Eurazeo / 2019 Universal Registration Document

UNIVERSAL REGISTRATION DOCUMENT ANNUAL F INANCIAL REPORT

Contents 01 Presentation of the Group and its activities

06 Financial Statements

204

2

Consolidated FinancialStatementsfor the year ended 6.1 December 31, 2019

206

Profile In brief

4 6

Company financial statements 6.2 300 Other items relating to the Company financial statements 6.3 331 Five-year financialsummary(Article R. 225-102of the 6.4 French CommercialCode) 332 NAVMethodology 6.5 333 Statement by the Statutory Auditors regarding Eurazeo’s 6.6 Net Asset Valueas of December 31, 2019 334 07 Share capital and share ownership 336

Messageof Michel David-Weill,Chairmanof theSupervisory Board

8

Trends

10

Interview of VirginieMorgon, Chairwoman of the Executive Board

12 16 18

Organization Governance

The Supervisory Board

20 22 24

Responsibility Performances

Shareholding structure 7.1

338 344 347

02 Activity during the year and outlook

Transactions in the Company’shares 7.2 Information onthe share capital 7.3

26

08 Shareholders’ Meeting

350

Activityduring the year and outlook 2.1

28 42 44 44

Valuecreation 2.2

Agenda 8.1

352 353

Post-balancesheet events 2.3

Draftresolutionsproposedto the Shareholders'Meeting 8.2

Outlook 2.4

Specialreporton share subscription 8.3 and purchase options (Article L. 225-184 of the French Commercial Code)

03 Eurazeo Corporate Social Responsibility

385

Specialreporton the grant of free shares prepared 8.4 in accordance with Article L. 225-197-4 of the French CommercialCode Observationsof the Supervisory Board on the Executive 8.5 Board’sreport

46

392

CSR Strategy 3.1

48 62 89 94 98

Non-financial Performance Statement 3.2

395

Table of indicators 3.3

Statutory Auditors’special report 8.6 on related-party agreements

396

Methodology 3.4

Statutory Auditors’ reporton the issue of shares 8.7 and/or securities with or without shareholders’ preferential subscription rights

Statutory Auditors' reports 3.5

Vigilanceplan 3.6

103

402

04 Risk management

09 Additional information Information onthe Company – Bylaws 9.1

106

404

Risk management and internal control systems 4.1

109 114 126

406

Risk factors 4.2 Disputes 4.3

Regulatoryenvironment 9.2 Related-partytransactions 9.3

412 412

05 Governance

Statement by the person responsible for the Universal 9.4 RegistrationDocument Partiesresponsiblefor the audit of the financial 9.5 statements

128

413

Members ofthe Executive Board 5.1

130 132 136 143 154 157 163 169 194 195 196

413 414 415

Offices and positions held by the Executive Board 5.2

Historicalfinancial information 9.6

Members ofthe Supervisory Board 5.3

Universal RegistrationDocumentcross-referencetable 9.7

Offices and positions held by the Supervisory Board 5.4 Organizationandactivitiesof the Supervisory Board 5.5

Activityof specializedcommittees 5.6

Charters and internal rules 5.7

Compensation and other benefitsreceivedby corporate 5.8 officers

Regulated agreements 5.9

Procedureto assess standardagreements 5.10

Table of unexpired delegations 5.11

Procedures regarding theparticipation of shareholders 5.12 at Shareholders'Meetings Interests held by members of the Supervisory 5.13 and Executive Boards in the Company’share capital and transactions in the Company’s shares by these members

197

198 200

Commitmentsunder co-investmentplans 5.14

Publicationof information mentioned 5.15 in Article L. 225-37-5 of the French CommercialCode 201

EURAZEO / 2019 UNIVERSAL REGISTRATION DOCUMENT

UNIVERSAL REGISTRATION DOCUMENT ANNUAL F INANCIAL REPORT 2019

The Universal Registration Document has been filed on March 25, 2020 with the Autorité des Marchés Financiers (AMF), as competent authority under Regulation (EU) 2017 / 1129, without prior approval pursuant to article 9 of said regulation. The Universal Registration Document may be used for the purposes of an offer to the public of securities or admission of securities to trading on a regulated market if it is supplemented by a securities note and, if applicable, a summary and any amendments made to the Universal Registration Document. The whole is approved by the AMF in accordance with Regulation (EU) 2017/1129.

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01 Presentation of the Group and its activities

EURAZEO / 2019 UNIVERSAL REGISTRATION DOCUMENT

2

Profile

4

Organization

16

01

In brief

6

Governance

18

Message of Michel David-Weill, Chairman of the Supervisory Board

The Supervisory Board

20

8

Responsibility

22

Trends

10

Performances

24

Interview of Virginie Morgon, Chairwoman of the Executive Board 12

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2019 UNIVERSAL REGISTRATION DOCUMENT

Presentation of the Group and its activities

Profile

Eurazeo is a leading global investment Group

EURAZEO / 2019 UNIVERSAL REGISTRATION DOCUMENT

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Presentation of the Group and its activities

With its private equity, innovation capital, real estate, private debt and private funds expertise, Eurazeo accompanies businesses of all sizes. The Group supports their development through the commitment of its 270 professionals and by offering deep sector expertise, a gateway to global markets, and a responsible and stable foothold for transformational growth. Its solid institutional and family shareholder base, robust financial structure, and flexible investment horizon enable Eurazeo to support its companies over the long term.

