SC 13D

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

SCHEDULE 13D

(Rule 13d-101)

Under the Securities Exchange Act of 1934

CGG

(Name of Issuer)

Ordinary Shares

(Title of Class of Securities)

12531Q204

(CUSIP Number)

Sophie Paquin

Bpifrance Participations S.A.

27-31, avenue du Général Leclerc

94710 Maisons-Alfort Cedex

France

+33 1 53 89 87 89

With copy to:

Linda A. Hesse

Jones Day

2, rue Saint Florentin

75001 Paris

France

+33 1 56 59 39 39

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

May 27, 2016

(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. x

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.

	1	Name of Reporting Person Bpifrance Participations S.A.
	2	Check the Appropriate Box if a Member of a Group
		(a)			x
		(b)			o
	3	SEC Use Only
	4	Source of Funds WC
	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)  o
	6	Citizenship or Place of Organization France
Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0
			8	Shared Voting Power 2,069,686 ordinary shares; 2,458,798 voting rights
			9	Sole Dispositive Power 0
			10	Shared Dispositive Power 2,069,686 ordinary shares; 2,458,798 voting rights
	11	Aggregate Amount Beneficially Owned by Each Reporting Person 2,069,686 ordinary shares; 2,458,798 voting rights
	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o
	13	Percent of Class Represented by Amount in Row (11) 9.4% of the ordinary shares
	14	Type of Reporting Person OO

2

	1	Name of Reporting Person Caisse des Dépôts et Consignations
	2	Check the Appropriate Box if a Member of a Group
		(a)			x
		(b)			o
	3	SEC Use Only
	4	Source of Funds WC
	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)  o
	6	Citizenship or Place of Organization France
Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0
			8	Shared Voting Power 2,069,686 ordinary shares; 2,458,798 voting rights
			9	Sole Dispositive Power 0
			10	Shared Dispositive Power 2,069,686 ordinary shares; 2,458,798 voting rights
	11	Aggregate Amount Beneficially Owned by Each Reporting Person 2,069,686 ordinary shares; 2,458,798 voting rights
	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o
	13	Percent of Class Represented by Amount in Row (11) 9.4% of the ordinary shares
	14	Type of Reporting Person OO

3

	1	Name of Reporting Person EPIC Bpifrance
	2	Check the Appropriate Box if a Member of a Group
		(a)			x
		(b)			o
	3	SEC Use Only
	4	Source of Funds WC
	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)  o
	6	Citizenship or Place of Organization France
Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0
			8	Shared Voting Power 2,069,686 ordinary shares; 2,458,798 voting rights
			9	Sole Dispositive Power 0
			10	Shared Dispositive Power 2,069,686 ordinary shares; 2,458,798 voting rights
	11	Aggregate Amount Beneficially Owned by Each Reporting Person 2,069,686; 2,458,798 voting rights
	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o
	13	Percent of Class Represented by Amount in Row (11) 9.4% of the ordinary shares
	14	Type of Reporting Person OO

4

	1	Name of Reporting Person Bpifrance S.A.
	2	Check the Appropriate Box if a Member of a Group
		(a)			x
		(b)			o
	3	SEC Use Only
	4	Source of Funds WC
	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)  o
	6	Citizenship or Place of Organization France
Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0
			8	Shared Voting Power 2,069,686 ordinary shares; 2,458,798 voting rights
			9	Sole Dispositive Power 0
			10	Shared Dispositive Power 2,069,686 ordinary shares; 2,458,798 voting rights
	11	Aggregate Amount Beneficially Owned by Each Reporting Person 2,069,686 ordinary shares; 2,458,798 voting rights
	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o
	13	Percent of Class Represented by Amount in Row (11) 9.4% of the ordinary shares
	14	Type of Reporting Person OO

5

	1	Name of Reporting Person IFP Energies nouvelles
	2	Check the Appropriate Box if a Member of a Group
		(a)			x
		(b)			o
	3	SEC Use Only
	4	Source of Funds WC
	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)  o
	6	Citizenship or Place of Organization France
Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 280,867 ordinary shares; 479,199 voting rights
			8	Shared Voting Power 0
			9	Sole Dispositive Power 280,867 ordinary shares; 479,199 voting rights
			10	Shared Dispositive Power 0
	11	Aggregate Amount Beneficially Owned by Each Reporting Person 280,867 ordinary shares; 479,199 voting rights
	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o
	13	Percent of Class Represented by Amount in Row (11) 1.3% of the ordinary shares
	14	Type of Reporting Person OO

6

Item 1.Security and Issuer.

