Groupama announces the launch of the sale of 8,260,000 shares of OTP Bank

NOT FOR DISTRIBUTION IN THE UNITED STATES

Groupama has launched, via an institutional private placement by way of an accelerated bookbuilding, the sale of 8,260,000 OTP Bank shares, representing approximately 3 per cent of the company’s share capital. This sale is part of the group’s policy to diversify its assets.

The bookbuilding will start immediately; the results of the private placement will be announced after the close of the bookbuilding process.

Following the placement, Groupama will keep, directly or indirectly, approximately 14,140,000 OTP Bank shares, representing 5 per cent of the share capital of the company.

Further to the placement, Groupama will remain a significant shareholder of OTP Bank and maintain its representation at the board of OTP Bank. In addition, Groupama will keep a strong business relationship with OTP Bank through their exclusive banking partnership which covers nine countries in Central and Eastern Europe. In this context, Groupama entered into a lock-up undertaking with the banks managing the placement relating to its remaining stake in OTP Bank for a minimum period of 180 days.

This press release does not constitute an offer to sell or a solicitation to buy any securities, and the offer of OTP Bank shares by Groupama does not constitute a public offering.

Disclaimer

This announcement is for information purposes only and does not constitute an offer to sell or a solicitation to buy any securities, and the offer of OTP Bank shares by Groupama does not constitute a public offering in any jurisdiction, including in France and Hungary.

This communication is for distribution in the United Kingdom only to (i) investment professionals falling within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) or (ii) high net worth entities and other persons to whom it may lawfully be communicated, falling within article 49(2)(a) to (d) of the Order (all such persons together being referred to as “relevant persons”).

The offer and sale of the securities referred to in this announcement has not been, nor will be, registered under the United States Securities Act of 1933 (the “Securities Act”) and the securities may not be offered or sold in the United States absent such registration or an applicable exemption from the registration requirements of the Securities Act. There will be no public offering of the securities in the United States in connection with this transaction.

Any investment decision to buy shares in OTP Bank must be made solely on the basis of publicly available information regarding OTP Bank. Such information is not the responsibility of Groupama.

Release, publication or distribution of this press release is forbidden in any country where it would violate applicable laws or regulations.