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NOTICE OF REDEMPTION TERMS

TO HOLDERS OF

Mercialys

(the “Issuer”)

€300,000,000 4.625 per cent. Bonds due 7 July 2027 (the “Bonds”)  ISIN: FR0013522091

Common Code: 219843151

Make-whole Redemption Date: 26 September 2024

Make-whole Redemption Amount: €105,045.02 per €100,000 Bond (excl. accrued interest)

Accrued interest: €1,026.37 per €100,000 Bond 

Paris, 20 September 2024 - Following the publication by the Issuer on 11 September 2024 of a notice announcing that it has elected to redeem all of the outstanding Bonds (of which €200,000,000 are currently outstanding) on 26 September 2024 (the “Make-whole Redemption Date”) at a price per €100,000 Bond equal to the Make-whole Redemption Amount, together with interest accrued to, but excluding, the Makewhole Redemption Date, pursuant to Conditions 5(c)(ii) (Make-whole Redemption by the Issuer) and 10 (Notices) of the terms and conditions of the Bonds contained in the prospectus relating to the issue of the Bonds which received approval number n°20-303 of the French Autorité des marchés financiers on 3 July 2020 (the “Prospectus”), notice is hereby given to the Bondholders of the terms of the upcoming redemption:

1.              The Make-whole Redemption Amount has been calculated by the Calculation Agent in accordance with the provisions of Condition 5(c)(ii) of the Prospectus. In accordance with such Condition, the Make-whole Redemption Amount is computed using a discount rate equal to the relevant Reference Rate (determined as of 11:00 a.m. (Paris time) on the date of the present notice) plus 50 basis points, all as determined by the Calculation Agent.

2.              The Reference Rate is 2.048%.

3.              The Make-whole Redemption Amount is €105,045.02 per €100,000 Bond.

4.              Interest accrued to, but excluding, the Make-whole Redemption Date is €1,026.37 per €100,000 Bond. 

5.              The redemption price including accrued interest is therefore €106,071.39 per €100,000 Bond.

The Bonds will be delisted from Euronext Paris on the Make-whole Redemption Date.

Terms used but not defined herein shall have the meanings ascribed to them in the Prospectus.