Bic Group - 2016 Registration Document 1 Profile and Strategy

Made to last For you For everyone REGISTRATION DOCUMENT INCLUDING THE ANNUAL FINANCIAL REPORT

2016

GROUP PRESENTATION I ENVIRONMENTAL, SOCIAL, AND SOCIETAL RESPONSIBILITY I CORPORATE GOVERNANCE I COMMENTS ON THE YEAR I FINANCIAL STATEMENTS I INFORMATION ON THE ISSUER I SHAREHOLDERS’ MEETING I ADDITIONAL INFORMATION WorldReginfo - 933b6bc2-e015-4959-9377-0e7afe5b8795 Profile and Strategy 2 Profile 2016 4 CONTENTS

GROUP PRESENTATION 7 AFR FINANCIAL STATEMENTS 173 1.1. Key figures 8 5.1. Consolidated financial statements 174 1.2. History 16 5.2. Statutory Auditors’ Report on the consolidated financial 232 AFR 1.3. Business presentation 18 statements 1.4. Research and Innovation 24 5.3. Parent company financial statements of SOCIÉTÉ BIC 234 (French GAAP) 1.5. Property, plant and equipment 25 5.4. Statutory Auditors’ Report on the financial statements 253 AFR 1.6. Risk factors 27 5.5. Statutory Auditors’ Special Report on regulated 254 agreements and commitments

AFR OUR ENVIRONMENTAL, SOCIAL, AND SOCIETAL 33 RESPONSIBILITY INFORMATION ON THE ISSUER 255 2.1. The BIC Sustainable Development Program 34 6.1. Information on the Company 256 2.2. Responsibility concerning our products 47 AFR 6.2. Share capital 258 2.3. Environmental responsibility concerning our operations 59 AFR 6.3. Shareholding 260 2.4. Our social responsibility to our employees 71 AFR 6.4. Treasury shares and share buyback 262 2.5. Our societal responsibility 86 6.5. Investor relations 264 2.6. Milestones 94 6.6. Share information 265

AFR CORPORATE GOVERNANCE 101 BOARD OF DIRECTORS’ REPORT AND 267 3.1. Chairman’s Report on the conditions governing the 103 PROPOSED RESOLUTIONS OF THE preparation and organization of the work of the Board SHAREHOLDERS’ MEETING OF MAY 10, 2017 of Directors and on the risk management and internal control procedures implemented by the Company 7.1. Ordinary Shareholders’ Meeting 268 3.2. Statutory Auditors’ Report prepared pursuant to Article 116 7.2. Extraordinary Shareholders’ Meeting 287 L. 225-235 of the French Commercial Code on the report 7.3. Ordinary and Extraordinary Shareholders’ Meeting 289 prepared by the Chairman of the Board of Directors 7.4. Statutory Auditors’ report 290 3.3. Report on Compensation Policy for Chairman, Chief 117 Executive Officer and Executive Vice-Presidents of SOCIÉTÉ BIC 3.4. Senior Management compensation and employees’ 119 interests in the issuer’s capital 3.5. Mandates of the Directors and Corporate Officers 141 as of December 31, 2016 ADDITIONAL INFORMATION 291 8.1. Documents on display 292 AFR 8.2. Annual Information Report 293 AFR 8.3. Person responsible 294 AFR 8.4. Statutory Auditors 295 8.5. Cross reference table required under European 296 AFR COMMENTS ON THE YEAR 155 Commission Regulation n°809/2004 4.1. Operations and consolidated results 156 AFR 8.6. Cross reference table with the Annual Financial Report 299 4.2. Financial situation and cash 164 8.7. Cross reference table with the management report 300 4.3. Management of currency and interest rate risks 166 8.8. Cross reference table for environmental 301 4.4. Dividends 167 and social indicators 4.5. Investments 168 8.9. Glossary 302 4.6. Prospects for 2017 and strategy 170 8.10. Index 303

Elements of the Annual Financial Report are identiﬁed in the content using the symbol AFR Elements linked to the Corporate Social Responsibility are identiﬁed in the content using the symbol CSR WorldReginfo - 933b6bc2-e015-4959-9377-0e7afe5b8795 Registration document including the Annual Financial Report

