Successful placement of ALD preferential subscription rights by Societe Generale - Insurance News | InsuranceNewsNet

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November 30, 2022 Newswires
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Successful placement of ALD preferential subscription rights by Societe Generale

Swiss Equity Markets (Web Disclosure) via PUBT

NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN, OR ANY OTHER JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO.

SUCCESSFUL PLACEMENT OF 54.8 MILLION ALD PREFERENTIAL SUBSCRIPTION RIGHTS BY SOCIETE GENERALE

Press release

Paris, November 30th, 2022

Successful placement of 54.8 million ALD preferential subscription rights by Societe Generale

Societe Generale announces the successful sale of 54,776,962 ALD preferential subscription rights (the "Rights"), at a price of 0.75 euros per Right for a total amount of c. 41 million euros by way of a placement via an accelerated bookbuilding to institutional investors (the "Placement").

Following this sale of the Rights and the settlement of the ALD capital increase with shareholders' preferential subscription rights (the "Rights Issue") expected to occur on December 20th, 2022, Societe Generale will hold approximately 75.9% of ALD's share capital (excluding any exercise of the underwriting commitment provided by Societe Generale), and will hold approximately 53% and, assuming the full exercise of the warrants issued to the benefit of LeasePlan's shareholders, approximately 51% of the share capital of ALD immediately following the completion of the LeasePlan acquisition expected in Q1 2023.

Societe Generale intends to remain the long-term majority shareholder of ALD and has committed to a 40-monthlock-uppost-closing of LeasePlan acquisition (subject to certain customary exceptions) and to a lock up starting on the date of signing of the placement agency agreement and ending 180 calendar days following the settlement-delivery of the Rights Issue (subject to certain customary exceptions).

Citigroup, JP Morgan and Societe Generale acted as Joint Global Coordinators, Joint Lead Managers and Joint Bookrunners on this accelerated bookbuilding.

Settlement of the Placement is expected to take place on December 2nd, 2022.

This press release does not constitute an offer to sell or a solicitation of offers to purchase any securities by Societe Generale and no public offering of Rights is being made.

Press contact:

Jean-Baptiste Froville_+33 1 58 98 68 00_ [email protected]Fanny Rouby_+33 1 57 29 11 12_ [email protected]

A F r e n c h c o r p o r a t i o n w i t h s h a r e c a p i t a l o f E U R 1 , 0 6 2 , 3 5 4 , 7 2 2 . 5 0 - 5 5 2 1 2 0 2 2 2 R C S P a r i s

NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN, OR ANY OTHER JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO.

Societe Generale

Societe Generale is one of the leading European financial services groups. Based on a diversified and integrated banking model, the Group combines financial strength and proven expertise in innovation with a strategy of sustainable growth. Committed to the positive transformations of the world's societies and economies, Societe Generale and its teams seek to build, day after day, together with its clients, a better and sustainable future through responsible and innovative financial solutions.

Active in the real economy for over 150 years, with a solid position in Europe and connected to the rest of the world, Societe Generale has over 117,000 members of staff in 66 countries and supports on a daily basis 25 million individual clients, businesses and institutional investors around the world by offering a wide range of advisory services and tailored financial solutions. The Group is built on three complementary core businesses:

  • French Retail Banking which encompasses the Societe Generale, Credit du Nord and Boursorama brands. Each offers a full range of financial services with omnichannel products at the cutting edge of digital innovation;
  • International Retail Banking, Insurance and Financial Services,with networks in Africa, Central and EasteEurope and specialised businesses that are leaders in their markets;
  • Global Banking and Investor Solutions, which offers recognised expertise, key international locations and integrated solutions.

Societe Generale is included in the principal socially responsible investment indices: DJSI (Europe), FTSE4Good (Global and Europe), Bloomberg Gender-Equality Index, Refinitiv Diversity and Inclusion Index, Euronext Vigeo (Europe and Eurozone), STOXX Global ESG Leaders indexes, and the MSCI Low Carbon Leaders Index (World and Europe).

In case of doubt regarding the authenticity of this press release, please go to the end of Societe Generale's newsroom pagewhere official Press Releases sent by Societe Generale can be certified using blockchain technology. A link will allow you to check the document's legitimacy directly on the web page.

For more information, you can follow us on Twitter @societegeneraleor visit our website www.societegenerale.com.

Disclaimer

This press release is for information purposes only and does not, and shall not, constitute an offer to sell or a solicitation of an offer to buy or subscribe any securities nor a solicitation to offer to purchase or to subscribe securities in any jurisdiction and does not constitute a public offer other than the offering to qualified investors in any jurisdiction, including France.

The sale of ALD preferential subscription rights does not constitute a public offer and the ALD preferential subscription rights are only being offered to qualified investors, including in France.

No communication and no information in respect of the sale by Societe Generale of ALD preferential subscription rights may be distributed to the public in any jurisdiction where a registration or approval is required. No steps have been or will be taken in any jurisdiction where such steps would be required. The offer or sale of ALD preferential subscription rights on behalf of Societe Generale may be subject to specific legal or regulatory restrictions in certain jurisdictions. Societe Generale, its shareholders and its affiliates take no responsibility for any violation of any such restrictions by any person.