01

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2019 UNIVERSAL REGISTRATION DOCUMENT

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Key figures

€18.8 bn in assets under management

€6.3 bn on the balance sheet

€12.5 bn on behalf of investment partners

4 asset classes

investment divisions* 8

B R E AKDOWN OF ASS E TS UND E R MANAGEME N T BY ASS E T CL ASS

21% Private Debt

59% Private Equity

14% Private Funds

6% Real estate and real assets

€80.3 Up 10.5% including the dividend in 2019 NAV P E R SHAR E

* breakdown shown on page 17

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Presentation of the Group and its activities

Our origins are French. Our dynamic is European. Our ambition is global .

years of history + 130

01

OF F I CE S

London

Berlin

Luxembourg

Frankfur t

Paris

Madrid

Seoul

New York

Shanghai

São Paulo

Offices dedicated to investment Offices dedicated to development

nationalities 20

employees 270

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Message

Eurazeo’s discipline will be the key to growth and value creation”

C H A I R M A N O F T H E S U P E R V I S O R Y B OA R D

M I C H E L DAV I D -W E I L L

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Presentation of the Group and its activities

potential companies that it can nurture. The rigor that it demonstrates in its deep knowledge of the markets, its discipline and its talents are the keys to growth and sustained value creation. I’m convinced that we will benefit from this rigor that has always been a hallmark of Eurazeo. OUR COMPANY’S ROBUSTNESS IS BOLSTERED BY ALL OUR STRATEGIC DECISIONS As illustrated by the Board’s confidence, the firm has opted to raise the per share dividend instead of pursuing the bonus share grant policy. It has also proposed to amend our bylaws to reward our loyal institutional and private individual shareholders by introducing a loyalty dividend for shareholders who have held registered shares for at least two years. This substantial increase illustrates our desire to more widely share the fruit of our successes and is also a testament to our confidence in Eurazeo’s future.

01

IN TERMS OF THE ECONOMY, 2019 WAS ANOTHER SUCCESSFUL YEAR The United States recorded outstanding growth, driven 80% by consumption. It observed a major improvement in its employment rate, particularly for low-paid employee categories, and all this without inflation. In the rest of the world, the indicators were also positive, like in France, where there was sharp growth and significant business turnaround. And developing countries continued to report impressive growth rates. But, since the start of 2020, the outbreak of Covid-19 has caused extreme tension in the markets that had been riding high in 2019. For the moment, it is difficult to accurately gauge the impacts of this crisis on the global economy and medium- and long- term confidence. In this context, the Eurazeo Executive Board and all the Eurazeo teams are fully prepared. With its solid cash position and expertise, Eurazeo is well equipped to deal with the economic uncertainties linked to the Covid-19 epidemic and seize the potential opportunities that may arise. In our private equity business, 2019 was marked by excessive or, at the very least, extremely high acquisition prices. In this market environment, prudence and discipline were essential and will be all the more so in the current economic environment. Eurazeo shall continue to invest in high-growth

Dividend per share* €1.50 i.e. an increase of 20%

*proposed to the Shareholders’ Meeting of April 30, 2020

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Trends

Private equity: a sector of opportunities

4 MAJOR TRENDS

A fast-growing alternative financing market

Increasingly intense competition

An uncertain economic environment

Increasingly demanding investors and stakeholders Greater investor selectivity with higher average financial amounts. More demanding stakeholders, particularly with regard to Corporate Social Responsibility (CSR).

High asset purchase prices due to substantial available resources, market conditions and greater competition between direct investors. A “bifurcated” sector with global platforms (multi-segment, multi-product, geographical foothold), and specialized management companies. Greater convergence towards the Eurazeo model: more and more listed players with considerable equity. A need to boost its uniqueness in a consolidating market.

A twofold increase in AuM by 2025.

An impact of the health crisis on international markets due to the decline in international trade and global tourism in the first half of 2020 as well as short-term supply chain disruptions. Repercussions to be taken into account for portfolio company activity and investment and divestment opportunity analyses. Economic fundamentals in Europe and the United States that remain solid, but there is significant market volatility given the geopolitical and environmental uncertainties.

Growth in the United States, Europe and Asia, driven by innovation and diversified financing sources. Enhanced appeal due to outperforming returns compared to other financial investments. A proportion of private equity that remains low in the allocation of private institutional investor assets. Strong

growth potential to attract more capital.

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Presentation of the Group and its activities

We are deve lopi ng i n a sector wh i ch i s today fast-growi ng despi te the r i se i n economi c uncer tai nt i es. We must ant i c ipate the new expectat ions of stakeholders, and the technologi cal , soc ial , env i ronmental , compet i t i ve and regu lator y deve lopments that wi l l impact our compan i es.

