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Credit Lunch Presentation Oddo Stephane-Paul Frydman, SEVP Finance & Strategy and Group CFO Paris, December 14th 2015 Forward-Looking Statements This presentation contains forward-looking statements, including, without limitation, statements about CGG (“the Company”) plans, strategies and prospects. These forward-looking statements are subject to risks and uncertainties that may change at any time, and, therefore, the Company’s actual results may differ materially from those that were expected. The Company based these forward-looking statements on its current assumptions, expectations and projections about future events. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, it is very difficult to predict the impact of known factors and it is impossible for us to anticipate all factors that could affect our proposed results. All forward-looking statements are based upon information available to the Company as of the date of this presentation. Important factors that could cause actual results to differ materially from management's expectations are disclosed in the Company’s periodic reports and registration statements filed with the SEC and the AMF. Investors are cautioned not to place undue reliance on such forward-looking statements. The Company assumes no obligation to update or revise any forward-looking or other statements. Actual results may vary materially. 2 Industrial & Financial Review FY 2014 and Q3 2015 are presented before Non-Recurring Charges (NRC), unless stated otherwise CGG at a glance: An integrated business model in Geosciences Market leader in geoscience industry globally and in each of its divisions, providing a comprehensive range of leading geological, geophysical and reservoir capabilities Market capitalisation of $0.5bn (as of December 10, 2015) Around 7,200 staff working across the globe 3 business activities Equipment targeting 25% of revenues Sercel, CGG’s Equipment division, is the world-leading designer and manufacturer of land and marine seismic equipment and reservoir monitoring instruments Revenues split by activity(2)(3) Equipment 20% Contractual Data Acquisition 48% 32% GGR Contractual Data Acquisition targeting less than 15% revenues Geophysical data acquisition services include land, marine, multiphysics and seabed, being operated either directly or through joint ventures Geology, Geophysics & Reservoir (“GGR”) targeting more that 60% of revenues Key activities include developing and licensing multi-client seismic surveys, processing seismic data, data and software management, reservoir consulting services 9 months 2015 Financials Revenues: $1,512m EBITDAS(1): $379m Net Debt: $2,538m OPINC(1): $(2)m Note: (1) Before Non-Recurring Charges (2) External revenue (3) 9 months 2015 4 Diversified business Revenues split by region(2)(3) 25% 44% 20% 11% APAC Central and South America North America EAME Market environment : A brutal change of paradigm Price of Barrel seen now durably low within a $40-60 range (2016-2018) Different from June Vision where we were anticipating a price of barrel recovery up to $70+ by year-end 2015 / mid 2016 2016 should be quite similar to 2015 No significant increase of the exploration budgets of the oil companies during this period ~(10)% Cut of Exploration programs impacted significantly the Seismic Market Marine contractual Acquisition market should remain depressed over the two years Equipment market should remain low SI&R Market also expected to be somewhat lower in 2016, although more resilient Reshape our portfolio as if the present E&P context would last a few years 5 ~(40)% ~(15/20)% Our long-standing Strategic Rationale 6 Transform CGG, from a Seismic Acquisition Company into an Integrated Geoscience Company We have been pursuing this journey for the last two years Today, we are intensifying our plan due to market conditions that could be lower for longer Remain positioned over the three key seismic segments Far less exposed to Marine Contract Acquisition, the most cyclical and capital intensive part of our operations Focused on our high added value businesses Transformation Plan: what we have delivered so far Marine monthly cost structure Base (m$) (51)% G&A expenses (55)% Full cost base including Depreciation & Amortization Headcount(2) (number of employees) Total Capex(1) (m$) (31)% (46)% [450/475]e Q4 15e 3Q 15a 7 Source: Company (1) Excluding impact of variation of fixed asset suppliers of $3.5m for FY 2014 and $(3)m for 3Q 2015 (2) Including Manufacturing temporaries Transformation Plan: The next step GGR representing more than 60% of revenue and Contractual Data Acquisition less than 15% Operated fleet 2/3 dedicated to Multi-Client programs Focus on high-end added value businesses Further Restructuring Marine 3D fleet reduced from 11 to 5 vessels 3 vessels already cold-stacked by October-end, 3 more to come Further Cost Reduction Further cost reduction plan across the Group and worldwide Additional reduction of 930 positions worldwide Industrial Capex further reduced by 20% to $100/125m in 