This Statement on Schedule 13D relates to the ordinary shares of CGG a société anonyme incorporated in France (the “Issuer”).  The Issuer’s principal executive offices are located at Tour Maine Montparnasse, 33 Avenue du Maine, 75015 Paris, France.

Item 2.Identity and Background.

This Statement on Schedule 13D is filed jointly by (i) Bpifrance Participations S.A., a société anonyme incorporated under the laws of the Republic of France (“Bpifrance Participations”), (ii) the Caisse des Dépôts et Consignations, a French special public entity (établissement special) (“CDC”), (iii)  EPIC Bpifrance, a French public institution of industrial and commercial nature (“EPIC”), (iv) Bpifrance S.A., and (vii) IFP Energies nouvelles (“IFPEN”).  Bpifrance Participations, CDC, EPIC, Bpifrance S.A. and IFPEN are referred to herein collectively as the “Reporting Persons.”  The principal address for CDC is 56, rue de Lille, 75007 Paris, France.  The principal address for Bpifrance Participations S.A., EPIC and Bpifrance S.A. is 27-31, avenue du Général Leclerc, 94710 Maisons-Alfort Cedex, France. The principal address for IFPEN is 4, avenue du Bois-Préau, 92500 Rueil Malmaison, France.

Bpifrance Participations is a French public investment fund specializing in the business of equity financing via direct investments or fund of funds.  Bpifrance Participations is a wholly-owned subsidiary of Bpifrance S.A., a French financial institution especially created for this purpose.  CDC and EPIC each hold 50% of the share capital of Bpifrance S.A. and jointly control Bpifrance S.A.  CDC is principally engaged in the business of long-term investments.  EPIC is principally engaged in the business of banking finance.

IFPEN is a French public industrial and commercial establishment. IFPEN is a public-sector research, innovation and training center active in the fields of energy, transport and the environment. Its mission is to provide public players and industry with efficient, economical, clean and sustainable technologies to take up the challenges facing society in terms of climate change, energy diversification and water resource management

As of the date hereof, Bpifrance Participations holds directly 2,069,686 ordinary shares and IFPEN holds directly 280,867 ordinary shares.  As of the date hereof, none of Bpifrance S.A., CDC or EPIC holds any ordinary shares directly.  Bpifrance S.A. may be deemed to be the beneficial owner of 2,069,686 ordinary shares, indirectly through its sole ownership of Bpifrance Participations.  CDC and EPIC may be deemed to be the beneficial owner of 2,069,686 ordinary shares, indirectly through their joint ownership and control of Bpifrance.

Attached as Appendices A, B, C, D and E to Item 2 is information concerning the executive officers and directors of Bpifrance Participations, Bpifrance S.A., CDC, EPIC and IFPEN, respectively, required to be disclosed in response to Item 2 and General Instruction C to Schedule 13D.

None of the Reporting Persons, nor, to the best of their knowledge, any of the persons referred to in Appendices A, B, C, D and E to Item 2 has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors) or been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or state securities laws or finding any violation with respect to such laws.

Item 3.Source and Amount of Funds or Other Consideration.

Bpifrance Participations obtained the funds to purchase the ordinary shares initially held from working capital. In January 2016, Bpifrance Participations subscribed to CGG’s capital increase by exercising 17,992,795 priority subscription rights (5,466,218 of which had been previously purchased from IFPEN for €1,743,177, through working capital) resulting in the acquisition of 53,768,385 new ordinary shares, before giving effect to a 32-to-1 reverse stock split in July 2016.

7

IFPEN subscribed to CGG’s capital increase through the revenue of the sale of its 5,466,218 priority subscription rights to Bpifrance Participations for the same amount of approximately €1.7 million, allowing IFPEN to subscribe for 2,641,176 ordinary shares.

Item 4.Purpose of Transaction.

All of the ordinary shares that are held of record by the Reporting Persons as reported herein were acquired for investment purposes.  The Reporting Persons retain the right to change their investment intent, from time to time to acquire additional ordinary shares or other securities of the Issuer, or to sell or otherwise dispose of all or part of the ordinary shares or other securities of the Issuer, if any, beneficially owned by them, in any manner permitted by law.  The Reporting Persons may engage from time to time in ordinary course transactions with financial institutions with respect to the securities described herein. In addition, as previously disclosed by the Issuer, Bpifrance Participations has been engaged in discussions with the Issuer on the terms of a financial restructuring plan to address the Issuer’s capital structure constraints.