OUR MARKET ENVIRONMENT IN 2019, WORLDWIDE

01

Ever-expanding private equity segment

3,524 funds with €3,727 bn

1,726 funds raised €675 bn

in AuM

A substantial number of deals

34,837 Investments

3,027

Divestments

Source: Preqin Website, 2020 Preqin Global Private Equity & Venture Capital - 01/23/2020

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Vision

V I R G I N I E M O R G O N C H I E F E X E C U T I V E O F F I C E R OurGroup is ready to face any uncertainties”

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Presentation of the Group and its activities

To enable Eurazeo to protect itself against any disruption, we have in the past several years set up: • a very solid cash position with no structural debt at Group level; • the early renewal of our credit facility for five or maybe even seven years, raising it by around 50% to €1.5 billion. We are therefore equipped to deal with any market constraints over a long period; • additional available investment capacity of around €4 billion provided by our investment partners for all our investment divisions, boosting our ability to seize the right opportunities. This solid financial position was again bolstered in 2019. Eurazeo therefore has a sound financial base and solid fundamentals. WHAT SETS EURAZEO APART? Eurazeo has radically transformed in recent years to pursue two major goals: continue to expand and strengthen its unique business model. This means having a global presence that few operators can offer their companies: a diversified range of businesses, tailored to all company profiles and talents covering multiple areas of expertise providing their skills and networks as well as expanding resources from our investment partners. Our Group – around €19 billion in assets under management, 270 professionals and 10 countries – offers a business model that is extremely rare on the market. HAS THE TRANSFORMATION STRATEGY YOU INITIATED SEVERAL YEARS AGO ALREADY PRODUCED TANGIBLE RESULTS? Our transformation is based on three major strategic initiatives. Firstly, the diversification of our businesses, and therefore our sources of growth, making each of our eight divisions a leader in its own market. This means upholding for each division the highest performance standards in terms of our investments and ensuring excellent asset turnover. In this respect, our 2019 results were extremely solid. Portfolio economic revenue rose by 8.8%, with growth

01

HOW DO YOU DEFINE EURAZEO TODAY? I am proud to lead a European private equity gem. Eurazeo is a very special company with many strengths: We are a listed institution that is both historical and iconic but always within reach, on the ground and close to entrepreneurs and managers. We are a Group which prioritizes performance but operates with deeply rooted ethics. A Group which promotes innovation but also organization and discipline. A French firm that is also fully international. In an ever-changing and ever-accelerating market, I believe that Eurazeo has been a pioneer in numerous areas which are becoming the focus of our industry: listing, combination of balance sheet resources and investment partner management, worldwide geographical coverage and responsibility. IN THE CURRENT UNCERTAIN AND VOLATILE CONTEXT, WHAT ARE THE GROUP’S STRENGTHS? In an uncertain context where businesses have never been more in need of professional, stable and long-term financing and support, the Eurazeo model is more relevant than ever and will enable us to fully assume this role. We are a healthy and resilient Group, capable of delivering support and stability to our portfolio companies. A predictable Group with a growing proportion of recurring revenue. A Group that we have “derisked” over many years by diversifying our business lines, sectors, resources, revenues and geographies. A Group equipped to deal with any uncertainties and seize the opportunities that arise.

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Vision

“Our investment divisions must each be leaders in their respective markets.”

in all our investment divisions. This reflects both the astute investment decisions of Eurazeo’s teams and their ability to support the growth of portfolio companies. At the same time, we bolstered our international presence with three major goals: • boost our ability to support all our portfolio companies. The partnership signed this year with the Chinese sovereign wealth fund, CIC, is also an excellent illustration of the foothold we have successfully established in China, where we have been present over the past eight years. It is also a superb opportunity to further develop our companies in this extremely important country; • heighten our ability to generate a stronger deal-flow by building local business networks. The best example is the success of our North American office, which has already invested over $1 billion in the U.S. in only three years; • be as close as possible to private investors to better understand their expectations and increase our exposure. This was the goal behind the office we opened in Seoul in September 2019 to establish direct contact with this country's major institutional investors that are increasingly focused on Europe. Lastly, we have expanded our resources by developing the management activity for investment partners. With our balance sheet guaranteeing our independence and long- term investment horizon, it secures a recurring and predictable revenue stream for our Group. 2019 was yet another record-breaking year for fundraising, with €2.4 billion entrusted to Eurazeo by investment partners. Our AuM and assets managed for investment partners have increased by 16% and 20%, respectively, since January 1, 2019. This strategy has already produced tangible results: since January 1, 2019, our management fees collected from investment partners have risen by 19%, helping to cover the company’s operating costs ever further. This growth underlines our Group’s enhanced appeal among major international investors.

WHAT ARE EURAZEO’S OBJECTIVES FOR THE YEARS TO COME? In an uncertain economic environment and a private equity market that is rapidly growing and transforming, I believe that our ability to innovate and expand has been decisive for the Group. My aim is clear: make Eurazeo the leading investment platform in Europe, backed by a global network. Our investment divisions must each be leaders in their respective markets. They must be fully committed to responsible growth, international expansion, innovation and the long-term transformation of the companies we support. Eurazeo's absolute priority is still to seize the best investment opportunities, transform its companies and create value. The other priority is, of course, to continue our fundraising momentum, which contributes to boosting our growth and raising the coverage of our operating costs. This requires even more ambition and entrepreneurship. And an organization fully committed to supporting performance. This is an exciting project to which all the Eurazeo teams are fully dedicated.

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Presentation of the Group and its activities

Our strengths, our assets

Putting responsibility at the heart of our model

Our growth momentum draws on four levers that deliver value creation for all our stakeholders (portfolio companies, investors, shareholders, etc.).

