2017 REGISTRATION DOCUMENT

BOURBON 2017 Registration Document 20 MANAGEMENT REPORT 3 Activities and highlights 1. ACTIVITIES AND HIGHLIGHTS 1.1 HIGHLIGHTS On March 8, 2017, BOURBON announced the restructuring of the majority of its financial debt, amounting to €910.8 million, of which the major characteristics are the following: 3 out of long and medium-term debt totaling €692 million, €365 million of repayments due between 2016 and 2018 have been rescheduled and reduced to an amount of €63 million not repayable until 2018. The remainder of the debt, i.e. €629 million, will henceforth be repaid progressively between 2019 and 2025; the weighted average of the spreads applicable to these facilities will initially represent approximately 2.1% from October 1, 2017, then approximately 3.1% from January 1, 2020 and lastly approximately 4% from January 1, 2022; 3 short term facilities amounting to €196.8 million will be refinanced and maintained at this level from 2017 to 2020 inclusive, before being repaid progressively afterwards, while €22 million in short- term credits will be maintained and repaid progressively as from 2018; the weighted average of the spreads applicable to these facilities will initially and from the completion date represent 1.9%, then 2.9% from January 1, 2020 and lastly 3.9% from January 1, 2022. In the context of these agreements, debts with bullet repayments due in 2017 in the amount of €143 million have been rescheduled in order to benefit from progressive repayment until 2022, under the terms of the debt rescheduling agreement. On July 28, 2017, the conditions precedent for the implementation of the debt rescheduling agreement were met and BOURBON confirmed the effective restructuring of its debt (see note 3.14 to the consolidated financial statements). At the same time as the negotiations that led to the restructuring of its principal debt, BOURBON also reached an agreement to reorganize lease payments on the vessels covered by the sale and bareboat chartering contracts concluded with ICBC Financing Leasing in 2013 and 2014. This agreement provides for a USD240 million reduction in BOURBON’s charter payments between 2016 and 2018 in consideration for the two-year extension of the initial bareboat charter period at a rate of 8% and more favorable commercial terms for ICBC Financial Leasing. This agreement will not have a material impact on the Group’s consolidated financial statements since it does not affect the qualification of the bareboat chartering contract of the vessels. In accordance with IFRS, bareboat charter expenses will be recognized on a straight-line basis from the date of renegotiation and for the remaining term of the contract. The non-cash impact of the charter expenses following these negotiations and the required straight-line accounting amounted to €92.5 million for 2017. However, the expected recovery in the third quarter of 2017 did not occur, thus making obsolete the Group’s forecasts on which the March negotiation had been based, and the unfavorable market environment weighed heavily on the Group’s revenue in 2017 and, consequently, on its net income. The cash flows generated by the activity are thus insufficient to service the debt in the short term. Furthermore, and for the same reasons, the Group was not able to comply with various covenants defined in its credit documentation. The Group has asked its lenders to formally suspend, for the expected duration of the discussions, the exercise of their rights under the credit agreements, in particular their repayment. On the date of writing this report, a number of responses are still pending, but the Group is confident that it will obtain these waivers and stand- stills. In this context, the Group decided to undertake new discussions with its lenders, both in France and abroad, in order to balance the servicing of its debt with the expected gradual recovery in the market and the corresponding upturn in the Group’s performance. On February 12, 2018, BOURBON Corporation’s Board of Directors approved the new strategic action plan – # BOURBON IN MOTION – initiated at the end of 2017. It should enable the Group to remain competitive and meet its clients’ new requirements in a market environment which has put all Oil & Gas industry players to the test. BOURBON’s goal is to accelerate its transformation in order to be ready for the expected recovery. The # BOURBON IN MOTION action plan is based on two priorities: 3 providing better service to clients by reorganizing the Group’s activities into three distinctive subsidiaries: Bourbon Marine & Logistics, Bourbon Subsea Services and Bourbon Mobility. Each of these 3 entities will implement its own strategy and have a dedicated governance structure (management team in which the Chief Executive Officer will report to a Board of Directors). They will focus on profitable growth through the development of their models towards more integrated services;

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