Except as set forth above, none of the Reporting Persons currently has any plans or proposals which would be related to or would result in any of the matters described in Items 4(a)-(j) of the Instructions to Schedule 13D.  However, as part of the ongoing evaluation of investment and investment alternatives, the Reporting Persons may consider such matters and, subject to applicable law, may formulate a plan with respect to such matters, and, from time to time, may hold discussions with or make formal proposals to management or the board of directors of the Issuer or other third parties regarding such matters.

Item 5.Interest in Securities of the Issuer.

On May 28, 2010, Bpifrance Participations (formerly known as Fonds Stratégique d’Investissements) acquired 9,089,680 ordinary shares and filed a statement on Schedule 13G reporting such ownership on June 11, 2010. In January 2016, Bpifrance Participations subscribed to CGG’s capital increase by exercising 17,992,795 priority subscription rights (5,466,218 of which had been previously purchased from IFPEN) resulting in the acquisition of 53,768,385 new ordinary shares, thus bringing its total ownership to 66,224,962 ordinary shares, representing 9.4% of CGG’s capital. CGG then effected a 32-to-1 reverse stock split in July 2016, which resulted in the ownership by Bpifrance Participations of 2,069,530 shares. Subsequently, director Anne Guerin returned  to Bpifrance Participations the 156 shares which were previously held by her, as security holder, bringing Bpifrance Participations’ total ownership to 2,069,686 shares.

In 2002, IFPEN acquired 1,402,622 ordinary shares. After its subscription, IFPEN transferred 42,000 shares on May 16, 2006, 40,000 shares on June 1, 2007, and 12,500 shares on September 11, 2007. On June 3, 2008, CGG effected a 5-to-1 stock split, and as a result, the number of shares held by IFPEN increased from 1,308,122 to 6,540,610. IFPEN then transferred 134,000 shares on January 19 and 20, 2010 and 60,000 shares on April 15, 2010. These were sold on the regulated market. Upon CGG’s capital increase, in January 2016, IFPEN sold 5,466,218 priority subscription rights to Bpifrance Participations and subscribed to this capital increase via the acquisition of 2,641,176 ordinary shares. On July 20, 2016, CGG effected a 32-to-1 reverse stock split, thus bringing IFPEN’s shareholding to 280,867 shares, representing 1.3% of CGG’s capital.

The Reporting Persons are filing this statement on Schedule 13D as a result of the appointment of Bpifrance Participations to the Board of Directors of the Issuer on May 27, 2016.

(a)          See also the information contained on the cover pages of this Statement on Schedule 13D which is incorporated herein by reference.  The percentage of ordinary shares beneficially owned by each Reporting Person is based on 22,133,149 outstanding ordinary shares of the Issuer as set out in the Issuer’s Report on Form 6-K filed with the Securities and Exchange Commission on March 3, 2017.

(b)           See the information contained on the cover pages of this Statement on Schedule 13D, which is incorporated herein by reference.

(c)           There have been no reportable transactions with respect to the ordinary shares of the Issuer within the last 60 days by the Reporting Persons other than as described in this Statement on Schedule 13D.

(d)           Not applicable.

(e)           Not applicable.

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Item 6.Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

On March 8, 2012, Bpifrance Participations, formerly known as Fonds Stratégique d’Investissement, and IFPEN entered into a shareholders agreement providing that, among other things (i) the parties undertake to discuss their respective points of view and try to find a common position on decisions to be voted on at general meetings (although this is nonbinding); (ii) if both parties have representatives on the Board of Directors, they undertake to discuss their respective points of view and try to find a common position on decisions to be voted on at meetings of the Board of Directors (although this is nonbinding); (iii) the parties undertake to notify the other party of any plan to acquire or dispose of shares or subscribe to a share capital increase concerning the Issuer’s shares, or to enter into a shareholder agreement with any third party; (iv) the parties undertake to ensure that any plan mentioned in the foregoing clause (iii) is jointly coordinated with the other party in order to narrow the impact on the market price of the ordinary shares; and (v) the parties undertake not to implement any plan mentioned in the foregoing clause (iii) that would require the other party to initiate a takeover bid of the Issuer’s ordinary shares.

Item 7.Material to be Filed as Exhibits.

99.1Free Translation of Shareholders Agreement, dated March 8, 2012, between Bpifrance Participations, formerly known as Fonds Stratégique d’Investissement, and IFPEN

99.2Joint Filing Agreement dated as of May 30, 2017, by and among the Reporting Persons.

