Crédit Agricole S.A. in Hybrid Securities Repurchase Offers

Cleary Gottlieb acted as counsel to Crédit Agricole in connection with two concurrent cash offers to repurchase eight series of subordinated notes, with an aggregate principal amount of €2.1 billion. The transaction launched on January 26 and included a U.S. offer to purchase one series of notes in U.S. dollars, and a European/Canadian offer to purchase seven series of notes denominated in euros, pounds sterling and Canadian dollars. BofA Merrill Lynch, Barclays Capital and Crédit Agricole CIB acted as Dealer Managers.

All of the notes that Crédit Agricole sought to repurchase were hybrid capital securities that initially qualified as Tier 1 or, in one case, Tier 2 capital. The offer prices ranged from 52% to 79% of par, depending on the series. The tender offers were intended to improve and strengthen the quality and efficiency of Crédit Agricole’s capital base in light of regulatory changes. The tender offers were approved by the French banking regulator, the Autorité de Contrôle Prudentiel.