This is a free translation of the registration document. The French version of the registration document was filed with the Autorité des Marchés Financiers (AMF - French Financial Markets Authority) on March 22, 2017, pursuant to Article 212-13 of its General Regulations. It may be used in support of financial transactions only if accompanied by a prospectus approved by the AMF. This document was prepared by the issuer and is bindingon its signatories. The registration document (in French) may be obtained as follows on the web site of the AMF (www.amf-France.org) and on the BIC corporate site (www.bicworld.com). A copy of this document can also be obtained, without charge, by calling Investor Relations of SOCIÉTÉ BIC, in France +33 1.45.19.52.26 or by sending a letter to SOCIÉTÉ BIC, 14 rue Jeanne d'Asnières, 92611 Clichy cedex (France). WorldReginfo - 933b6bc2-e015-4959-9377-0e7afe5b8795 BIC GROUP - 2016 REGISTRATION DOCUMENT 1 PROFILE AND STRATEGY

S ● ince the creation of the Company in 1944, BIC ‘s historical international footprint in both developed and corporate responsability and operational and ﬁnancial developing markets: performance have relied on several fundamental • BIC is present in more than 160 countries with strategic pillars: a strong presence in developing markets, thanks ● quality and value product positioning; notably to its quality products, accessible to as many ● a large and diversiﬁed product portfolio aimed at people as possible, answering consumers’ needs: • BIC innovates with distribution adapted to the • our classic products are functional, reliable and poorest populations; affordable, manufactured using the minimum raw ● on-going and sustained productivity improvement materials, They are designed to serve a very precise policy: function and they offer the best value for money with a good environmental performance, • the modernization and continuous rationalization of its production facilities allow BIC to maintain its • our value-added products are aimed at answering worldwide competitiveness at the highest level the growing demand for more sophisticated goods, and reduce its environmental footprint; our responsible products use alternative or recycled • ● a complete and solid international distribution raw materials; network (stationery stores, office supplies companies, ● innovation: in 2016, BIC realized 12% of its net sales mass-merchandisers, convenience stores, through new products (1); distributors, wholesalers and cash-and-carry outlets, E-commerce, etc.); ● recognized brands: ● • in the Consumer business: BIC®, Tipp-Ex®, Wite-Out®, a solid balance sheet and a clear use of cash strategy, BIC® Kids, BIC® Matic, BIC® Ecolutions® (responsible including: products), Cello®, • internal development, through focused capital • in Advertising and Promotional Products: BIC expenditures, Graphic; • external growth, through bolt-on strategic acquisitions in order to: • acquire a technology not yet held by the Group, • enter a new market segment, • enter a new geographic area; • regular shareholder remuneration.

(1) A product is considered as new during the year of its launch and the three following years. WorldReginfo - 933b6bc2-e015-4959-9377-0e7afe5b8795 2 BIC GROUP - 2016 REGISTRATION DOCUMENT PROFILE AND STRATEGY

We offer simple, inventive and reliable choices for everyone, everywhere, every time

GROUP LONG-TERM STRATEGIC PRIORITIES

● Continue to create long-term value by outperforming our markets and growing sales organically low to mid-single digit, thanks to: • expanded distribution networks in all geographies, • increased focus on value-added segments in Developed markets, • enlarged consumer base in Developing markets.

● Grow Normalized Income From Operations through increased productivity as we invest in our people, in brand support and in Research and Development focused on quality and innovative new products.

● Maintain a strong cash generation to: • ﬁnance strategic bolt-on acquisitions, • sustain total Shareholders’ remuneration.

Honor the past, invent the future WorldReginfo - 933b6bc2-e015-4959-9377-0e7afe5b8795 BIC GROUP - 2016 REGISTRATION DOCUMENT 3 PROFILE 2016

A WORLD LEADER IN THE CONSUMER GOODS MARKETS

Over 70 years of history Recognized brands

Net Sales by geographies (1) 160 countries

40% 27% NORTH EUROPE AMERICA 33% DEVELOPING MARKETS

(1) Full year 2016 as published. WorldReginfo - 933b6bc2-e015-4959-9377-0e7afe5b8795 4 BIC GROUP - 2016 REGISTRATION DOCUMENT PROFILE 2016

A true commitment to sustainable Strong governance and responsible growth SHAREHOLDING STRUCTURE QUALITY PRODUCTS SOLD AT A FAIR PRICE AND CONTINUALLY IMPROVED 2% Treasury shares

● Long-lasting products with a light environmental footprint manufactured with a minimum of

resources and a maximum useful life. Free float 55%

● An eco-design approach, integrating alternative 43% solutions such as the use of recycled materials Bich family** or bioplastics in the manufacturing of certain products.

A UNIQUE INDUSTRIAL EXPERTIZE AND EFFECTIVE CONTROL OF MANUFACTURING COSTS

● 27 high performance factories (21 are located in developed countries according to the HDI indicator). Board of Directors ● 90% of net sales realized with products manufactured in our own factories*.

