Implementation of the squeeze out with respect to the Natixis shares following the simplified tender offer initiated by BPCE

July 13, 2021

Following the end of the simplified tender offer filed by BPCE on the shares of Natixis, opened from June 4 2021 to July 9 2021 included, BPCE announces that it holds 91.80% of the share capital and voting rights of Natixis.

In accordance with the notice published today by the Autorité des marchés financiers (AMF) (notice no. 221C1758 of July 13, 2021), BPCE will proceed on July 21, 2021 to the squeeze-out of all Natixis shares which have not been tendered to the tender offer, i.e. a total of 251,846,401 Natixis shares representing 7.97% of the share capital and voting rights of the company.

The squeeze-out will be carried out under the same financial conditions as the Offer, i.e. 4 euros per share of the Company, it being understood that this compensation is net of all costs.

[1] BPCE is also deemed to hold by assimilation (i) 2,461,581 treasury shares held by Natixis and (ii) 4,664,262 shares of Natixis under put and call options provided by the liquidity agreements entered into between BPCE and the corporate officers and employees of the group beneficiaries of Natixis shares granted for free, representing together c. 0.23% of the share capital and voting rights. These assimilated shares are not included in the above percentage.

[2] To the exception of the (i) 2,461,581 treasury shares held by Natixis and (ii) 4,664,262 shares of Natixis under put and call options provided by the liquidity agreements entered into between BPCE and the corporate officers and employees of the group beneficiaries of Natixis shares granted for free.

[3] Based on a total number of 3,157,958,331 shares and 3,157,958,331 theoretical voting rights of the Company (information as of May 31st, 2021). In accordance with Article 223-11 of the AMF’s General Regulation, the total number of voting rights is calculated on the basis of all shares to which voting rights are attached, including shares without voting rights such as the treasury shares.

Groupe BPCE, with its business model as a universal cooperative bank represented by 9 million cooperative shareholders, is currently the 2nd-largest banking group in France. With its 100,000 employees, it serves a total of 36 million customers – individuals, professionals, corporates, investors, and local government bodies – around the world. It operates in the retail banking and insurance sectors in France via its two major Banque Populaire and Caisse d’Epargne banking networks, along with Banque Palatine. With Natixis, it also runs global business lines specializing in Asset & Wealth management, Corporate & Investment Banking, Insurance and Payments. Through this structure, it is able to offer its customers a comprehensive, diversified range of products and services: solutions in savings, investment, cash management, financing, and insurance. The Group's financial strength is recognized by four financial rating agencies: The Group's financial strength is recognized by four financial rating agencies: Moody's (A1, stable outlook), Standard & Poor's (A, stable outlook), Fitch (A+, negative outlook) and R&I (A+, stable outlook).

Natixis is a French multinational financial services firm specialized in asset & wealth management, corporate & investment banking, insurance and payments. A subsidiary of Groupe BPCE, the second-largest banking group in France through its two retail banking networks, Banque Populaire and Caisse d’Epargne, Natixis counts over 16,000 employees across 36 countries. Its clients include corporations, financial institutions, sovereign and supranational organizations, as well as the customers of Groupe BPCE’s networks. Listed on the Paris stock exchange, Natixis has a solid financial base with a CET1 capital under Basel 3(1) of €12.3 billion, a Basel 3 CET1 Ratio(1) of 11.6% and quality long-term ratings (Standard & Poor’s: A / Moody’s: A1 / Fitch Ratings: A+). 
(1) Based on CRR-CRD4 rules as reported on June 26, 2013, including the Danish compromise - without phase-in Figures as at 31 March 2021

Contact

Asset