SAFT : Filing of draft tender offer

Local: C:DOCUME~1massegerLOCALS~1Tempnotes367C7E~6816501.doc This press release does not constitute an offer to acquire securities. The Offer described below will not become effective until approved by the Autorité des Marchés Financiers. PRESS RELEASE DATED MAY 9, 2016 FILING OF DRAFT TENDER OFFER‌‌‌‌‌

for the shares of:‌‌

initiated by:‌‌‌‌

presented by:‌‌

TERMS OF THEOFFER‌‌

€36.50 per share of Saft Groupe (ex-dividend of €0.85 per share1)

OFFERPERIOD‌

The Offer timetable will be set by the Autorité des Marchés Financiers (the "AMF") in accordance with its General Regulation.‌

This press release was prepared by Total and made available to the public pursuant to Article 231-16 of the AMF's General Regulation.‌‌‌‌‌

THIS OFFER AND THE DRAFT OFFERING DOCUMENT ARE SUBJECT TO AMF APPROVAL.‌

IMPORTANTNOTICE‌

In the event that, following the tender offer, the number of shares not tendered by Saft Groupe's minority shareholders does not represent more than five percent of Saft Groupe's share capital or voting rights, Total reserves the right, within three months following the closing of the tender offer and in accordance with Article‌

L. 433-4 III of the French Monetary and Financial Code and Article 237-14 et seq. of the AMF's General Regulation, to conduct a squeeze-out to acquire the Saft Groupe shares not tendered in the tender offer in exchange for compensation equal to the Offer price, after adjustments, where applicable.

The draft offering document is available on the websites of the AMF (www.amf-france.org) and Total (www.total.com) and may be obtained free of charge from:

Total BNP Paribas

1 Total amount offered at Saft Groupe's Combined General Shareholders' Meeting on May 13, 2016.

La Défense 6, 2 place Jean Millier 92400 Courbevoie

16 Boulevard des Italiens 75009 Paris

In accordance with Article 231-28 of the AMF's General Regulation, information relating to, in particular, the legal, financial, accounting and other characteristics of the Offeror will be made available to the public in the same manner no later than the day preceding the opening of the Offer.

2

1 DESCRIPTION OF THE OFFER

Pursuant to Title III of Book II and, more specifically, Articles 231-13 and 232-1 et seq. of the AMF's General Regulation, Total, a limited liability corporation (société anonyme) having its registered office at 2 place Jean Millier, La Défense 6, 92400 Courbevoie, registered with the Nanterre Trade and Companies Register under number 542 051 180, and the shares of which are traded on Euronext Paris under ISIN Code FR0000120271 (ticker symbol "FP") ("Total" or the "Offeror"), makes an irrevocable offer to the shareholders of Saft Groupe, a limited liability corporation (société anonyme) with a management board and a supervisory board, having its registered office at 12 rue Sadi Carnot, 93170 Bagnolet, registered with the Bobigny Trade and Companies Register under number 481 480 465, and the shares of which are traded on Euronext Paris under ISIN Code FR0010208165 ("Saft Groupe," "Saft" or the "Company"), to acquire, pursuant to the terms and conditions described below (the "Offer") all of the Saft Groupe shares listed on Euronext Paris at a price per share (ex-dividend of €0.85 per share2) of €36.50 (subject to adjustments).

The Offer is for all Saft Groupe shares as of the filing date of the draft Offer:

1. that are currently issued and outstanding, namely, to the knowledge of the Offeror on the date of this press release, a maximum number of 25,514,100 shares of Saft Groupe, representing 25,514,100 voting rights (including voting rights that may not be exercised)3, or

2. that may be issued prior to the close of the Offer or of the Reopened Offer (as that term is defined in Section 2.9 below) as a result of the exercise of share subscription options granted by Saft Groupe (the "Options") to the extent that they are exercisable before the close of the Offer or of the Reopened Offer, as the case may be, namely, to the knowledge of the Offeror on the date of this press release, a maximum of 542,423 new Saft Groupe shares4,

or, to the knowledge of the Offeror on the date of this press release, a maximum number of 26,056,523 Saft Groupe shares. The Offer will also include shares that may be issued in connection with the payment of the stock dividend proposed to shareholders in connection with the General Shareholders' Meeting of May 13, 2016.

However, the Offer does not include 4,365 free preferred shares to be issued, convertible into a maximum of 436,500 ordinary shares, which were granted on March 8, 2016 and April 19, 2016, and for which the vesting period will not expire prior the close of the Offer or of the Reopened Offer, subject to the disability (as determined in the second or third category under Article L. 341-4 of the French Social Security Code) or death of the beneficiary. The ordinary shares issued upon conversion of the preferred shares will benefit from the liquidity mechanism described in Section 1.3.2 below.

In accordance with Article 231-13 of the AMF's General Regulation, on May 9, 2016, BNP Paribas, in its capacity as the financial institution presenting the Offer, filed the Offer and the draft offering document with the AMF on behalf of the Offeror. BNP Paribas warrants the content and the irrevocable nature of the undertakings made by the Offeror in connection with the Offer.

The Offer is subject to the validity threshold referred to in Article 231-9, I of the AMF's General Regulation, as described in more detail in Section 1.1.5 below.

2 Total amount offered at Saft Groupe's Combined General Shareholders' Meeting on May 13, 2016.

3On the basis of the information disclosed by the Company on its website as of April 8, 2016, in accordance with Article 223-16 of the AMF's General Regulation. Treasury shares, or 61,995 shares on the basis of information disclosed in the Company's 2015 Registration Document, are also included in the Offer.

4On the basis of the information disclosed in the Company's 2015 Registration Document, and taking into account the March 23, 2016 expiration of the March 23, 2009 plan. The Company's 2015 Registration

Document also notes that each member of the Company's management board is required to hold, for the duration of his or her term, at least 15% of the shares resulting from the exercise of Options as from Plan No. 3 of January 22, 2008.

The Offer will be conducted following the standard procedure set forth in Articles 232-1 et seq. of the AMF's General Regulation.