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SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: May 30, 2017	IFP Energies nouvelles
	By:	/s/ Georges Picard
	Name:	Georges Picard
	Title:	Executive Vice President
Dated: May 30, 2017	Bpifrance Participations S.A.
	By:	/s/ Nicolas Dufourcq
	Name:	Nicolas Dufourcq
	Title:	CEO
Dated: May 30, 2017	Caisse Des Dépôts et Consignations
	By:	/s/ Joel Prohin*
	Name:	Joel Prohin
	Title:	Director of asset management
Dated: May 30, 2017	Epic Bpifrance
	By:	/s/ Sophie Paquin**
	Name:	Sophie Paquin
	Title:	Director of Legal Affairs
Dated: May 30, 2017	Bpifrance S.A.
	By:	/s/ Nicolas Dufourcq
	Name:	Nicolas Dufourcq
	Title:	CEO

* Joel Prohin is signing on behalf of Caisse des Dépôts et Consignations by executive order from the general manager of Caisse des Dépôts et Consignations previously filed with the Securities and Exchange Commission on February 14, 2017 as Exhibit 2 to Schedule 13G, and hereby incorporated herein by reference.

**Sophie Paquin is signing on behalf of EPIC Bpifrance by power of attorney previously filed with the Securities and Exchange Commission on February 14, 2017 as Exhibit 3 to Schedule 13G, and hereby incorporated herein by reference.

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APPENDIX A

Name, business address, present principal occupation or employment and place of citizenship of the directors and executive officers of

BPIFRANCE PARTICIPATIONS S.A.

The name, business address and present principal occupation or employment of each of the directors and executive officers of Bpifrance Participations S.A. are set forth below.  The business address of each director and executive officer is Bpifrance Participations S.A., 27-31, avenue du Général Leclerc, 94710 Maisons-Alfort Cedex, France.  Unless otherwise indicated, each director and executive officer is a citizen of France.

BOARD OF DIRECTORS

Name	Present Principal Occupation or Employment
NICOLAS DUFOURCQ	Director, Chairman , Chief Executive Officer of Bpifrance Participations, and Chief Executive Officer of Bpifrance
FRANCK SILVENT	Director, Director of the Caisse des Dépôts group Finance, Strategy, Subsidiaries and International Department
ANTOINE COLAS	Director, Special advisor to the Chief Executive Officer of the Caisse des Dépôts
CATHERINE MAYENOBE	Director, Corporate Secretary of the Caisse des Dépôts
PASCAL FAURE	Director, General Director of the General Directorate for Competitiveness, Industry and service of the Ministry of Economy and Finance
FREDERIC SAINT-GEOURS	Director, President of France’s Metallurgy Industries Confederation (UIMM), president of the supervisory board of SNCF
MARTINE GEROW	Director, Executive Vice-President, Finance and Administration at CWT
BERTRAND WALCKENAER	Director, Director of Agence des Participations de l’Etat (French State Shareholding Agency)
ANNE-HELENE CHANTAL ROIGNAN	Director, Deputy Corporate Secretary of the French Treasury
BARBARA LAVERNOS	Director, Executive Vice-President Operations at L’Oreal
EXECUTIVE OFFICERS

Name	Present Principal Occupation or Employment
NICOLAS DUFOURCQ	Chief Executive Officer
JOSÉ GONZALO	Executive Director
PIERRE BENEDETTI	Chief Financial Officer

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APPENDIX B

Name, business address,  present principal occupation or employment and place of citizenship of the directors and executive officers of

BPIFRANCE S.A.

The name, business address and present principal occupation or employment of each of the directors and executive officers of BPI-Groupe (bpifrance) are set forth below.  The business address of each director and executive officer is BPI-Groupe (bpifrance), 27-31, avenue du Général Leclerc, 94710 Maisons-Alfort Cedex, France.  Unless otherwise indicated, each director and executive officer is a citizen of France.

