LA POSTE SA announces the final results of its tender offer following the placement of a deeply subordinated notes issuance

PRESS RELEASE

Paris, 15 January 2025

La Poste SA

announces the final results of its tender offer

following the placement of a deeply subordinated notes issuance

La Poste SA (the “Company”) announces the final results of the tender offer (the “Tender Offer”) on its €750,000,000 undated deeply subordinated fixed rate resettable notes issued in 2018 (all of which are currently outstanding) (ISIN: FR0013331949) and that are admitted to trading on the regulated market of Euronext Paris (the “Existing Notes”). This announcement follows the placement of its €750,000,000 undated non-call 6.5 year deeply subordinated fixed rate resettable notes issuance (the “New Notes”).

This transaction, 2.9 times oversubscribed, was a great success both in France and internationally. Germany/Austria/Switzerland accounted for 30% of allocations, France 24%, UK/Ireland 18%, Southern Europe 12%, Belgium/the Netherlands/Luxembourg 6%, Southern Europe 12% and other countries 10%.

The New Notes will be listed on Euronext Paris.

On 7 January 2025, the Company announced the launch of the Tender Offer on its Existing Notes and its intention to issue the New Notes. On the terms and subject to the conditions contained in the tender offer memorandum dated 7 January 2025 (the “Tender Offer Memorandum”), the Company invited qualifying holders to tender their Existing Notes for purchase by the Company, up to a maximum acceptance amount which was set on 10 January 2025 at the aggregate principal amount of the New Notes, i.e., €750,000,000.

The Tender Offer expired at 5.00 p.m. (CET) on 14 January 2025 (the “Expiration Deadline”). As of the Expiration Deadline, the Company received and accepted for purchase the Existing Notes validly tendered for an aggregate principal amount of €404,100,000.

The settlement of the Tender Offer is expected to occur on 17 January 2025. Following the settlement of the Tender Offer and the cancellation of the relevant Existing Notes accepted for purchase pursuant to the Tender Offer, €345,900,000 in aggregate principal amount of the Existing Notes will remain outstanding.

The settlement of the Tender Offer remains subject to the successful settlement of the New Notes.

Disclaimer

This announcement does not constitute an invitation to participate in the Tender Offer or the issuance of New Notes in or from any jurisdiction in or from which, or to or from any person to or from whom, it is unlawful to make such invitation under applicable securities laws. The distribution of this announcement in certain jurisdictions may be restricted by law. No offer to sell or solicitation of an order to sell or subscribe for a security may be made in a country or territory in which such an offer or solicitation would be contrary to the regulations in force or before its registration under securities law in force in such country or territory. Persons into whose possession this announcement comes are required to inform themselves about, and to observe, any such restrictions.

Tenders of Existing Notes for purchase pursuant to the Tender Offer will not be accepted from qualifying holders in any circumstances in which such offer or solicitation is unlawful. The Company does not make any recommendation as to whether or not qualifying holders should participate in the Tender Offer.

United States

Securities may not be offered or sold in the United States absent registration under, or an exemption from the registration requirements of, the U.S. Securities Act of 1933, as amended (the “Securities Act”). The New Notes have not been, and will not be, registered under the Securities Act or the securities laws of any state or other jurisdiction of the United States, and may not be offered, sold or delivered, directly or indirectly, in the United States or to, or for the account or benefit of, any U.S. Person as defined in Regulation S of the Securities Act (each a “U.S. Person”).

The Tender Offer is not being made and will not be made directly or indirectly in or into, or by use of the mails of, or by any means or instrumentality (including, without limitation, facsimile transmission, telex, telephone, email and other forms of electronic transmission) of interstate or foreign commerce of, or any facility of a national securities exchange of, the United States or to U.S. Persons and the Existing Notes may not be tendered in the Tender Offer by any such use, means, instrumentality or facility from or within the United States, by persons located or resident in the United States of America (“U.S. holders” within the meaning of Rule 800(h) under the Securities Act). Accordingly, any documents or materials related to the Tender Offer are not being, and must not be, directly or indirectly, mailed or otherwise transmitted, distributed or forwarded (including, without limitation, by custodians, nominees or trustees) in or into the United States or to any such person. Any purported tender instruction in response to the Tender Offer resulting directly or indirectly from a violation of these restrictions will be invalid, and tender instructions made by a person located or resident in the United States of America or any agent, fiduciary or other intermediary acting on a non-discretionary basis for a principal giving instructions from within the United States will not be accepted.

For the purposes of the above paragraph, United States means the United States of America, its territories and possessions (including Puerto Rico, the U.S. Virgin Islands, Guam, American Samoa, Wake Island and the North Mariana Islands), any state of the United States of America and the District of Columbia.

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About La Poste Groupe

La Poste is a state-owned public limited company, a subsidiary of Caisse des Dépôts and the French State. La Poste Groupe is divided into four business units: Services-Mail-Parcels, Retail Customers and Digital Services, Geopost and La Banque Postale, which, with its subsidiary CNP Assurances, is the 11th largest bancassurer in the eurozone. La Poste Groupe has four public service missions that shape its identity: universal postal service, regional development, banking accessibility, and press transport and delivery. Committed to its regional coverage, La Poste Groupe relies on its network of local, human and digital services, the largest in France. This network comprises 37,500 contact points, including 17,000 postal contact points (post offices, local postal agencies, retail pickup points) and more than 20,500 points of access to a postal service (pick-up points in retail outlets and lockers, and Espaces Pro areas). La Poste Groupe delivers yearly over 15 billion items worldwide (letters, printed advertising media and parcels), six days a week. In 2023, La Poste Groupe generated €34.1 billion in revenue, of which 44% were generated outside France, and had a headcount of 233,000, in more than 60 countries over 5 continents, of which more than 179,000 in France. As part of its strategic plan “La Poste 2030, committed for you”, the public company has set itself the course for profitable and responsible growth in France and abroad, based on a robust multi-business model. As a mission-driven company since 2021 and a leader in environmental transition and sustainable finance, La Poste Groupe is committed to reaching "net zero emissions" by 2040.

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