reasoned opinion on the simplified takeover bid initiated by La Banque Postale

The Board of Directors of CNP Assurances met today in order to issue, in accordance with the applicable regulations, its reasoned opinion on the simplified public tender offer initiated by La Banque Postale for the shares of CNP Assurances that it does not hold at a price of 21.90 euros per share (dividend attached).

Considering the work of the ad hoc committee which positively recommended the Offer, the unanimous opinion of the company’s social and economic committee, the intentions expressed by the initiator of the Offer, and the fairness opinion of the Cabinet Ledouble, acting as an independent expert, whose report concludes that the terms of La Banque Postale’s Offer are fair for the company’s shareholders, including in view of a squeeze-out, that it does not t has not identified, in the related agreements and transactions, any provisions likely to harm the interests of the shareholders of CNP Assurances whose shares are targeted by the Offer, the Board of Directors of CNP Assurances unanimously rendered less than one abstention, a favorable reasoned opinion on the Offer, considering that it is in the interest of the company, its shareholders and its employees.

The Board of Directors therefore recommends that CNP Assurances shareholders tender their shares to La Banque Postale’s Offer.

In accordance with Articles 231-16 and 231-26 of the AMF General Regulations, the main elements of La Banque Postale’s draft offer document and CNP Assurances’ draft response note, as well as their terms of available, were each the subject of a press release from La Banque Postale and CNP Assurances.

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