DIRECTORS

Name	Present Principal Occupation or Employment
PIERRE-RENE LEMAS	Chairman, Chief Executive Officer of the Caisse des Dépôts et Consignations
NICOLAS DUFOURCQ	Director, Chairman and Chief Executive Officer of Bpifrance Participations, and Chief Executive Officer of Bpifrance
LOUIS SCHWEITZER	Director, Public Investment General Commissioner
MAUD BAILLY-TURCHI	Director, Senior Financial Controller with the State Financial Audit Department of the Ministry of Economy and Finance
MARIE-MARGUERITE DUFAY	Director, Chairman of the Regional Council of Franche-Comté
MARTIN VIAL	Director, Chairman of the Agence des Participations de l’Etat (French State Shareholding Agency)
FRANCK SILVENT	Director, Director of the Caisse des Dépôts group Finance, Strategy, Subsidiaries and International Department
ELISABETH HENRY-PEREZ	Director representing the employees,
ERIC VERKANT	Director representing the employees,
AMELIE FAURE	Director, Entrepreneur, Chairman of the Board of Directors of Augure
VIRGINIE CHAPRON DU JEU	Director, Group Finance Director of the Caisse des Dépôts et Consignations
FLORENCE MAS	Director
ERIC LOMBARD	Director, Managing Director of Generali
SANDRINE GAUDIN	Director, Head of Bilateral and International Matters at the French Treasury (Ministry of Economy and Finance)
HERVE MORIN	Director, Chairman of the Regional Council of Normandie

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APPENDIX C

Name, business address,  present principal occupation or employment and place of citizenship of the directors and executive officers of

CAISSE DES DÉPÔTS ET CONSIGNATIONS

The name, business address and present principal occupation or employment of each of the members of the Management Committee of Caisse des Dépôts et Consignations are set forth below.  The business address of each director and executive officer is Caisse des Dépôts et Consignations, c/o 56, rue de Lille, 75007 Paris, France.  Unless otherwise indicated, each such person is a citizen of France.

MANAGEMENT COMMITTEE

Name	Present Principal Occupation or Employment
PIERRE-RENE LEMAS	Chief Executive Officer
OLIVIER MAREUSE	Savings Fund Director
ANDRE LAURENT MICHELSON	General Financial Officer, Head of Financial Transaction Processing, director coordinating the Caisse des Dépôts Group for Greater Paris
SOPHIE QUATREHOMME	Group Corporate Communications Director
ELIZABETH VIOLA	Banking Services Director
PAUL PENY	Group Human Resources Director
ANNE-SOPHIE GRAVE	Pensions and Solidarity Director
GABRIELLE GAUTHEY	Local Development and Investment Director
VIRGINIE CHAPRON DU JEU	Group Finance Director
JEAN MARC MORIN	Head of Legal and Tax Department
FRANCK SILVENT	Director of Finance, Strategy and Holdings
MARC ABADIE	Local Development and Network Director
CATHERINE MAYENOBE	Secretary General
LAURENT ZYLBERBERG	Director of International and European Relationships

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APPENDIX D

Name, business address,  present principal occupation or employment and place of citizenship of the directors and executive officers of

EPIC BPIFRANCE

The name, business address and present principal occupation or employment of each of the directors and executive officers of EPIC BPI-Groupe are set forth below.  The business address of each director and executive officer is EPIC BPI-Groupe, 27-31, avenue du Général Leclerc, 94710 Maisons-Alfort Cedex, France.  Unless otherwise indicated, each director and executive officer is a citizen of France.

DIRECTORS

Name	Present Principal Occupation or Employment
PIERRE LEPETIT	Chairman, Chief Executive Officer of EPIC Bpifrance
FRANCOIS JAMET	Director, Head of department SETTAR at the Research and Innovation Ministry
ARNAUD JULLIAN	Director, Deputy Director at the General Directorate for Budget of the Ministry of Economy and Finance
SEBASTIEN RASPILLER	Director, Deputy Director at the Directorate of Financing, Industry and Marke of the Ministry of Economy and Finance
BENJAMIN GALLEZOT	Director,
FRANCOISE LOMBARD	Director, Deputy Director at the Agence des Participations de l’Etat (French State Shareholding Agency)

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APPENDIX E

Name, business address, present principal occupation or employment and place of citizenship of the directors and executive officers of

IFP ENERGIES NOUVELLES

The name, business address and present principal occupation or employment of each of the directors and executive officers of IFP Energies nouvelles are set forth below.  The business address of each director and executive officer is IFP Energies nouvelles, 4, avenue du Bois-Préau, 92500 Rueil Malmaison, France.  Unless otherwise indicated, each director and executive officer is a citizen of France.

