September 2017

SUEZ LAUNCHES SHARING 2017, ITS THIRD WORLDWIDE SHAREHOLDING PLAN RESERVED FOR
                                GROUP EMPLOYEES

SUEZ offers its employees in France and around the world a chance to subscribe
to SHARING, its third shareholding plan reserved for employees.

SHARING 2017 is aimed at the Group's more than 76,000 employees in 20
countries: Belgium, Brazil, Canada, Chile, China, the Czech Republic, France,
Germany, Hong Kong, India, Italy, Luxembourg, Macao, Morocco, the Netherlands,
Poland, Spain, Sweden, the United Kingdom and the United States.

This third share subscription offer forms part of the Group's policy to
increase employee shareholding. It strengthens the relationship between SUEZ
and its employees by offering them the possibility of being more closely
involved in the Group's growth and performance.

"Following the success of the employee shareholding campaigns in 2011 and 2014,
SHARING 2017 confirms our ambition to continue to involve our employees in the
development of the Group and its initiatives in favour of the circular economy
and the natural resources that are essential to our future", comments
Jean-Louis Chaussade, Chief Executive Officer of SUEZ.

The terms and conditions of this offer are described below.

About SUEZ

We are in the era of the resource revolution. In a world facing high
demographic growth, runaway urbanisation and the scarcity of natural resources,
securing, optimising and renewing resources is essential for our future. SUEZ
(Paris: SEV, Brussels: SEVB) delivers wastewater treatment services to 58
million people and reuses 882 million m3 of wastewater. SUEZ also recovers 16.9
million tons of waste a year, produces 3.9 million tons of secondary raw
materials and 7 TWh of local renewable energy. Finally, SUEZ avoids 9.5 MtCO2e
GHG emissions for its customers. With 83,921 employees, SUEZ is present on five
continents and is a key player in the circular economy for the sustainable
management of resources. SUEZ generated total revenues of 15.3 billion euros in
2016.

Issuer
SUEZ
Euronext Paris - Compartment A
ISIN code for ordinary shares: FR0010613471
Share admitted to the Deferred Settlement System (SRD)

SHARING 2017 options:

As part of SHARING 2017, SUEZ offers its employees two options:

- A "Classic" plan, which includes a discount and employer contribution in
  which the subscriber is exposed to movements in the share price. In France,
  employees will benefit from an employer contribution as part of the company
  savings plan. Outside France, the employer's contribution takes the form of a
  free share allocation. The UK plan is different, in the form of a Share
  Incentive Plan (SIP);

- A "Multiple" plan (via an intermediate exchange contract with a structuring
  bank) under which the subscriber receives, at maturity, at least the amount
  of his/her personal contribution to which is added a guaranteed return or a
  multiple of the performance of SUEZ shares, whichever is higher. In the
  United States, Canada, Chile, China, Italy, Poland and Sweden, the Multiple
  plan has been adapted to local laws and implemented as an alternative
  mechanism, called "share appreciation rights".

The shares will be subscribed by the beneficiaries either directly, or via an
employee shareholding fund (FCPE) depending on the country of residence.

In all these plans (excluding the SIP), the subscription price will be 80% of
the average opening price of SUEZ shares on the Euronext Paris market during
the 20 trading days preceding the date the subscription price is set by the
Board of Directors or by the Chief Executive Officer delegated to do so.

Securities offered

The maximum amount of shares subscribed under Resolution 18 and Resolution 19
submitted for voting to the General Meeting of 10 May 2017 is set at 10 million
shares, on  the understanding that a ceiling of 1.8 million shares applies to
the Classic plan (including the SIP) and a ceiling of 8.2 million shares
applies to the Multiple plan. Under each plan, all subscriptions are honoured
up to the amount of the average subscription to the plan concerned.
Subscriptions above this average will be allocated proportionately.

The resulting shares will confer entitlement on 1 January 2017 (or, for shares
allocated as employer's contributions internationally, on 1 January preceding
the year in which they are delivered).

Subscription conditions

The beneficiaries of this shareholder offering are the employees of the Company
and of member companies of the SUEZ Group International Savings Plan whose head
offices are  in one of the 20 countries listed above.

