NATIXIS - Meeting notice combined general shareholder's meeting

STRATEGY

Disposal of retail banking activities leads to the payment of a €1.5bn special dividend

On February 12th 2019, the Board of Directors of Natixis approved the terms and conditions of the transaction and the entering into agreements relating to the sale by Natixis to BPCE of its retails banking activities, it being

specified that only the independent directors of Natixis took part in such vote. The project enables the payment of a special dividend of €1.5bn or €0.48 per share

THIS DEAL WOULD ENABLE NATIXIS: To deepen its strategy towards non-banking activities with low credit risk To reinforce its strategic mobility with the 2020 CET1 ratio target of 11% achieved ahead of plan, after paying out a special cash dividend up to €1.5bn To increase room for manoeuvre to accelerate the development of its asset-light strategy across its high value-added areas of expertise that consume little capital and cost of risk To benefit from a greater financial flexibility as a result of a shorter balance sheet duration (>75% with maturity < 1 year) Natixis will continue to work closely with the Banques Populaires and Caisses d’Epargne networks across its full range of fast-growing business lines i.e. Asset & Wealth Management, Corporate & Investment Banking, Insurance, and Payments.

SCOPE OF THE TRANSACTION: > Factoring (Natixis Factor) > Sureties & guarantees (CEGC) > Leasing (Natixis Lease) > Consumer financing (Natixis Financement) > Securities services (Natixis’ EuroTitres department) These businesses are closely linked to Banques Populaires and Caisses d’Epargne networks.

STRATEGY

NET REVENUES GROSS OPERATING INCOME ALLOCATED CAPITAL

CURRENT (2018)

39%

48%

48%

61%

52%

52%

Asset & Wealth Management,

Insurance, Payments

Corporate & Investment Banking, Specialized Financial Services excluding Payments

PRO FORMA (2018)

41%

39%

55%

45%

59%

61%

Asset & Wealth Management,

Insurance, Payments

Corporate & Investment

Banking

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NATIXIS 2019 MEETING NOTICE

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