AN HISTORICAL SOCIALLY RESPONSIBLE APPROACH 10 Directors ● A complete program for the training and 6 development of its employees’ skills and MEETINGS IN 40% employability. Independents 2016 ● A clear vision, a lasting philosophy and fundamental RATE OF 4 shared values: Ethics, Responsibility, Teamwork, ATTENDANCE Nationalities Simplicity and Ingenuity. 30% A SUSTAINABLE DEVELOPMENT PROGRAM Women*** MEASURED VIA A BAROMETER WITH 10 OBJECTIVES 95% ASSOCIATED WITH 10 PERFORMANCE INDICATORS AND UPDATED EVERY THREE YEARS. * Excluding Cello Pens. ** Direct and indirect. *** This percentage will increase to 40% subject to the approval of the resolution of the May 10, 2017 Shareholders’ meeting, related to the appointement of Mrs. Candace Matthews. WorldReginfo - 933b6bc2-e015-4959-9377-0e7afe5b8795 BIC GROUP - 2016 REGISTRATION DOCUMENT 5 WorldReginfo - 933b6bc2-e015-4959-9377-0e7afe5b8795 6 BIC GROUP - 2016 REGISTRATION DOCUMENT GROUP PRESENTATION

1.1. Key figures 8 Group key figures as published 8 Group key figures restated for discontinued operations 12

1.2. History 16

1.3. Business presentation 18 Consumer business 18 Advertising and Promotional Products (BIC Graphic) 23

1.4. Research and Innovation 24

1.5. Property, plant and equipment 25

1.6. Risk factors 27 Introduction 27 List of the main risk factors 27 Description of the main risk factors 27 Insurance – coverage of risks likely to be incurred by the issuer 31 WorldReginfo - 933b6bc2-e015-4959-9377-0e7afe5b8795 BIC GROUP - 2016 REGISTRATION DOCUMENT 7 GROUP PRESENTATION Key figures

1.1. Key figures

GROUP KEY FIGURES AS PUBLISHED

On February 7, 2017, BIC Group announced the status of the strategic alternatives review initiated in February 2016 for BIC Graphic. The Group mentionned that discussions regarding BIC Graphic North America and the Asia sourcing operations were still ongoing. Consequently, at December 31, 2016 these activities are accounted and presented in accordance with IFRS 5 (Please refer to Note 20 in the Part 5.1 "Consolidated Financial statements" for further information on the accounting and measurement of the BIC Graphic North America and Asia sourcing’s assets at December 31, 2016).

NET SALES * INCOME FROM OPERATIONS AND NORMALIZED INCOME FROM OPERATIONS(1) (in million euros) ** (in million euros)

1,993.4 2,025.8* 424.4 419.4 403.4 409.1

2015** 2016 2015** 2016

IFO NIFO

INCOME FROM OPERATIONS AND NORMALIZED INCOME FROM OPERATIONS MARGINS (1) (% of net sales) (2)

25 21.3% 21.0% 19.9% 20.2% 20.6%

IFO margin

5 NIFO margin NIFO margin excluding the impact of the special employee bonus (2)

0 2015 ** 2016

* +4.9% on a constant currency basis ** Restated to be compliant with IFRS 5 "Discontinued operations" following the envisaged disposal of Bic Graphic North America and Asia sourcing. (1) See Glossary § 8.9. (2) In 2016, a special bonus was awarded to employees who were not granted shares under performance share plans. WorldReginfo - 933b6bc2-e015-4959-9377-0e7afe5b8795 8 BIC GROUP - 2016 REGISTRATION DOCUMENT GROUP PRESENTATION Key figures

NET INCOME GROUP SHARE EARNINGS PER SHARE GROUP SHARE (In million euros) (in euros)

325.1 6.89

249.7 5.32

2015 2016 2015 2016 WorldReginfo - 933b6bc2-e015-4959-9377-0e7afe5b8795 BIC GROUP - 2016 REGISTRATION DOCUMENT 9 GROUP PRESENTATION Key figures

NET SALES BY GEOGRAPHICAL AREA

On a constant (in million euros) 2015(a) 2016 Change in % currency basis Europe Net Sales 527.8 544.8 +3.2% +5.3% North America Net Sales 791.8 812.0 +2.5% +2.7% Developing markets Net Sales 673.8 669.0 -0.7% +7.1% (a) Restated to be compliant with IFRS 5 "Discontinued operations" following the envisaged disposal of Bic Graphic North America and Asia sourcing.