We have chosen a responsible investment model to sustain our growth. Our Group has made responsibility the core of its investment business. The investment decisions and transformation of our investments are guided by our ambitious CSR policy. Eurazeo's commitment and results have been unanimously recognized: we are the only listed investment company to feature in the five main families of global non-financial indicators.

01

Going global to expand

Making digitization a major asset

We have chosen to become an increasingly international Group to diversify our growth sources. Our expansion strategy responds to market changes: it boosts the scope and quality of investment opportunities through intensified business networks and supports the growth of the investment divisions and their portfolio companies, while attracting the best talents. In 2019, Eurazeo furthered its international expansion at a steady pace. In Southern Europe, Germany and the United Kingdom, the United States, South Korea or China. Numerous inroads underlining the Group's growth momentum.

High-performing expert teams

We are among the first to have made huge investments in digitization to help our investments change their model. Since 2013, digitization has become a major booster for our investments by providing a first-rate technological and entrepreneurial ecosystem and know-how. This momentum grew stronger with the 2018 integration of Idinvest, a major player in digital economy financing in France and Europe. 2019 marked a new turning point with the creation of a digital committee. Eurazeo therefore became the first investment company to have such a committee. Furthermore, the Group supports more than half of the companies on the Next40, the new index ranking the 40 most promising French start-ups.

We believe in international experienced profiles to develop

our expertise, expand our scope of action and boost our performance.

The Group has eight investment teams of top-notch experts driven by a robust entrepreneurial culture. They rely on cross-cutting expert corporate teams. This dual set of expertise underlines Eurazeo's uniqueness: it is a valuable resource to innovate, manage complexity and create value through first-rate strategic and operational guidance.

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Organization

Specialized divisions to diversify growth sources Drawing on i ts mode l and wide range of exper t i se i n pr i vate equ i ty, real estate, pr i vate debt and pr i vate funds, Eurazeo can f i nance and suppor t al l busi nesses, whatever the i r sector and matur i ty.

4

Equity

A solid balance sheet securing Eurazeo’s financial independence

sources of financing 2

8 asset classes managed by specialized investment divisions

Investment partner management Greater investment capacity and reduced risks

This multi-business strategy is one of the Group’s strengths. It boosts its appeal among major investors and companies, diversifies growth levers and limits risks. The eight specialized divisions that make

up Eurazeo provide opportunities for the Group to expand its business network and increase its knowledge of strategic sectors. This strategy also enables the Group to become the partner of choice for companies and

entrepreneurs and create long-term value by multiplying growth engines.

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Private equity Five specialized divisions to finance and support companies of all sizes, from fledging start-ups to global groups in all business sectors.

Eurazeo Capital: based in Europe and the United States, Eurazeo Capital focuses on major market leaders (enterprise value of more than €200 million) by providing them with the financial, strategic and human resources to help them unlock their full growth potential: international expansion, organic or external growth, and operating performance optimization. Eurazeo Brands: launched in the United States, Eurazeo Brands invests in international high-growth potential brands in a wide range of sectors, including beauty, apparel, home, well-being, food and leisure. This investment division has teams in New York and Paris covering both the U.S. and European markets.

Eurazeo PME: this division invests in French high-performing small and medium-sized companies (enterprise value of between €50 million and €200 million) and provides support to strengthen their business model and transform them into global mid-caps, by triggering three primary levers: international expansion, digital transformation and external growth transactions. Eurazeo Growth: finances and supports very fast-growing technological companies with proven business models by providing the necessary means for their development. With a well- established investment portfolio (Vestiaire Collective, Farfetch, Doctolib, Glovo, etc.), Eurazeo Growth has delivered steady and robust performances in the past.

Idinvest Venture: specializing in innovation capital and the digital sector, Idinvest Venture has financed the launch and growth of numerous French and European start-ups (Frichti, Leetchi, Criteo, etc.), becoming an undisputed French and Euro Tech player. Drawing on this expertise, it has developed valuable know-how in different web-based business models and created a top-notch ecosystem.

01

Real estate and real assets

Private funds

Private debt

Eurazeo Patrimoine: since 2015, Eurazeo Patrimoine has expanded in Europe, based on its distinctive business model combining high potential real estate assets in companies which own and manage their own physical assets. It supports them in enhancing, developing and managing their assets, by providing its expertise

Idinvest Private Funds: founded in 1997, the division selects the best European market opportunities for around one hundred institutional investors. It invests in start-up (primary transactions) or developed (secondary transactions) private equity funds. It may also perform co-investments, by investing directly in companies, most often alongside their management.

Idinvest Private Debt: the private debt activity was developed for the mid-market segment (enterprise value of between €30 million and €1 billion), primarily in Europe, where it covers around ten countries. Present on the market since 2007, the division supports SMEs and mid-caps from numerous sectors (agro- food, healthcare, IT, etc.). Besides mezzanine/unitranche and senior debt, it recently adopted two high-growth potential activities: corporate finance and industrial asset financing in Europe.

and the necessary financial, strategic and human levers.

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Governance

The management team

The Executive Committee is responsible for defining, implementing and monitoring the Company’s strategies. These include the diversification of our investment sectors and asset classes, international deployment, fundraising, and the analysis of our market environment and external growth operations.