This includes employees, corporate officers meeting the terms and conditions of
Article L.3332-2 of the French Labour Code, provided they have been in service
for at least three months on the final day of the subscription period, which is
14 November 2017 (excluding SIP) as well as retirees who have kept their
holding in the SUEZ Group Savings Plan.

The legal individual investment limit is 25% of gross annual pay for the
Classic plan and 2.5% for the Multiple plan (excluding bank contributions).
Subscribers to the offering must hold the shares they subscribed directly, or
their employee shareholding fund units, until 19 December 2022 (excluded),
unless released early.

Unitholders of employee shareholding funds will exercise their voting rights at
General Meetings of SUEZ through the supervisory board of the funds.

Indicative timeline for the SHARING 2017 offering
Reservation period: 15 September to 5 October 2017
Subscription price set on: 9 November 2017
Subscription/cancellation period: 10 to 14 November 2017
Settlement/delivery of shares: 19 December 2017
These dates are indicative only and may change.

Listing

SUEZ new shares are scheduled for admittance to trading on the Euronext Paris
market (ISIN code: FR0010613471 - SEV) on 19 December 2017. These new shares
will be similar to existing shares.

Hedging operations

The introduction of leveraged options may cause the structuring bank, as a
counterpart to  the trade, to generate hedging agreements prior to setting up
the SHARING 2017 offering, from the date of the publication of this press
release and throughout the duration of the operation.

Specific for international

This press release does not constitute an offer of sale or solicitation for the
subscription of SUEZ shares. The SHARING 2017 offering reserved for employees
will be set up 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 in consideration of an exemption from
the obligation to prepare a prospectus or to register an offer. In general, the
offer will be made only in countries where all the registration and/or
notification procedures required have been completed and the authorisations
obtained. This press release is not intended for, and therefore copies of it
may not be sent to, countries in which such a prospectus has not been approved
or such an exemption would not be approved or in which all registration and/or
notification procedures required have not yet been completed or authorisations
have not been obtained.

The securities described in this document have not been and will not be
registered in the United States with the Securities and Exchange Commission and
may not be offered in the United States except as part of transactions that do
not require registration under the United States Securities Act of 1933.

Additional Information

All necessary information about SUEZ is available from the Company's website
(www.suez.com).

All necessary information about SHARING 2017, for beneficiaries, is available
in the subscription pack sent to shareholders and on the Company website
(www.suezsharing.com). They can also request it from their contact indicated in
the leaflet in the subscription pack sent to them and on the dedicated
website.

Beneficiaries subscribing to shares through an employee shareholding fund
should read the key investor information document (KIID) and the regulations
for each fund for full information.

This press release constitutes a communication as required by the AMF in
accordance with Article 19 of Instruction No. 2016-04 of 21 October 2016.

About SUEZ

We are in the era of the resource revolution. In a world facing high
demographic growth, runaway urbanisation and the scarcity of natural resources,
securing, optimising and renewing resources is essential for our future. SUEZ
(Paris: SEV, Brussels: SEVB) delivers wastewater treatment services to 58
million people and reuses 882 million m3 of wastewater. SUEZ also recovers 16.9
million tons of waste a year, produces 3.9 million tons of secondary raw
materials and 7 TWh of local renewable energy. Finally, SUEZ avoids 9.5 MtCO2e
GHG emissions for its customers. With 83,921 employees, SUEZ is present on five
continents and is a key player in the circular economy for the sustainable
management of resources. SUEZ generated total revenues of 15.3 billion euros in
2016.

CONTACTS
Press                        Analysts & Investors
Ophélie Godard               +33 1 58 81 24 95
+33 1 58 81 54 73
ophelie.godard@suez.com

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Cedex, France - Tel : +33 (0)1 58 81 20 00 - www.suez.com SA au capital
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SUEZ ENVIRONNEMENT (EPA:SEV) SUEZ LAUNCHES SHARING 2017, ITS THIRD WORLDWIDE SHAREHOLDING PLAN RESERVED FOR GROUP EMPLOYEES

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