MAIN INCOME STATEMENT INFORMATION

Condensed profit and loss account (in million euros) 2015(a) 2016 As published Net sales 1,993.4 2,025.8 +1.6% Cost of goods 962.6 960.5 Gross Profit 1,030.8 1,065.3 +3.4% Administrative & other operating expenses (606.4) (661.9) Income from operations 424.4 403.4 -4.9% Finance revenue/costs 32.6 4.8 Income before tax 457.0 408.2 -10.7% Income tax expense (136.3) (122.7) Net Income From Continuing Operations 320.7 285.5 -11.0% Net Income From Discontinued Operations 5.8 (35.8) NA Group net income 326.5 249.7 -23.5% Non-controlling interests 1.4 - Net income Group share 325.1 249.7 -23.2% Earnings Per Share Group share From Continuing Operations (in euros) 6.77 6.09 Earnings Per Share Group share From Discontinued Operations (in euros) 0.12 (0.77) Earnings per share Group share (in euros) 6.89 5.32 -22.8% Average number of shares outstanding (net of treasury shares) 47,173,339 46,898,827 (a) Restated to be compliant with IFRS 5 "Discontinued operations" following the envisaged disposal of Bic Graphic North America and Asia sourcing. WorldReginfo - 933b6bc2-e015-4959-9377-0e7afe5b8795 10 BIC GROUP - 2016 REGISTRATION DOCUMENT GROUP PRESENTATION Key figures

MAIN BALANCE SHEET ITEMS

(in million euros) 2015 2016 Shareholders’ equity 1,849.5 1,792.6 Current borrowings and bank overdrafts 7.8 49.6 Non-current borrowings 2.4 1.4 Cash and cash equivalents – Assets 385.2 243.8 Other current financial assets 73.0 29.4 Net cash position(a) 448.0 222.2 Goodwill and intangible assets 421.7 372.7 TOTAL BALANCE SHEET 2,536.2 2,573.7

NB: SOCIÉTÉ BIC did not request any rating from any credit ratings agency nor, to the best of its knowledge, has it been the object of any unsolicited rating by any credit ratings agency. (a) See Glossary § 8.9.

CONDENSED CASH FLOW STATEMENT

(in million euros) 2015 2016 Cash flow from operations 435.6 417.2 (Increase)/Decrease in net working capital (24.0) (62.8) Other operating cash flows (44.5) (55.7) Net cash from operating activities from continuing operations 351.4 276.2 Net Cash from operating activities from discontinued operations 15.7 22.5 Net cash from operating activities(a) 367.1 298.7 Net Cash from investing activities from continuing operations (108.5) (127.2) Net Cash from investing activities from discontinued operations (5.4) (5.3) Net cash from investing activities (113.8) (132.5) Net Cash from financing activities from continuing operations (224.2) (291.5) Net Cash from financing activities from discontinued operations (3.5) (48.0) Net cash from financing activities (227.8) (339.5) Net increase/(decrease) in cash and cash equivalents 25.6 (173.2) Closing cash and cash equivalents 380.6 217.4 (a) See Glossary § 8.9. WorldReginfo - 933b6bc2-e015-4959-9377-0e7afe5b8795 BIC GROUP - 2016 REGISTRATION DOCUMENT 11 GROUP PRESENTATION Key figures

GROUP KEY FIGURES RESTATED FOR DISCONTINUED OPERATIONS

Figures “restated for discontinued operations” are based on the restatement of the discontinued activities (BIC Graphic North America and Asia sourcing) classification and aim at presenting information consistent with historical presentation.

NET SALES INCOME FROM OPERATIONS AND NORMALIZED INCOME FROM OPERATIONS (1) (In million euros) (in million euros)

2,241.7 2,272.4

1,979.1 439.9 432.0 418.9

369.3 370.0 355.0

2014 2015 2016 2014 2015 2016

IFO NIFO

NET SALES GROWTH ON A CONSTANT CURRENCY BASIS(1) INCOME FROM OPERATIONS AND NORMALIZED INCOME FROM OPERATIONS MARGINS (1) (in %) (% of net sales)

19.6%

21,00 19.3% 6.2% 18.7% 18.7% 18.4% 18.9%

15.6% 4.9%

15,75 4.2%

10,50

5,25

0,00 2014 2015 2016 2014 2015 2016

IFO margin NIFO margin NIFO margin excluding the impact of the special employee bonus (2)

(1) See Glossary § 8.9. (2) In 2016, a special bonus was awarded to employees who were not granted shares under performance share plans. WorldReginfo - 933b6bc2-e015-4959-9377-0e7afe5b8795 12 BIC GROUP - 2016 REGISTRATION DOCUMENT GROUP PRESENTATION Key figures

NET INCOME GROUP SHARE EARNINGS PER SHARE GROUP SHARE (in million euros) (in euros)