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Presentation of the Group and its activities

01

CHRISTOPHE BAVIÈRE CEO & Founding Partner of Idinvest, Chairman of the Idinvest Executive Board Page 18 from left to right

PHILIPPE AUDOUIN Directeur Général Finances, CFO - Member of the Executive Board OLIVIER MILLET Chairman of the Executive Board of Eurazeo PME, Member of the Executive Board

NICOLAS HUET General Secretary, Member of the Executive Board

VIRGINIE MORGON Chief Executive Officer

MARC FRAPPIER

Head of Eurazeo Capital, Member of the Executive Committee

Page 19 from left to right

RENAUD HABERKORN Head of Eurazeo

BENOIST GROSSMANN Managing Partner of Idinvest, Member of the Idinvest Executive Board

FRANS TIELEMAN Head of Eurazeo

CAROLINE HADRBOLEC

Chief Human Resources Officer, Member of the Executive Committee

Patrimoine, Member of the Executive Committee

Development, Member of the Executive Committee

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2019 UNIVERSAL REGISTRATION DOCUMENT

Presentation of the Group and its activities

Governance

The Supervisory Board

As of December 31 , 2019, the Eurazeo Superv i sor y Board has f i f teen members, i nc l uding two employee representat i ves and two non-vot i ng members.

46% women*

Michel David-Weill Chairman of the Supervisory Board End of term of office: 2022

Jean-Charles Decaux Vice-Chairman of the Supervisory Board, Member of the Executive Board and CEO of JCDecaux SA End of term of office: 2020**

54% independent*

SHAR E HO L D E R ST RUCT U R E AS OF D ECEMB E R 31 , 20 1 9

Roland Du Luart Company director End of term of office: 2020**

Victoire de Margerie *** Founder and Vice-Chairman of World Materials Forum End of term of office: 2020**

56% Floating (of which Tikehau Capital 5.1% and private individual investors 12.3%)

16.8% 2010 Agreement (1)

3.4% Richardson Family

2.6% Rhône Partners 3.2% Treasury shares

18% JCDecaux Holding SAS

Patrick Sayer Chairman of SAS Augusta End of term of office: 2022

Vivianne Akriche Employee representative End of term of office: 2023

(1) See Section 7.1.2.1 Agreements reported to the AMF

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01

Olivier Merveilleux du Vignaux Vice-Chairman of the Supervisory Board, Managing Partner of MVM Search Belgium End of term of office: 2022

Anne Dias *** Founding Chairwoman of Aragon Global Holdings End of term of office: 2021

JCDecaux Holding SAS represented by Emmanuel Russel, Deputy CEO of JCDecaux Holding SAS End of term of office: 2022

Anne Lalou *** Director of Web School Factory End of term of office: 2022

Françoise Mercadal- Delasalle *** Chief Executive Officer of Crédit du Nord End of term of office: 2023

Amélie Oudéa-Castera *** Executive Director

Stéphane Pallez *** Chairwoman and Chief Executive Officer of La Française des Jeux (FDJ) End of term of office: 2021

Georges Pauget *** Managing Partner of Almitage.16Lda and Almisanto.Lda End of term of office: 2020**

E-Commerce, Data & Digital Transformation of Carrefour group End of term of office: 2022

Robert Agostinelli Non-voting member

Jean-Pierre Richardson Non-voting member Chairman and Chief Executive Officer of SA Joliette Materiel End of term of office: 2022

Bruno Roger Honorary Chairman of the Supervisory Board ChairmanofGlobalInvestment Banking of Lazard Group

Christophe Aubut Employee representative End of term of office: 2023

Co-Founder and Managing Director of Rhône Group End of term of office: 2022

* Not taking into account non-voting members and employee representatives. ** Member whose reappointment is subject to approval by the Shareholders’ Meeting of April 30, 2020. *** Independent member.

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Responsibility

Our CSR commitments

I n 2014, Eurazeo set up four st rong chal l enges for i tse l f and i ts i nvestments, and def i ned targets for 2020. F i ve years later, the cont i nuous improvement process i s we l l and t ru l y underway, wi th sign i f i cant resu l ts.

3 Create sustainable value Eurazeo defined a road map with quantified goals to encourage its investments to adopt a CSR strategy and/or gain in maturity. In five years, all portfolio companies have made significant progress: with a deployment rate of 89% for the Eurazeo CSR essentials, 68% of companies have progress targets and 81% have been involved in acceleration programs. 4 Be a vector of change in society Eurazeo encourages its portfolio companies to improve their societal footprint. 90% of companies have recorded an improvement in the well-being of their employees and 62% have shared a portion of the value created with them. Finally, 82% have reduced their environmental impact.

1 Invest responsibly Eurazeo set the goal of integrating CSR at all stages of the investment cycle. The Group rolled out specific processes, upstream of and during holding periods and at the time of sale. To date, all the targets have been met: 100% of due diligences in the advanced study phase incorporate a CSR section, 100% of divestments incorporate CSR information and 100% of portfolio companies perform CSR reporting. 2 Establish exemplary governance Eurazeo set targets for the boards of its investments based on three main criteria: gender diversity, independence, and integration of specialized committees. In 2019, more than 40% of companies have at least 40% women directors on the Board, more than 80% have at least one-third of independent directors on the Board and 90% have set up an Audit Committee and a Compensation Committee.