European Economic Area

This press release is an advertisement and not a prospectus within the meaning of Regulation (EU) 2017/1129 of the European Parliament and of the Council of June 14, 2017, as amended (the "Prospectus Regulation").

With respect to the member states of the European Economic Area (the "Member States"), no action has been or will be taken in order to permit a public offer of the securities which would require the publication of a prospectus in one of such Member States. In Member States, this press release and any offer if made subsequently are directed exclusively at persons who are "qualified investors" within the meaning of Article 2(e) of the Prospectus Regulation.

France

In France, the offer and sale of ALD preferential subscription rights will be carried out through an offer to qualified investors only, as defined in Article 2(e) of the Prospectus Regulation and in accordance with applicable French laws and regulations. There will be no public offering in any country (including France) in connection with the ALD preferential subscription rights.

United Kingdom

The distribution of this press release has not been made, and has not been approved, by an "authorised person" within the meaning of Article 21(1) of the Financial Services and Markets Act 2000. As a consequence, this press release is only being distributed to, and is only directed at, persons in the United Kingdom that (i) are "investment professionals" falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended, the "Order"), (ii) are persons falling within Article

NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN, OR ANY OTHER JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO.

49(2)(a) to (d) ("high net worth companies, unincorporated associations, etc.") of the Order, or (iii) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of Article 21 of the Financial Services and Markets Act 2000) in connection with the issue or sale of any securities may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as "Relevant Persons").

Any investment or investment activity to which this document relates is available only to Relevant Persons and will be engaged in only with Relevant Persons. Any person who is not a Relevant Person should not act or rely on this document or any of its contents.

With respect to the United Kingdom, securities may not be offered or sold absent the publication of a prospectus in the United Kingdom or an exemption from such publication under the Regulation (EU) 2017/1129 as amended, as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 (the "UK Prospectus Regulation"). As a consequence, this document is directed only at persons who are "qualified investors" as defined in point (e) of Article 2 of the UK Prospectus Regulation.

ALD preferential subscription rights described herein are available only to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such shares will be engaged in only with Relevant Persons. Any person who is not a Relevant Person must not act or rely on this document or any of its contents.

This press release is not a prospectus which has been approved by the Financial Conduct Authority or any other United Kingdom regulatory authority for the purposes of Section 85 of the Financial Services and Markets Act 2000.

United States

This press release does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States. Securities may not be offered or sold in the United States absent registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or an exemption from registration thereunder. ALD preferential subscription rights have not been and will not be registered under the Securities Act and neither Societe Generale, nor any of its shareholders or their respective affiliates intend to register any portion of the proposed offering in the United States or to conduct a public offering of securities in the United States.

This press release may not be published, distributed or transmitted in any province or territory of Canada. Neither the Rights nor the shares issuable upon exercise of the Rights have been or will be qualified for distribution by prospectus in Canada. Subject to certain exceptions, the Rights may not be exercised or sold by existing holders that are located or resident in Canada, and the New Shares and Rights will not be offered or sold in Canada. Sales of the Rights or shares may be made in certain provinces of Canada pursuant to exemptions from the prospectus requirements of Canadian securities laws, and otherwise in compliance with such laws.

Shareholders of ALD located or resident in Canada may only receive Rights in respect of existing shares held by them pursuant to procedures adopted by ALD to ensure compliance with applicable Canadian securities laws.

This press release may not be published, forwarded or distributed, directly or indirectly, in the United States of America, Canada, Australia or Japan.

The distribution of this announcement into certain jurisdictions may be restricted by law. No action has been taken by Societe Generale that would permit an offering of ALD preferential subscription rights or shares or possession or distribution of this announcement in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

Any investment decision to buy ALD preferential subscription rights must be made solely on the basis of publicly available information regarding ALD. Such information is not the responsibility of Societe Generale and has not been independently verified by Societe Generale.

The Joint Global Coordinators, Joint Lead Managers and Bookrunners are acting on behalf of Societe Generale (to the exclusion of all others) in connection with the placement and will not be liable to any person other than Societe Generale either for warranties given to clients of the Joint Global Coordinators, Joint Lead Managers and Bookrunners or for advice in connection with the placement.

Neither the Joint Global Coordinators, Joint Lead Managers and Bookrunners nor any of their directors, officers, employees, advisors or agents accept any responsibility for, or make any representation or warranty, express or implied, as to the accuracy or completeness of the information contained in this press release (or if any information has been omitted from this press release) or any other information relating to ALD, Societe Generale, their respective subsidiaries or associated companies, whether in written, oral, visual or electronic form, and however transmitted or made available, or for any loss resulting from the use of this press release or its contents or otherwise.

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Disclaimer

Société Générale SA published this content on 30 November 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 30 November 2022 07:26:50 UTC.

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