325.1 6.89

262.1 249.7 5.57 5.32

2014 2015 2016 2014 2015 2016

SALES VOLUME TRENDS

(in billion units) 2015 2016 Stationery (Consumer – including Cello) 6.763 6.905 Lighters 1.543 1.579 Shavers 2.585 2.602

PRODUCTION VOLUME TRENDS

(in billion units) 2015 2016 Stationery (Consumer) 4.538 4.921 Lighters 1.528 1.654 Shavers 2.684 2.621

NET SALES BY GEOGRAPHICAL AREA

On a constant 2015 2016 Change in % currency basis Europe Net Sales 527.8 544.8 +3.2% +5.3% North America Net Sales 1,040.1 1,058.6 +1.8% +1.8% Developing markets Net Sales 673.8 669.0 -0.7% +7.1% WorldReginfo - 933b6bc2-e015-4959-9377-0e7afe5b8795 BIC GROUP - 2016 REGISTRATION DOCUMENT 13 GROUP PRESENTATION Key figures

KEY FIGURES BY CATEGORY (OPERATING SEGMENTS)

Year-on-year change On a constant (in million euros) 2015 2016 Change in % currency basis(a) Consumer business Net Sales 1,922.4 1,961.0 +2.0% +5.3% Normalized IFO(a) 421.5 411.6 IFO 426.7 407.3 Stationery Net Sales 727.0 736.6 +1.3% +5.2% Normalized IFO 83.4 67.5 IFO 83.7 66.2 Lighters Net Sales 675.7 696.4 +3.1% +5.6% Normalized IFO 257.9 277.3 IFO 260.9 275.3 Shavers Net Sales 452.0 467.0 +3.3% +7.0% Normalized IFO 83.6 69.6 IFO 83.3 68.6 Other products Net Sales 67.6 61.0 -9.8% -9.0% Normalized IFO (3.4) (2.7) IFO (1.2) (2.9) BIC Graphic Net Sales 319.3 311.5 -2.5% -1.9% Normalized IFO 10.4 7.3 IFO 13.1 (52.2) (a) See Glossary § 8.9. WorldReginfo - 933b6bc2-e015-4959-9377-0e7afe5b8795 14 BIC GROUP - 2016 REGISTRATION DOCUMENT GROUP PRESENTATION Key figures

MAIN INCOME STATEMENT INFORMATION

Year-on-year change On a constant (in million euros) 2015 2016 Change in % currency basis(a) Net sales 2,241.7 2,272.4 +1.4% +4.2% Gross profit 1,113.0 1,144.7 +2.8% Normalized Income from Operations(a) 432.0 418.9 -3.0% IncomefFrom Operations 439.9 355.0 -19.3% Financial income/(costs) 26.8 (0.8) - Income before tax 466.7 354.3 -24.1% Income tax expense (140.2) (104.6) - Income from associates - - - Group net income 326.5 249.7 -23.5% Non-controlling interests (1.4) - Net income Group share 325.1 249.7 -23.2% EPS Group share 6.89 5.32 -22.8% Number of shares(b) 47,173,339 46,898,827 (a) See Glossary § 8.9. (b) Average number of shares outstanding net of treasury shares.

MAIN BALANCE SHEET ITEMS

CONDENSED CASH FLOW STATEMENT

(in million euros) 2015 2016 Cash flow from operations 435.6 417.2 (Increase)/Decrease in net working capital (24.0) (62.8) Other operating cash flows (44.5) (55.7) Net cash from operating activities(a) 367.1 298.7 Net cash from investing activities (113.8) (132.5) Net cash from financing activities (227.8) (339.5) Net increase/(decrease) in cash and cash equivalents 25.6 (173.2) Closing cash and cash equivalents 380.6 217.4 (a) See Glossary § 8.9. WorldReginfo - 933b6bc2-e015-4959-9377-0e7afe5b8795 BIC GROUP - 2016 REGISTRATION DOCUMENT 15 GROUP PRESENTATION History