EURAZEO, A PIONEER At a very early stage, Eurazeo formalized a proactive CSR strategy tailored to its challenges. Heavily involved in the promotion of responsible finance, since 2013 the Group has been committed to an open source program, designed to share its methods with its peers. It was also very quick in implementing climate measures. In 2015, with four other private equity players, Eurazeo set up the Initiative Climat International (formerly the Initiative Climat 2020 ), which aims to reduce the greenhouse gases of portfolio companies. In 2018, Eurazeo again innovated by measuring extended socio-economic footprint. Its initiatives and results have placed it in the top five families of benchmark non-financial indicators. ISS-Oekom, for example, awarded Eurazeo a Prime Status which recognizes the most efficient companies.

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In 2020, a new ambitious climate policy

Target: zero net emissions by 2040. Aware of the threat of the global climate crisis, Eurazeo has been fully committed for over the last 10 years to measuring, avoiding and reducing its emissions and those of its portfolio. In 2019, as a result of its measures, the reduction of more than 1 million tons of CO 2 equivalent of direct and indirect emissions was achieved. 2020 marks a new chapter in the Group's quest to combat climate change and accelerate the emergence of a low carbon economy. Eurazeo aims to align its activities with a scenario limiting global warming to below the 2°C threshold and has set an ambitious target of zero net emissions by 2040. To achieve this, the Group has chosen to measure its climate goals in line with the recommendations set out by the IPCC (Intergovernmental Panel on Climate Change) to meet the carbon budget allocated to the global economy as a whole. This objective will be met by reducing the emissions of its value chain aligned with scenarios below the 2°C threshold and adopting solutions designed to capture an equivalent volume of residual greenhouse gas emissions. These objectives will be rolled out in adapted ways for Eurazeo’s specific activities and its investments. Furthermore, due to the diverse investment strategies, the reduction trajectory will be adapted insofar as the levers of action differ. Eurazeo will submit its objectives for validation to the Science-Based Targets initiative and will publish its detailed information in 2020. These strategies will be the cornerstone of Eurazeo's responsibility policy and its ESG (environmental/social/governance) commitments for the period 2020-2030.

T HR E E F L AGSH I P COMM I TME N TS

Prepare for high performance in a low carbon economy

01

Gain a foothold in high-growth potential markets of the low carbon economy. Incorporate the cost of carbon in performance measurement throughout the investment cycle. Reduce our exposure to carbon risk by targeting carbon neutrality in 2040.

Contribute to the emergence of an inclusive society Promote gender equality. Guarantee social welfare and value creation sharing in all our portfolio companies. Enhance our positive impact on society by creating a venture philanthropy fund dedicated to education for all.

Commit all our companies to an ESG improvement approach Measure and reduce greenhouse gas emissions. Progress on the UN Sustainable Development Goals. Report annually on the progress made.

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2019 UNIVERSAL REGISTRATION DOCUMENT

Presentation of the Group and its activities

Performances

A value creation business model

OUR FUNDAMENTALS

OUR RESOURCES

A UN IQUE MODE L

€18.8 bn in assets under management €6.3 bn on the Eurazeo balance sheet and €12.5 bn for investment partners

An innovative and entrepreneurial corporate culture

8 divisions combining boldness, responsibility, a long-term vision and independence

SEASONED TEAMS

A platform and expertise based on four asset classes

UN DEAL F LOW ENR I CH I around 270 professionals 20 nationalities

A diversified portfolio of companies

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Presentation of the Group and its activities

As a l i sted i nvestment group, Eurazeo i nvests i ts assets and the funds prov ided by i nvestment par tners. Wi th i ts di st i nct i ve i nvestment approach , combi n i ng responsibi l i ty and a long-term v i sion , Eurazeo creates sustai nabl e val ue for al l i ts stakeholders.

OUR RESULTS

OUR IMPACT

OUR PRINCIPAL ACTIVITIES

01

REDUCED ENVIRONMENTAL IMPACTS AND AVOIDED COSTS AS A RESULT OF CSR PROGRAMS

AN OVERALL ATTRACTIVE PERFORMANCE IN THE LONG TERM

66% of AuM held by investment partners 20% per share dividend growth for 2019

1 M tons of CO

BOOST F I NANCI NG CAPACI TY

2 equivalent in reduced direct and indirect emissions 12 Mm 3 of water saved €244 M savings as a result of CSR programs

Attract investment partners within a diversified model

Optimize the Eurazeo balance sheet

AN EXTENSIVE PORTFOLIO

Growth in portfolio economic revenue

SOCIAL AND SOCIETAL IMPACTS

8.8% in 2019

116,000 beneficiaries of the Eurazeo education sponsorship program since 2015 €3.7 M allocated to associations since 2004 21 associations supported since 2004

SUPPORT THE TRANSFORMATION OF COMPANIES

SUSTAINED ACTIVITY

Invest selectively

€3.8 bn investments from 265 deals in 2019 ` €2.4 bn total or partial divestments from 194 deals in 2019

Support transformation

Divest the company and turn over the reins for sustainable growth

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02 Activity during the year and outlook

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2.1

Activity during the year and outlook

28 28 30 34 38

2.2

Value creation

42

2.1.1 2.1.2

Highlights

Assets under Management and Net Assets VALUE

42

Income Statement by business

Activity of the divisions 2.1.3

02

2.3

Post-balance sheet events

44

A steadily improved financial structure 2.1.4 Shareholders: loyalty and stability 2.1.5 at the core of our model