BOARD OF DIRECTORS

Name	Present Principal Occupation or Employment
Didier HOUSSIN	Director appointed as qualified personality and Chairman of the Board of Directors
Michel FERRANDERY	Director representing the State, Deputy Director of the Transport Equipment, Machinery and Energy Division at the General Directorate for Enterprise, representing the Minister of Industry
Marie-Solange TISSIER	Director representing the State, Department Head at the High Council for Economy, Industry, Energy and Technology, representing the Minister of Energy
Frédéric RAVEL	Director representing the State, Scientific Director of the “Energy, Sustainable Development, Chemistry and Processes” Sector at the Research and Innovation Strategy Service at the General Directorate for Research and Innovation, representing the Minister of Research
Jean-Baptiste MINATO	Director representing the State, Head of the Energy, Stakeholdings, Industry and Innovation bureau at the Budget Directorate, representing the Minister of Budget
Michel CASTAGNE	Director representing the employees
Marie VELY	Director representing the employees
Philippe SAUQUET	Director appointed as qualified personality, President of Total group’s Refining & Chemicals Division
Claude NAHON	Director appointed as qualified personality, Sustainable Development Director for the EDF group
Raphael SCHOENTGEN	Director appointed as qualified personality, Research and Technology Director for the Engie group
Hélène JACQUOT-GUIMBAL	Director appointed as qualified personality, Managing Director of IFSTTAR (French Institute of Sciences and Technology for Transport, Development and Networks)

15

Hervé LE TREUT	Director appointed as qualified personality, Member of the French Academy of Sciences, Director of Research at the CNRS (French National Center for Scientific Research)
Bruno JARRY	Director appointed as qualified personality, Member of the French Academy of Technologies
Sophie PATURLE GUESNEROT	Director appointed as qualified personality, Managing Partner of Demeter Partners
Patrice LUCAS	Director appointed as qualified personality, Program and Strategy Director for the Groupe PSA
Gaspar GASTON-ABELLAN	Director appointed as qualified personality, Executive Vice-President Engineering for the Renault group

EXECUTIVE OFFICERS

Name	Present Principal Occupation or Employment
Didier HOUSSIN	President
Georges PICARD	Executive Vice President
Pierre-Henri BIGEARD	Executive Vice President

16

EX-99.1

EXHIBIT 99.1

SHAREHOLDERS AGREEMENT

CGG VERITAS

Among

FONDS STRATEGIQUE D’INVESTISSEMENT

And

IFP Energies Nouvelles

March 8, 2012

SHAREHOLDERS AGREEMENT

AMONG:

(1)Fonds Stratégique d’Investissement, a société anonyme organised under the laws of France, whose registered office is located at 56, rue de Lille, 75007 Paris, registered with the Registre du Commerce et des Sociétés (Companies Registry) of Paris under number 509 584 074, represented by Mr. Yves Gilet, CEO,

Hereinafter “FSI”,

AND:

(2)IFP Energies Nouvelles, a French commercial and industrial public institution (Etablissement Public Industriel et Commercial, EPIC), whose registered office is located at 4 avenue du Bois-Préau, 92500 Rueil-Malmaison, represented by Mr. Olivier Appert, President,

Hereinafter “IFPEN”.

FSI and IFPEN are hereinafter collectively referred to as the “Parties”, and individually as a “Party”.

RECITALS

(A)The Parties are shareholders of the company CGG Veritas, a société anonyme organised under the laws of France, whose registered office is located at 33, avenue du Maine, 75015 Paris, registered with the Registre du Commerce et des Sociétés (Companies Registry) of Paris under number 969 202 241 (hereinafter the “Company”).

(B)FSI holds 9,867,345 shares of the Company representing 6.5% of the share capital and 6.2% of the voting rights of the Company.

(C)IFPEN holds 6,346,610 shares of the Company representing 4.2% of the share capital and 8% of the voting rights of the Company.

(D)The Parties wish to enter into the present shareholders agreement (hereinafter the “Agreement”) in order to affirm their reference shareholders status and to set in this Agreement certain rules governing their relationship as co-shareholders of the Company. The Parties also intend to implement a group action concerning the strategy of development of the Company. The Agreement will thus establish a group action towards the Company as of the date on which the Agreement will enter into force.

NOW, THEREFORE, IT IS HEREBY AGREED AS FOLLOWS:

ARTICLE 1 — VOTE IN SHAREHOLDERS GENERAL MEETING AND BOARD OF DIRECTORS RESOLUTIONS

For any decision submitted to the vote of the shareholders general meeting, the Parties shall exchange their respective opinions on the proposed decisions and try to reach a common position on this decision, although reaching a common position is not mandatory.

2

Once each Party will have a representative on the Board of directors (including individuals or legal entities whom they proposed the appointment), the Parties undertake that those representatives consult with each other on the resolutions on the agenda of Board meetings and try to reach a common position on those decisions, although reaching a common position is not mandatory.

