Eurazeo / 2019 Universal Registration Document

Financial Statements Consolidated Financial Statements for the year ended December 31, 2019

Commitmentsinvolvingthe DORC group Commitmentsgiven

CommitmentsinvolvingGroupeC2S Pursuant to the acquisitionof Groupe C2S on March 27, 2018,LH Titan Bidco received standard warranties from the vendors covering the capacity, powers and existence of the vendors, the ownership and free enjoyment of the shares sold and the absence of suspension of payments/collectiveproceedings involving the vendors. The other warrantiesexpiredon March 27, 2019. CommitmentsinvolvingDAZEO JV, SL Pursuant to the creation of the Spanish company, DAZEO JV, SL, a partnership between EREL 2 S.a.r.l. (a subsidiary of Eurazeo SE) and Dazia Capital Real Estate Investments EREL 2 S.a.r.l. granted Dazia Capital Real Estate Investments, S.L. and received from Dazia Capital Real Estate Investments, S.L. the standard representations and warrantiesfor this type of transaction.EREL 2 S.a.r.l. thereforereceived a six-year “lock-up” commitment granted by Dazia Capital Real Estate Investments, S.L. and covering its shares in the Spanish company, DAZEO JV, SL, and a sales commitment covering the DAZEO JV, SL shares held by Dazia Capital Real Estate Investments, S.L. in certain cases of default by Dazia Capital Real Estate Investments, S.L., pursuant tothe shareholders'agreement with EREL2 S.a.r.l. Finally, DAZEO HOLDCO, SL (a subsidiary of DAZEO JV, SL) entered into a sales commitment with Dazia Capital Real Estate Investments, S.L, under which Dazia Capital Real Estate Investments,S.L undertakes to sell to DAZEO HOLDCO, SL 100% of the share capital and shareholder current account held by Dazia Capital Real Estate Investments, S.L in Dazia Capital Alcalá, S.L. (owner of a building located atcalle Alcalá 141,Madrid, Spain). Pursuant tothis acquisition: Dazeo Holdco, SL undertook to pay to Dazia Capital Real Estate • Investments,S.L an earn-outof €0.9 million; Dazia Capital Real Estate Investments, S.L granted Dazeo Holdco, • SL standard representations and warranties for this type of transaction, for a duration of 18 months (except fundamental warranties concerning capacity and ownership of the shares and taxation and employee issues, that are granted for the applicable limitation periods). CommitmentsinvolvingLHH 1 andLHH 2 (Highlight) Pursuant to the acquisition of the Highlight real estate project, completed on May 29, 2018(off-plan acquisition)by SNC Highlight (JV with JC Decaux Holding), LHH 1 and LHH 2, Eurazeo Patrimoine subsidiaries and shareholders in SNCHighlight: undertook to hold the shares in SNC Highlight, which performed • the acquisition, for a period of five years (subject to exceptions such as athird-party offerfor the SNC Highlight shares); granted several securities guaranteeing the bank financing • contracted(subrogationin the vendor's prior claim, pledge of SNC Highlight shares, pledge of inter-company loan receivables; each granted a shareholders’ loan to SNC Highlight of a total • maximumprincipal amount of €52 million for LHH 1 and €7 million for LHH 2, tobe madeavailableto SNC Highlight atits request. CommitmentsinvolvingEurazeo Patrimoine Eurazeo Patrimoineundertook: to hold throughout the duration of the shareholders’ agreement • with JC Decaux Holding, 100% of LHH 1 and LHH 2 shares (noting that in the event of the transfer of 100% of LHH 2 shares to an associate, the associate will be required to hold at least two-thirds of the LHH 2 shares); to be boundby the obligationsof its subsidiary,EurazeoPatrimoine • AM, under the asset managementservice agreement entered into with SNC Highlight.

Pursuant to the acquisition of the DORC group by DORC Bidco BV (formerly Oculus Bidco BV), indirectly controlled by Eurazeo SE, on April 25, 2019, DORC Bidco BV granted standard vendor warranties covering its capacity, authorizations and the availability of the necessaryfunds to completethe transaction,without specific limit as to term. Commitmentsreceived Under the terms of the shareholders’agreementof October 8, 2019,D. Acquisition Lux S.à r.l., a company controlled by Eurazeo SE, received a universal purchase commitment enabling it to purchase certain shares in Stichting Administratiekantoor DORC Topco in the event of cessationof the dutiesof manager of theDORC group. These commitments mainly concern deposits granted to guarantee commercial lease agreements signed by Eurazeo PME group investments,as well as bank guarantees. Commitmentsreceived Other commitmentsreceivedmainly concern undrawn credit facilities held by the various EurazeoPME groupinvestments. Financialcommitments The other financial commitmentsmainly concernput options set-up in the event of departure by managers. As of December 31, 2019,these financial commitmentstotaled €60.3 millionfor all Eurazeo PME group investments. Eurazeo Patrimoine CommitmentsinvolvingEREL 1 andGrape Hospitality Commitmentsgiven Pursuant to the financing of the acquisition of a hotel portfolio, Grape Hospitality granted banks standard warranties for this type of transaction, such as lender's liens and mortgages, pledges over business assets, securities and receivables and assignment of receivables (Dailly) on leasepayments. Under the terms of the shareholders' agreement between EREL 1 and AccorLux, financing commitments were given covering the hotel refurbishment program in the event self-financing by the Grape Hospitality group isinadequate. In connectionwith the entry of certainmanagers into the share capital of Grape Hospitality, EREL 1 granted them standard share purchase commitmentsapplicable inthe event ofdeath or permanent disability. Commitmentsreceived Followingthe entry of certainmanagers into the share capital of Grape Hospitality, EREL1 holds sharesales commitmentsfrom them. CommitmentsinvolvingLegendreHolding 25and LegendreHolding 73 (Reden Solar) Pursuant to the acquisition by Stone Holdco from La Compagnie des Chateaux of all Fonroche Énergie shares held by it, Stone Holdco granted an earn-out to La Compagnie des Chateaux in respect of the Humacao project. In addition, Legendre Holding 25 undertook to hold its Stone Holdco shares for at least three years, i.e. until February 2,2020. Eurazeo PME CommitmentsinvolvingEurazeo PME group Commitmentsgiven

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2019 UNIVERSAL REGISTRATION DOCUMENT