39

2.4

Outlook

44

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Activity during the year and outlook

Activity during the year and outlook 2.1

Acquisition of Elemica , a leading cloud-enabled digital supply • network. Eurazeo’s investment will support Elemica’s expansion and global growth strategy into new industry verticals, geographies and product offerings. Founded in 2000 by a group of leading global industrial companies, this cloud-based digital supply network manager proposes SaaS solutions enabling customers to connect, automate their commercialexchanges and have fullvisibilityof theirsupply chain flows. Under the impetus of Eurazeo, the Neovia group underwent a profound transformationover the past three years, and accelerated its expansion both internationally and into higher added-value businesses. During Eurazeo's investment period, the company carried out over 15 acquisitions in various geographies, increasing revenue generatedoutside Europefrom52% to nearly 75%. The deal generatedsales proceeds of €225 millionfor Eurazeo and its investorpartners, including€170 millionfor Eurazeo, i.e. , a return on the initial investmentof nearly 2x and an Internal Rate of Return (IRR) of almost 20%. Eurazeo completes its eight-year mission alongside Moncler • with the sale of its remainingminoritystake in the leading luxury international outerwear & accessories brand Eurazeo’s investment in Moncler generated proceeds of €1.4 billion and a cash on cash multipleof 4,8x and IRR of 43%. On our last placement,our cash on cash multiple is close to 10x. The sale marks the highly successful culmination of a long and fruitful relationship between the investment firm and Moncler, founded in the French Alps in 1952 and today headquartered in Italy and controlled and led by its Chairman,Remo Ruffini. Sale of the entirestake in Elis • Over its entire investmentperiod, Eurazeo realized a capital gain of nearly €440 million and a cash-on-cash multiple of 1.9x its initial investment. Since Eurazeo’s investment in Elis in October 2007, Elis benefited from Eurazeo Capital’s expertise and support for its transformation,in particular with respect to the implementation of international strategic and transforming transactions. In a little over 10 years, Elis multiplied its revenues nearly fourfold and has become a worldwide group, leader in the rental, laundry and maintenance of textilesand hygiene appliances. Eurazeo PME Eurazeo PME sold its stake in the restaurant chain, Léon de • Bruxelles . The deal generated total proceeds of €24.9 million for Eurazeo PMEand a multipleof 1.5x. Eurazeo PME sold its investmentin Smile. Divestment proceeds • totaled €108 million, representing a multiple of 2.3x the initial investmentand an IRR of 43%. EurazeoPME reinvested€30million in the latest financinground as a minorityshareholder. Disposals EurazeoCapitalsold its investmentin Neovia •

HIGHLIGHTS 2.1.1 The Group: recordfundraising year with €2.4 billion subscribedby investment partners. The Group’s appealwith investors is confirmed Eurazeo was selected by the Chinese sovereign fund, CIC • (China Investment Corporation), to manage the France China Fund dedicated to French and European companies seeking to expand rapidly in China. Eurazeo will be responsible for managing the fund, as well as choosing and managing the investments. Eurazeo’s selection recognizes the high quality of its investment teams and its strong presence in China, where it has been located since 2013 and currentlyhas a teamof eightprofessionals. Eurazeoentereda strategicalliancewithMCH , a leading Iberian • middle market private equity fund manager. Eurazeo acquired a 25% minority stake in MCH and will also participate as an investment partner in the MCH V fund. This partnership is a new step towardsEurazeo’slong-termambitionto grow its international network. The strong investment strategy alignment between Eurazeo PME and MCH, combined with the complementarities across their networks will materially enhance the value created for their portfolio companies and investment partners. MCH will have access to Eurazeo’s international network and the expertise of its Digitaland CSR teams. The Eurazeo Group opened an office in Seoul , bolstering its • teams in Asia. Present in China since 2013, the Group strengthened its Asian foothold with the opening of a new office. This new location is part of a strategy to speed up the Group’s expansion in Asian markets and facilitate access to these markets for the companies it supports. Eurazeo is already very active in the South Korean market through Idinvest Partners, which has maintained close relations for several years with South Korean institutional investors, such as pension funds, businesses and other leading institutional clients. Eurazeo created a Digital Committee within the Supervisory • Board , charged with: discussingthe Group’sdigital strategy with management; • acceleratingthe integrationof digital into the Group’s operating • activitiesto lever growth; overseeingand analyzing thedigital environment; • assessing cyber risks and the relevance of measures • implemented. Eurazeo Capital Successfulfundraisingfor EurazeoCapital IV: close to €700 million was subscribed by investment partners under a global €2.5 billion investmentprogram. Investments Eurazeo Capital invested in DORC , a global leading specialist of • vitreoretinal surgery. Headquartered in the Netherlands, DORC designs, manufactures and distributes ophthalmic surgery equipment, consumables and instruments worldwide. It enjoys strong market positions notably in Germany, Western Europe, and more recently in the United States. The company has a reputed brand and is recognized for its expertise in innovation. It enjoys stronggrowth in thebuoyant ophthalmicsurgery market.