2015(e) Multi-Client Cash Capex further reduced by 15% to $275/325m in 2015(e) Portfolio Rebalancing Capex Reduction Cost of Transformation $950m non-cash write off $200m of forward cash costs Financing Group financing requirements: disposal of non-core assets and equity offering 8 9 Equipment 10 Equipment: Impacted by lower volumes Revenue Sales at $103m, quite stable sequentially Low volumes impacted by weak marine sales 71% Land and 29% Marine Resilient OPINC margin at 4.8% Marine Equipment Land Equipment 180 40 3Q’15 EBITDAs at $57m versus 3Q’14 at $143m 7.7% YTD 2015 OPINC margin 107 103 26 29 81 74 Q2 2015 Q3 2015 140 Year-To-Date (In million $) Q3 2014 OPINC (In million $) Sercel’s drivers Continued cost reduction initiatives to lower breakeven point Land equipement sales driven by intensive production coming from existing and depleting ressources 29 16.2% 7 6.3% Q3 2014 11 Q2 2015 5 4.8% Q3 2015 Contractual Data Acquisition 12 Contractual Data Acquisition1: Deteriorated market conditions Contractual Data Acquisition Revenue Total revenue at $152m, up 17% sequentially Contractual Marine revenue at $110m Higher availability rate at 84%, compared to 74% in Q2 Land & Multi-Physics total revenue at $42m Operating Income at $(24)m Long-lasting poor pricing conditions in Marine mitigated by cost cutting and better availibity rate Land & MP Marine 235 60 130 175 3Q’15 EBITDAs at $5m versus 3Q’14 EBITDAs at $92m 3Q’15 OPINC at $(103)m versus to 3Q’14 OPINC at $(19)m With less than 2 vessels fleet, contractual marine activity will be very low 44 86 Q3 2014 Year-To-Date: a huge year-on-year profitability drop (In million $) Q2 2015 New segment reporting (Cef. Appendix) 110 Q3 2015 (In million $) Q3 2014 Q2 2015 (4.8)% (11) Q3 2015 (15.6)% (43.4)% (57) (1) 42 Contractual Data Acquisition OPINC Will represent 7/8% of total group revenues 13 152 (24) GGR: Geology, Geophysics and Reservoir 14 GGR: Resilient profitability Total revenue at $227m, down (12)% sequentially Multi-Client at $84m, down (30)% sequentially Q3 and YTD cash prefunding rate at 83% After-sales at $27m, down (25)% Subsurface Imaging (SI) & Reservoir at $143m, up 4% sequentially Operating income at $47m, a 20.5% margin Resilient activity in North America (In million $) SI & Reservoir MC Revenue 305 257 172 3Q’15 EBITDAs at $369m versus 3Q’14 at $486m 20% YTD 2015 OPINC margin 137 133 120 Q3 2014 Q2 2015 227 143 84 Q3 2015 GGR OPINC Solid margin also supported by cost-cutting measures Year-To-Date 15 GGR Revenue (In million $) 71 51 47 23.2% 19.9% 20.5% Q3 2014 Q2 2015 Q3 2015 GGR Multi-Client: Key driver for cash generation in 2016-17 Utilize 3 Marine vessels in average: Business Plan based on 36 vessel months Marine Capex NBV Sep.15-end by age Market-wise: High end positionning No 2D Librairy, 100% 3D Not on the frontier exploration High number of data / sqkm Before 2013 Library 2014 13% 41% 46% Surveys to be delivered 16 Harvest and continue to develop : Strive for high prefunding (70%) Harvesting our significant investments in Gulf of Mexico, Scandinavia, West Africa Continuing to develop our core basins (Brazil, North Sea), and establishing large positions on specific basin, Differentiate with technology (StagSeis, BroadSeis) Reprocess old libraries, Mexico take-up with reprocessing opportunities Subsurface Imaging: a leading position driven by people and technology High skilled work force able to produce new algorithms and manage data exponential growth Processing capacity c. 45 petaflops installed by year-end 11th in the world 12 000 billion operations per second (equivalent to NASA’s capacity) 38 processing centers worldwide managing c. 250 petaoctet (10 times the volume of data exchanged on Google every day) 140 PBytes More powerful imaging algorithms Increased computing power Land seismic data density increasing with new Sercel land equipment 508 xt sold in Middle East per km² 45 PFlops 120 StagSeis 40 CPU 80 GOM seismic data density doubles every c. 3 years requiring 1 TB Processing Capability 100 35 GPU 30 Disks 25 HD NAZ 1st 3D 20 60 2D 15 40 20 10 2009 2010 2011 012 2013 2014 Early 3D 1 GB per km² NAZ 1 MB per km² 5 2015 0 0 Drive the quality of the image sold to the client 17 WAZ M-WAZ Financial Structure Q3 2015: Cash management paying off EBITDAs (In million $) EBITDAs at $122m A 26.0% margin Operating Cash Flow at $145m Capex at $98m 208 112 30.0% 23.6% 26.0% Multi-Client cash Capex at $68m, 83% prefunded Free Cash Flow at $22 m versus $(64)m last quarter $(3)m including the non-recurring payments related to the ongoing Transformation Plan 3Q’15 Free Cash Flow at $(61)m versus $(267)m last year CAPEX Development Cost (In million $) Industrial and lease pool capex* Multi-client cash capex 202 117 * Excluding change in fixed assets payables 19 122 98 Managing the liquidity and covenant headroom Net debt and Liquidity by end of September Net Debt at $2,538m o Leverage ratio (Net Debt over LTM EBITDA) at 3.2x, below the 4.0x Cap o Coverage ratio (LTM EBITDA over Cash Interest) at 5.1x, above the 3.0x floor Solid liquidity at $440m (versus $472m