Crédit Agricole S.A. in €2 Billion Consent Solicitation

December 11, 2023

Cleary Gottlieb advised Crédit Agricole S.A. in connection with a successful consent solicitation from holders of its outstanding €2 billion subordinated 2.625% notes issued on March 17, 2015, and due March 17, 2027.

The purpose of the consent solicitation was to include in the terms and conditions of the notes a contractual recognition of bail-in clause containing provisions that satisfy in full the requirements laid down in Article 44 (Contents of the contractual term required by Article 55(1) of Directive 2014/59/EU) of Commission Delegated Regulation (EU) 2016/1075 of 23 March 2016 (as amended), in order to bring such terms and conditions into compliance with the regulatory capital criteria of CRR Regulation for Tier 2 instruments and the Single Resolution Board MREL policy ahead of the end of the grandfathering period on June 28, 2025.

The consent solicitation was launched on November 10, 2023, and terminated on December 11, 2023. The noteholders approved the amendment to the terms and conditions of the notes on first call.

Crédit Agricole S.A. is the lead bank of the Crédit Agricole Group, which is the largest banking group in France, and one of the largest in the world.