BPCE - 2019 Universal Registration Document

FINANCIAL REPORT

IFRS CONSOLIDATED FINANCIAL STATEMENTS OF GROUPE BPCE AS AT DECEMBER 31, 2019

subsequent changes in this liability relating to any change in • the estimated exercise price of the options and the carrying amount of “Non-controlling interests” are fully booked as “Retained earnings attributable to equity holders of the parent”; in the event of a buyback, the liability is settled by the cash • payment related to the acquisition of minority shareholders’ stakes in the subsidiary in question. However, when the commitment expires, if the buyback does not take place, the liability is written off against non-controlling interests and “Retained earnings attributable to equity holders of the parent” according to their respective amounts; as long as the options have not been exercised, results from • non-controlling interests subject to put options are included in the consolidated income statement as “Non-controlling interests”. CONSOLIDATED ENTITIES’ BALANCE SHEET DATE 3.3.5 The entities included in the scope of consolidation close their accounts on December 31. CHANGES IN SCOPE OF CONSOLIDATION DURING FISCAL YEAR 2019 The main changes in the scope of consolidation during 2019 are presented below: MERGER WITHIN THE CONSOLIDATING ENTITY Legal merger of Banque Populaire du Sud with Caisse Régionale de Méditerranée The merger of Caisse Régionale de Méditerranée and Banque Populaire du Sud was enacted by the General Shareholders’ Meeting of June 1, 2019, with retroactive effect at January 1, 2019. This merger had no material impact on the Group’s consolidated financial statements. CHANGES IN THE OWNERSHIP INTEREST IN SUBSIDIARIES AT DECEMBER 31, 2019 (WITH NO IMPACT ON CONTROL) Change in the Group’s ownership interest in Natixis Following a number of transactions in its own shares, the Group’s stake in Natixis stood at 70.68% at December 31, 2019 ( versus 70.78% at December 31, 2018). The impact of this change on Equity attributable to equity holders of the parent was not material. 3.4 BPCE SA finalized the acquisition of a 50.1% stake in Oney Bank from Auchan group in the fourth quarter of 2019. The Group exercises control over the entity in accordance with IFRS 10. The deal generated goodwill of €138 million, as determined using the partial goodwill method. Acquisition of Azure Capital Natixis Holdings (Hong Kong) Limited bought M&A advisory firm Azure Capital in the second quarter of 2019. The following entities have been included in the scope of consolidation: Azure Capital Holdings Pty Ltd, Azure Capital Securities Pty Ltd, The Azure Capital Trust and Azure Capital Limited. Groupe BPCE ACQUISITIONS OF A CONTROLLING INTEREST Acquisition of Oney Bank SA group by BPCE

exercises control over these fully consolidated entities in accordance with IFRS 10. The deal generated goodwill of €11 million, as determined using the partial goodwill method. Groupe BPCE also holds put options on the minority shares, valued at €9 million. Acquisition of Massena Partners Natixis bought asset management and investment advisory firm Massena Partners in the second quarter of 2019. The following entities have been included in the scope of consolidation: Massena Partners SA, Massena Wealth Management SARL and the French representative office of Massena Partners. Groupe BPCE exercises control over these fully consolidated entities in accordance with IFRS 10. The deal generated goodwill of €42 million, as determined using the partial goodwill method. Groupe BPCE also holds put options on the minority shares, valued at €1 million. Acquisition of Titres Cadeaux Natixis finalized the acquisition of a 50% stake in Titres Cadeaux from La Banque Postale in the first quarter of 2019, bringing its ownership interest to 100%. The company creates and distributes multi-brand gift certificates and cards to individual customers or works councils. The Group exercises control over this fully consolidated entity in accordance with IFRS 10. The deal generated goodwill of €10 million. Acquisition of Coface PKZ Natixis finalized the acquisition of Coface PKZ, specializing in credit insurance in Slovenia, in the second quarter of 2019. The deal generated negative goodwill of €5 million, calculated using the partial goodwill method and recorded in the income statement. Acquisition of Mirova US LLC Mirova US LLC was consolidated in the second quarter of 2019 as part of the restructuring of operations at Seeyond and Mirova in the United States. Seeyond’s US operations were consolidated by Natixis Advisors LP and Mirova’s were transferred to a new entity, Mirova US, wholly-owned by Mirova. OTHER CHANGES IN SCOPE Newly consolidated entities The following entities were newly consolidated during fiscal year 2019: SCI SHAKE, under Caisse d’Epargne Hauts de France; • Financière Immobilière Deruelle, under Banque Populaire • Auvergne Rhône Alpes; Garibaldi Pierre, under Banque Populaire Auvergne Rhône • Alpes; Sports Imagine; • SCI Village, under BRED; • Saudi Arabia Investment Company, under Natixis. • Deconsolidated entities ENTITIES SOLD Banque internationale du Cameroun pour l’épargne et le crédit • (BICEC), Banque de Madagascar et de l’Océan Indien (BMOI) and Banque commerciale Internationale du Congo (BCI) were sold in the third quarter of 2019.

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UNIVERSAL REGISTRATION DOCUMENT 2019 | GROUPE BPCE