by June-end) Managing the Group Liquidity and Covenant headroom Covenant Holiday by December-end 2015 Unfavorable EBITDAs comparison with record Q4 2014 However FY’15 current Free Cash Flow expected to be stable y-o-y Preserve the Group Liquidity by proactively addressing Group Financing Needs Transformation cost to be cashed out mostly in Q2-Q3 2016 20 Progress on Refinancing plan 64 Debt Maturity Profile as of Q3-End 2015 Group Net Debt at $2,497m as of end of September 2015 Issue of a Secured 2019 Term Loan to refinance (i) part of the 2017 HYB (dragged by 2021/2022 Bondholders) and (ii) the Fugro Loan (FL) 301 275 47 50 30 135 30 2016 2017 650 500 448 165 39 130 47 30 2018 2019 2020 2021 Nordic Loan Unsecured High Yield Bond Convert. Bond (Debt Part) Convert. Bond (Equity Part) Fugro Loan Revolving Credit Facilities 2022 301 39 605 341 448 275 165 30 30 30 2016 2017 2018 21 Loan 6.5% interest-weighted and maturing May 2019 • $341m = $126m 2017 + $45m 2021 + $80m 2022 + $90m FL 64 Targeted Debt Maturity Profile / Step 1 50 • 420 130 2019 2020 2021 Maturity at 4.3 years Cash Cost at 5.30% 2022 Nordic Loan New Term Loan Unsecured High Yield Bond Convert. Bond (Debt Part) Convert. Bond (Equity Part) Revolving Credit Facilities • 5.35% by end of Q3 Financing plan: launch of the capital increase Rationale: Announced On December 7, 2015 to finance in particular its Transformation Plan Size related to financing the transformation Plan in 2016-2017 Timing: AGM on January 11, 2016 to delegate authority to the board of directors to decide on a capital increase of a maximum amount of €350 million by issuance of ordinary shares with preferential subscription rights Subject to the approval of the general shareholders’ meeting and market conditions, this capital increase will be launched as soon as possible following the general meeting 22 Publicly supported by Bpifrance (acting in concert with IFPEN) and by Total. Some of our current shareholders have also expressed interest Sept-End 2015 Balance Sheet and breakdown of Capital Employed $4.15bn Capital Employed by September-end Net debt at $2.55bn / Minority Interests at $0.05bn Equity at $1.55bn post Impairment and write-offs $0.8bn Capital Employed for Contractual Data Acquisition Post Impairment $0.6bn on a pro forma basis (6 vessels cold-stacked) More than half of the pro forma Capital Employed are related to Investees (ARGAS, SBGS …) $0.05bn Capital Employed for N.O.R $0.25bn on a pro forma basis (6 vessels cold-stacked) Assets: cold-stacked hulls and streamers in excess Restructuring liabilities $0.7bn Capital Employed for Equipment 17 5 50% of Inventories $2.6bn Capital Employed for GGR, post Marine Capital Employed transfer and Impairment $1.4bn Capital Employed for Multi-Client (including $1.05bn for the sole Library) $1.2bn Capital Employed for Subsurface Imaging and Reservoir businesses (SI&R) 23 Conclusion A rebalanced company A reduced exposure to Marine contract acquisition: Fleet of 5 active vessels 2/3 of our fleet capacity to be dedicated to Multi-Client programs GGR: A unique integrated geoscience platform with two key businesses Subsurface Imaging and Reservoir, a global, leading position Multi-Client: The combination of our latest data acquisition technology and subsurface imaging located in key places Equipment business generating cash and profit in very low volume Overall, a new Group profile with reduced headcount, lower fixed cost base and lower Capex needs Additional 13% headcount reduction Additional $50m cut in capex, leading close to 50% reduction y-o-y A rebalanced company with GGR representing above 60% of revenue and Contractual Data Acquisition 15% only 25 Resilient through a prolonged downturn Strongly cash generative when the market bounces back Appendix CGG Worldwide Library (End 2014): Focus on safe harbors (GoM, Brazil, North Sea) 27 New segment reporting Equipment: seismic equipment used for data acquisition, both onshore and offshore No change to the existing segment Contractual Data Acquisition: Marine offshore seismic data acquisition and Land and Multi-Physics Solely dedicated to external clients (proprietary market) Geology, Geophysics & Reservoir GGR: Multi-Client and Subsurface Imaging and Reservoir (SIR) Marine capacity dedicated to Multi-Client, merged within Multi-Client BL of “GGR” segment Representing 2/3 of 5 vessels’ time Corresponding costs and capital employed directly incorporated within Multi-Client Non Operated Resources: costs of the non-operated marine assets, as well as the transformation costs related to cold-stacked assets 28 This segment will never have any revenue Non-Operated Resources (N.O.R) Creation of this new reporting segment to improve quality of reporting Scope Cold-stacked vessels: maintenance costs and Hull amortization Amortization of streamers in excess Restructuring current costs and liabilities Operating Income before NRC at $(5)m in Q3 Amortization of excess streamers 29 Operating Income after NRC at $(10)m in Q3 Non-Operated Resources OPINC (In million $) 60 Q3 2014 (4) Q2 2015 Q3 2015 (6) 179 (5) 184