BPCE in €1.8 Billion Note Tender Offer

October 25, 2011

Cleary Gottlieb represented BPCE in a fixed price cash tender offer to repurchase up to €1.8 billion of four series of deeply subordinated notes traded on the Luxembourg Stock Exchange. The offer was launched on October 17 and expired on October 25. An aggregate principal amount of approximately €1 billion of notes were tendered and accepted for purchase in the tender offer. Payment for the tendered notes was made on October 28, 2011.

BPCE is the central body of the Groupe BPCE, a leading French mutual banking group. The Groupe BPCE was created through the July 2009 combination of the Groupe Banques Populaires and the Groupe Caisse d’Epargne, two leading French mutual banking groups.

This transaction will further enhance the quality and efficiency BPCE’s capital base.