ARTICLE 2 — SECURITIES TRANSACTIONS

2.1          GENERAL PRIOR INFORMATION OBLIGATION

The Parties shall send prior notice to the other Party relating to any plan consisting of:

(a)conducting, with a third party or directly on the market, any operation on the shares of the Company (including any acquisition, sale, subscription or issuance of equity securities or securities potentially giving access to the share capital of the Company), or

(b)entering into any agreement with a third party relating to the shares or voting rights of the Company,

(hereinafter, a “Plan”).

Any Plan shall be notified to the Party as soon as possible and, in any case, before the implementation of the operation or the entering into of the agreement, key element of the Plan.

2.2          CONSULTATION OBLIGATION

The Parties shall not implement a Plan without having previously organized jointly, if possible, the practical terms of the sale of the Company shares  (including concerning the schedule, the process followed and any tender procedure with financial institutions) in order to minimize the impact of the sale on the evolution of the Company’s stock price and avoid arbitrary decisions from third party investors that could be detrimental to the patrimonial interests of the Parties.

2.3          PROHIBITED OPERATIONS

The Parties shall not conduct any Plan nor any other operation that could potentially force the other Party, in particular as a result of the group action of the Parties, to launch a public tender offer on the Company’s shares.

2.4          LEGAL AND CAPITAL MARKETS CONSEQUENCES OF SECURITIES TRANSACTIONS

Notwithstanding the reciprocal obligation referred to in paragraph 2.1 above and without prejudice to the stipulations of paragraph 2.3 above, each Party is fully responsible for respecting the legal and regulatory obligations and the capital markets consequences relating to the operations that this Party conducts on the equity securities of the Company and to any operation relating to the Company shares held by the Party (for instance, the attribution of double voting rights), in particular for major shareholding notification and declaration obligations, declarations of intent and filing of a public tender offer.

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Any sanction resulting from a lack of compliance to the above-mentioned obligations shall be borne solely by the defaulting Party. Thus, for instance, in case of suspension of voting rights as a result of a late mandatory major shareholding notification, those voting rights will be imputed in priority to the voting rights held by the defaulting Party. In case of an obligation to file a public tender offer on the Company’s securities, the Party that caused such an obligation will bear the consequences and costs of it, it being understood that the other Party will be free to tender its Company securities to the offer.

ARTICLE 3 — ENTRY INTO FORCE — DURATION

The Agreement will enter into force as of the signing date hereof and shall have effect during two (2) years. It will be tacitly renewed for one (1) year terms in the absence of termination by any of the Parties, such termination being notified at least two (2) months before the end of the effective term.

The stipulations of this Agreement shall be considered void as soon as the Parties hold together less than 5.0% of the shares or voting rights of the Company.

ARTICLE 4 — GENERAL PROVISIONS

4.1          DECLARATIONS TO THE COMPANY AND THE AUTORITE DES MARCHES FINANCIERS

As a result of the entering into of this Agreement and the related group action, the Parties jointly exceed the 5% (concerning IFPEN) and 10% of the share capital and 10% of the voting rights of the Company thresholds, as indicated in Appendix I.

The Parties shall communicate, together, to the Autorité des Marchés Financiers and the Company, within the applicable regulatory deadlines, the major shareholding notifications and declarations of intent referred to in Article L. 233-7 of the French Code of Commerce and the bylaws of the Company, it being specified that the notified shareholdings are the ones indicated in Appendix 1 and that the content of the declaration of intent referred to in Article 233-7, VII of the French Code of Commerce is provided in Appendix 2.

4.2          EXERCISE OF RIGHTS

The failure of a Party to exercise one of its rights pursuant to the Agreement shall not be interpreted as a renunciation to this right. The renunciation by a Party to any of its rights pursuant to the Agreement shall not be interpreted to a renunciation to the others rights resulting from the Agreement.

Any renunciation by one of the Parties to one of its rights pursuant to the Agreement shall be notified in writing to the other Party.

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4.3          MANDATORY ENFORCEMENT

The Parties acknowledge that the undertakings made under the terms of the Agreement are irrevocable and might be subject to a mandatory enforcement and waive any right to make any claim under article 1142 of the French Civil Code considering those undertakings.

4.4          HEADINGS

The headings of the articles of this Agreement only aim to facilitate reading and have no contractual or interpretative value.