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Activity during the year and outlook

Eurazeo Brands Eurazeo Brands invested in Bandier , a luxury, multi-brand, • activewearretailer, offering the latest trends in fashion and fitness. The brand was founded in 2014. Today, the company has seven retail stores in key U.S. markets and a strong e-commercebusiness which accounts forapproximatelyhalf of the company’s revenue. Eurazeo Brands invested US$40 million in Q Mixers, a premium • carbonatedmixer brand based in New York.This is EurazeoBrands’ fourth investment since May 2017, and its first investment in the food and beveragesector. Eurazeo Brands invested US$60 million in Herschel, a Canadian • lifestyle brand headquartered in Vancouver and known primarily for its iconicbackpacks soldin over 90 countries. Eurazeo Brands strengthenedits Europeanstrategywith a new • teambasedin Paris. Eurazeo Growth Eurazeo Growth entered the share capital of ManoMano , an • online marketplace specializing in the sale of DIY, home improvement and gardening products. It contributed €50 million to a €110 million financinground. EurazeoGrowthacquireda minoritystakeinMeero , the start-up • that is revolutionizing the professional photography industry by enabling customersto access personalizedphoto and video offers worldwide, while facilitating the everyday work of photographers. Eurazeo Growth contributed €56 million to the €230 million funding round. EurazeoGrowth acquired a minority stake in Adjust , the leader • in mobile attribution, measurement and fraud prevention. As part of the company’s expansion, it contributed €60 million as lead investor inthe funding round. EurazeoGrowthacquireda minoritystakein Payfit , the leader in • payroll management and HR solutions for SMEs. It contributed €35 millionas lead investorto a €70 million financing round. Eurazeo Growth announced the closing of its Idinvest Growth • Fund II fundat €340 million. Eurazeo Growth reinforced its team, continuing its expansion • across Europe. EurazeoGrowthaccompanies17 Next 40companies . • Eurazeo Patrimoine EurazeoPatrimoineacquiredthe EustonHouse office building in • London, alongside Arax Properties. The Euston House office building, which is a freehold, was acquired for approximately €105 million, with a Eurazeo equity investment commitment after financingof around€40 million. Eurazeo Patrimoine acquired a 44% stake in Emerige for • approximately €90 million. Founded in 1989, Emerige is a major player in realestate developmentin Paris and its region. Idinvest Venture completed 30 new investments, primarily in • Europe, but also in Asia and the United States. In the Digital sector it notably invested in Ornikar, an online driving school, Malt, a digital freelance platform, and Alsid, an Active Directory infrastructure protection specialist. In the Smart City sector, Idinvest financed Glovo, an on-demand delivery service and the second Spanish unicorn,Heetch, a VTCapp andDSTcar,a Chinese delivery service platform for electric vehicles. Finally, in the Idinvest Venture

Healthcare sector and alongside Kurma Partners, Idinvest invested in M Pharma in the Netherlands, a biopharmaceutical company developing recombinant alkaline phosphatase for clinical use, ImCheck Therapeutics, an emerging player in immunotherapy for cancers and autoimmune diseases, and DNA SCRIPT, a biotechnologystart-up. Idinvest Venture announced the final close of its Idinvest • Digital Fund III at €350 million. This fund follows the time-tested strategy of financing European technology companies that combine innovation with strong growth. It surpassed the initial funding target of €300 million and exceeded the volume of the predecessor fundby over100%. Idinvest Venture raised €45 millions from distribution • networksduringits annualFCPI campaign . Idinvest Venture was named the Best European Venture • Capital Fund at the Private Equity Exchange& Awards in Paris, rewarding the capacity of its teams to adapt to new opportunities and a constantly changing environment. With 28 Series A deals between 2016 and 2019, Idinvest Venture • was named Top VC Investor in European Series A deals by PitchBook. Idinvest Privatedebt Idinvest’s Private Debt financed 62 investments, including • 39 new deals for around €1 billion , among which Netgo (IT systems supplier), 3P Biopharmaceuticals (biopharmaceuticals manufacturer) and Vulcain (services consulting company specialized inthe energy and environmentsectors). Idinvest Private Debt conducted 40 total or partial • divestments, including Scalian (engineering consulting firm), Sogelink (leader in applied solutions for worksites) and Konecta in Spain (CRMsolutions company). Idinvest Private Debt announced the closing of its first ISIA • fund, used to finance industrial SMEs, in the amount of €340 million. It exceeded by 13% the initial fundraising target set at €300 million. The ISIA fund signed a strategic alliance with the • Haut-de-Franceregion, the second most industrializedregion in France. This partnership, signed with Xavier Bertrand, a former government minister and President of the Haut-de-Franceregion, is the first of its kind between an investment fund and a public/state entity. The objective is to propose an innovative tool enabling industrial SMEs to access lease financing for their machines and tools and modernize their equipment without impacting theircash. The Idinvest Private Debt team received the Best Small Deal • prize at the 2019 Private Equity Wire Awards. This prize recognized its investment in Acolad, formerly Groupe Technicis, the European leader in professional translation located in 14 countries across 3continents. Private Funds Group Idinvest Private Funds Group invested €350 millions in eight • secondarytransactions. Idinvest Private Funds Group performed nine primary fund • investments and five direct co-investments for a total of €200 million. Idinvest Private Funds Group distributed €165 million to its • investors.

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