1.2. History

1950 1992 ● In 1944, Marcel Bich buys a factory in Clichy, France, and sets up ● To broaden its range of stationery products, BIC purchases business with his partner, Édouard Buffard, to produce parts for Wite-Out®, the U.S. correction products brand. writing instruments. In 1950, after improving the ballpoint pen originally invented by Hungarian Laslo Biro, he decides to launch 1997 this revolutionary new product on the French market. He names ● Purchase of Tipp-Ex®, the leading European correction products the pen “pointe BIC®”, in a shortened, easy-to-remember version brand, and Sheaffer®, a high-end brand of writing instruments. of his own name. 2004 1953 ● Acquisition of BIC’s Japanese distributor, Kosaido Shoji. ● Marcel Bich and Édouard Buffard create SOCIÉTÉ BIC to ● manufacture and distribute BIC® ballpoint pens. BIC moves into a new stationery market segment: refillable school fountain pens, with the acquisition of French-based Stypen®. 1954 2006 ● Expansion in Italy. ● The acquisition of PIMACO, Brazil’s leading manufacturer and distributor of adhesive labels broadens BIC’s stationery product 1956 offering in Latin America. ● Early ventures in the Brazilian market. 2007 1957 ● The acquisition of Atchison Products Inc., a U.S.-based supplier of imprinted promotional bags is a major addition to the Group’s ● Development in the United Kingdom and the Sterling zone. Promotional Products business. 1958 2008 ● Acquisition of Waterman Pen Company in the U.S. The North ● American market is developed along with the Africa and November: opening of a new Shaver packaging facility in Mexico. Middle-East regions. ● December: acquisition of Antalis Promotional Products (Sequana Group), a European promotional products distributor. 1969 2009 ● Launch of Promotional Products via the writing instrument segment. ● January: BIC finalized an agreement with the Indian Cello group to acquire 40% of the Cello Writing Instrument business (conducted November 15, 1972 by seven different entities), for 7.9 billion Indian rupees. ● March: BIC’s acquisition of 40% of six Cello group entities (out of ● SOCIÉTÉ BIC is listed on the Paris Stock Exchange. seven) is completed for a sum of 3.8 billion Indian rupees. ● June: acquisition of Norwood Promotional Products, a U.S. leader 1973 in calendars and promotional goods. ● BIC diversifies its product portfolio and launches the BIC® lighter with an adjustable flame. Its reliability and quality make it an 2010 immediate success. ● January: Cello management offers to terminate the definitive agreements signed on January 21, 2009 “on terms and conditions 1975 to be mutually agreed between the parties”. BIC Group confirms ● BIC pioneers the “one-piece shaver”. its intention to ensure their implementation. On August 4, 2010, BIC announces that it is initiating arbitration proceedings to enforce these agreements, i.e., completion of the acquisition of 1981 40% of one remaining entity. ● The Group diversifies into the leisure industry with its subsidiary, ● June: divestiture of BIC Graphic funeral products business for a BIC Sport, specializing in windsurf boards. total amount of 17.3 million euros. WorldReginfo - 933b6bc2-e015-4959-9377-0e7afe5b8795 16 BIC GROUP - 2016 REGISTRATION DOCUMENT GROUP PRESENTATION History

2011 ● October: the BIC Group acquires land in Nantong, China (130 km North of Shanghai) to build a Lighter production facility. Total ● First-half: disposals of PIMACO division in Brazil and REVA investment is estimated approximately 14 million euros. peg-making business in Australia for 7.6 million euros. ● December: BIC discontinues the activity of Sologear, maker of ● April: acquisition of Sologear LLC, maker of FlameDisk®, for FlameDisk®, acquired in April 2011. 1.0 million euros. ● November: acquisition of the assets of Angstrom Power 2014 Incorporated, a company specialized in portable fuel cell technology for 13.5 million euros. ● March: Cello group exercises its put option, allowing it to sell 20% of Cello Pens to the BIC Group. 2012 ● July: BIC Group increases its stake in Cello Pens seven entities from 55% to 75% for an amount of 4.3 billion Indian rupees ● February: disposal by DAPE 74 (a BIC subsidiary specialized in (approx. 53 million euros(3)). selling to tobacco shops in France – consolidated in the “Other ● Consumer Products” category) of its phone card distribution November: BIC announces the sale of Sheaffer®, BIC’s Fine Writing business to SPF for 0.8 million euros. Instrument business, to A.T. Cross. ● ● February: acquisition of a site in Tunisia for the construction of a The BIC Group decides to significantly reduce its investment in writing instrument facility to expand the Group’s manufacturing portable fuel cell R&D and actively explores strategic alternatives footprint and meet consumer demand in this region more for the purpose of monetizing its fuel cell technology business. effectively. ● February: expansion of the Shaver packaging facility in Mexico. 2015 ● February: the BIC Group receives a favorable court decision from ● April: BIC’s Portable fuel cell technology business is sold to the Tribunal, constituted under the Rules of the Singapore Intelligent Energy for 14 million euros. International Arbitration Center, in respect of the acquisition of ● October: BIC outlines a five-year investment plan to modernize its 40% of the shares in the seventh and last Cello Pens & Stationery industrial facilities in the North of France (Pas-de-Calais). The (CPS) entity as per the definitive agreements signed on project includes a 12 million euro investment to expand the January 21, 2009. Samer production facility. ● September: launch of BIC® Education (in collaboration with Intel), ● December: Cello group sells its remaining stake in Cello Pens to a simple and innovative educational solution for elementary BIC for an amount of 5.4 billion Indian rupees (approximately schools, combining handwriting and digital technology. 74 million euros(4)), increasing the Group’s its stake in Cello Pens to 100%. 2013 ● May: BIC and Cello jointly file an agreement with the Bombay High 2016 Court to allow the BIC Group to acquire 40% of the seventh (and ● February: last remaining) Stationery entity of Cello group. After reviewing the filing, the Court renders the agreement enforceable. • acknowledging Chief Executive Officer Mario Guevara’s decision to retire in May 2016, the Board of Directors decides to combine ● September: BIC announces the closing of the acquisition of 40% of the Chairman and Chief Executive Officer functions and to the seventh (and last) Cello group stationery entity for a total appoint Bruno Bich as Chairman and Chief Executive Officer; amount of 3.7 billion Indian rupees (43.3 million euros(1)). On September 27, 2013, the Group announces the completion of the • considering the recent changes in the competitive landscape of purchase of shares pursuant to the call option exercised on the Promotional Products Industry, the Board decides to initiate September 17, increasing its stake in Cello Pens’ seven entities a review of strategic alternatives for BIC Graphic. (see more from 40% to 55% for an amount of 2.9 billion Indian rupees detailed page 23); (35.2 million euros(2)). • the Stationery facility in Shanghai (China) is closed down and its production transferred to other BIC Stationery sites.