4.5          NOTIFICATIONS AND COMMUNICATIONS

The notifications and communications made in the context of this Agreement will be validly sent to the following addresses:

To FSI:

Attn: Directeur Général

56, rue de Lille

75007 Paris

Phone: 01 58 50 12 12

Fax: 01 58 50 12 07

To IFPEN:

Attn: President

IFP Energies Nouvelles

1 et 4 Avenue du Bois-Préau

92852 Rueil-Malmaison Cedex

Phone: 01 47 52 65 48

Fax: 01 47 52 67 54

or to any other address those recipients may have had indicated in accordance with the provisions of Article 4.5 of this Agreement.

Any notification or communication shall be (i) faxed and confirmed by letter with acknowledgement of receipt sent, at the latest, on the next business day, or (ii) delivered by hand in return for a signed and dated receipt from the recipient or (iii) sent by registered mail with acknowledgement of receipt and will be presumed received (x) on the date of the fax, (y) on the date written by the recipient on the receipt if it is delivered by hand or (z) three (3) business days after the date of the stamp affixed by the postal services on the sending receipt, if it is sent by registered mail.

This Article shall not apply to communications made in the context of the consultation cases specifically provided for by this Agreement.

4.6          FEES

Each of the Parties shall bear the costs, fees and disbursements relating to the preparation and the drafting of this Agreement or the operations organized by it.

4.7          APPLICABLE LAW AND JURISDICTION

This Agreement is governed by the laws of France.

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Any conflict arising between the Parties as to the interpretation, validity or enforcement of this Agreement shall be in first instance the exclusive competence of the courts of the jurisdiction of the Paris Appellate Court (Cour d’Appel de Paris).

Entered into in Paris,

On March 8, 2012,

In two (2) original copies.

Fonds Stratégique d’Investissement	IFP Energies Nouvelles
/s/ Jean-Yves Gilet	/s/ Olivier Appert
By: Jean-Yves Gilet	By: Olivier Appert
Title: Directeur Général (CEO)	Title: President

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APPENDIX 1

COMPANY SHARE CAPITAL AND VOTING RIGHTS REPARTITION

Shareholders	Number of shares of the Company	Percentage of the share capital of the Company		Number of voting rights of the Company	Percentage of the voting rights of the Company
FSI	9,867,345	6.50	%	9,867,345	6.22	%
IFP Energies Nouvelles	6,346,610	4.18	%	12,693,220	8.00	%
Group’s total	16,213,955	10.68	%	22,560,565	14.22	%
Other shareholders	135,647,977	89.32	%	136,126,723	85.78	%
Total	151,861,932	100.00	%	158,687,288	100.00	%

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APPENDIX 2

DECLARATION OF INTENT TO BE SENT TO THE AMF AND THE COMPANY

Content of the declaration of intent:

FSI and IFP Energies Nouvelles (IFPEN) state to have entered into an agreement according to which they undertake to consult with each other concerning the company CGG Veritas in which they are both shareholders. As a result of this group action, they crossed the thresholds of 10% of the share capital and voting rights of CGG Veritas. They did not proceed to acquire any CGG Veritas securities for this operation. FSI and IFPEN reserve the right acquire shares, on or off the market, without taking control of the company. They wish to pursue the current strategy of the company. They do not wish to ask for the appointment of additional directors. They did not enter into any temporary share sale agreement relating to the shares or voting rights of the company CGG Veritas.

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EX-99.2

EXHIBIT 99.2

JOINT FILING AGREEMENT

The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this foregoing shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements.  The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that it knows or has reason to believe that such information is inaccurate.

This Agreement may be executed in counterparts and each of such counterparts taken together shall constitute one and the same instrument.

Dated: May 30, 2017	IFP Energies nouvelles
	By:	/s/ Georges Picard
	Name:	Georges Picard
	Title:	Executive Vice President
Dated: May 30, 2017	Bpifrance Participations S.A.
	By:	/s/ Nicolas Dufourcq
	Name:	Nicolas Dufourcq
	Title:	CEO
Dated: May 30, 2017	Caisse Des Dépôts et Consignations
	By:	/s/ Joel Prohin
	Name:	Joel Prohin
	Title:	Director of asset management
Dated: May 30, 2017	Epic Bpifrance
	By:	/s/ Sophie Paquin
	Name:	Sophie Paquin
	Title:	Director of Legal Affairs
Dated: May 30, 2017	Bpifrance S.A.
	By:	/s/ Nicolas Dufourcq
	Name:	Nicolas Dufourcq
	Title:	CEO