(1) 84.53 INR = 1 EUR (September 13, 2013; ECB reference rate). (2) 83.80 INR = 1 EUR (September 26, 2013; ECB reference rate). (3) 81.17 INR = 1 EUR (July 04, 2014; ECB reference rate). (4) 72.69 INR = 1 EUR (December 08, 2015; ECB Reference rate). WorldReginfo - 933b6bc2-e015-4959-9377-0e7afe5b8795 BIC GROUP - 2016 REGISTRATION DOCUMENT 17 GROUP PRESENTATION Business presentation

1.3. Business presentation

In 2016, BIC generated 86% of its sales in Consumer Goods (through its Stationery, Lighters, Shavers and Other Consumer Products categories) and 14% in Advertising and Promotional Products. The Group is present in almost all regions throughout the world and generates more than 90% of its net sales outside France.

CONSUMER BUSINESS

Stationery The worldwide stationery market is estimated at 8.6 billion euros (based on total supplier sales in 2015). The market is fragmented with a large number of frequently local players. Only three players (BIC, Newell Rubbermaid and Pilot) have managed to win more than 5% of the global stationery market.

BREAKDOWN OF GLOBAL STATIONERY MARKET (based on estimated 2015 suppliers’ net sales figures, in value) By geographical area By product segment

Others 6% 6% Correction India 4% 26% Europe Coloring 16%

37% Asia

56% 18% 17% Pens North Marking America Mechanical pencils 5% 9% Latin America

® BIC STATIONERY MARKET SHARES IN VALUE Since the launch of the BIC® Cristal® pen in 1950, BIC has continuously diversified its product range. Our global stationery BIC is No. 2 worldwide with 9.2%(1)of global market share. portfolio, which includes writing, marking, correction, coloring and drawing instruments, is divided into more than 15 product (a) Western Europe No. 1 with 18.3% sub-segments (ball pens, rollers, fountain pens, mechanical pencils, Brazil No. 1 with 53.9%(b) markers, correction products, etc.). U.S. No. 2 with 14.3%(c) India No. 1 with 23.4% (d) Africa and Middle-East No. 1 with a strong historical presence (a) Source: GFK - December 2016 – Europe 7 countries. (b) Source: Nielsen – October 2016. (c) Source: NPD & IRI – November 2016. (d) Source: Market Pulse - November 2016.

(1) Market share data based on 2015 estimated suppliers’ net sales figures. WorldReginfo - 933b6bc2-e015-4959-9377-0e7afe5b8795 18 BIC GROUP - 2016 REGISTRATION DOCUMENT GROUP PRESENTATION Business presentation

Coloring and drawing (felt pens, coloring pencils, crayons, arts and crafts kits)

Added Value Coloring (felt pens, coloring pencils)

Correction products (correction fluid, correction pens, correction tapes, and erasers) sold under the BIC® Wite-Out® and Tipp-Ex® trademarks.

Adhesive labels in Latin America

Writing instruments in India

BIC enjoys strong positions in major product segments:

BIC® STATIONERY GLOBAL MARKET POSITIONS AND MARKET BIC has global leader positions in Ball Pens, Correction products and SHARES IN VALUE Mechanical Pencils. (BIC estimates in 2015) BIC stationery products are sold through different channels including Office Product stationers (contract stationers or office superstores) and retail mass market distributors in developed 21% 21% 20% countries, as well as through traditional stores in developing 19% markets. We aim to generate profitable growth and improve consumers’ 14% 13% experience by: ● delivering iconic products that consumers have grown to love and trust; ● constantly improving our existing product portfolio; ● offering high quality products at fair prices; ● leveraging simplicity and BIC’s strong brand; ● innovating by driving improved product performance and new Ball pensCorrection Mechanical pencils usage opportunities; ● offering the right products and promoting education for future 2014 2015 generations. WorldReginfo - 933b6bc2-e015-4959-9377-0e7afe5b8795 BIC GROUP - 2016 REGISTRATION DOCUMENT 19 GROUP PRESENTATION Business presentation

Lighters The worldwide lighter market is estimated at 13.8 billion units (4.9 billion euros in value terms(1)) and can be broken down as follows:

BREAKDOWN OF GLOBAL LIGHTER MARKET IN 2015 (BIC estimates) Units Value in euros

Asia 66% World excluding Asia 34% Asia 44% World excluding Asia 56%

33% 23% Electronic Flint 42% Flint 46% Electronic 11% Electronic 11% Flint 20% 14% Flint Electronic

BIC is No. 1 worldwide in branded lighters. In 2015, BIC’s global BIC® LIGHTER MARKET SHARE IN VALUE IN 2015 market share (excluding Asia) was approximately 50% in value (EXCLUDING ASIA) terms. BIC is No. 1 in North America and in Latin America. (Estimates/In value)

>70% >65%

~50%

<35%

WorldEurope North America Latin America

(1) BIC estimates in 2015. WorldReginfo - 933b6bc2-e015-4959-9377-0e7afe5b8795 20 BIC GROUP - 2016 REGISTRATION DOCUMENT GROUP PRESENTATION Business presentation

A lighter contains pressurized gas placed in a plastic reservoir in Shavers order to produce a flame. Lighters must be designed and manufactured in compliance with very strict safety, quality and The wet shave market generates annual net sales revenue of more performance requirements. International Safety Standards protect than 12.6 billion euros, and accounts for the bulk (60%) of total “hair consumers from unsafe lighters. removal” market segment revenue. Two key standards apply to pocket lighters: GLOBAL WET SHAVER MARKET IN 2015 ● international lighter safety standard ISO 9994, which clearly sets out the basic safety requirements for a lighter. ISO 9994 is the (Euromonitor – 2015) reference in major countries such as Canada (1989), Russia By geographical area (2000), Brazil (2002), Argentina (2003), Thailand (2003), Mexico (2004), South Korea (2005), South Africa (2002), the 28 countries 6% Eastern Europe of the European Union (2006), Japan (2011), Indonesia (2011) and Other 19% Turkey (2012); ● child-resistant requirements. A child-resistant lighter is purposely modified to make it more difficult to operate. The basic requirement under this standard is a lighter that cannot be 25% operated by at least 85% of children under 51 months old. Western Europe Child-Resistant legislation is the reference in major countries such as the U.S. (1994), Canada (1995), Australia (1997), New 28% Zealand (1999), the 28 countries of the European Union (2006), North America Japan (2011), South Korea (2012) and Mexico (2016). 22% Low-cost lighters too often fail to comply with safety standards. Latin America Since the late 80’s, cheap lighter models imported from Asian countries have been gaining market share and currently account for By product segment more than half of the global market (in volume). In this competitive landscape, BIC defends its position and continues Double-Edge 1% to fight for enhanced lighter safety and quality. BIC® lighters comply with stringent safety, quality and performance requirements. For 40% example, the gas reservoirs of BIC® lighters are made from Delrin®, Non-reﬁllable / a high-performance resin with very high impact resistance. This one-piece means that BIC® lighters contain more gas and give more lights thanks to the thinness of their wall. They are also filled with pure isobutane, which guarantees the stability of the flame over the entire life of the lighter. 59% BIC® lighters are sold either through traditional distribution channels Reﬁllable / (such as convenience stores and tobacconists) or retail mass market systems distribution outlets. BIC’s objective in the lighter business is to consolidate its position as As shown above, this market can be separated into three product the only truly global branded lighter: segments, with refillable and one-piece shavers mainly driving market growth. Within these two segments, new products drive ● by supporting the extension and enforcement of international most the market growth by offering enhanced performance and safety standards; added features. Due to the relentless pace of new p