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Purpose of the offer
The rational of the tender offer is to further enhance the quality
And the efficiency of the offeror’s regulatory capital
Purchase price
Eur 32,500 for each eur 50,000 in nominal instructed
Accrued and unpaid interest
Accrued and unpaid interest will be paid up to, but not
Including, the settlement date
Minimum exercise amount
You need to tender in a minimum denomination of eur
50,000 and in multiples of eur 50,000 in excess thereof, in order
To validly submit an instruction for the offer.
Minimum aggregate offer acceptance amount
The tender offer is not conditional on a minimum aggregate amount
Of securities being tendered.
Maximum aggregate offer acceptance amount
The issuer is offering to purchase up to eur 900,000,000
Aggregate amount of its outstanding securities (tender cap)
Proration
If the total amount instructed for the tender offer exceeds the
Tender cap (see maximum aggregate offer acceptance amount ), the
Instructions to tender will be accepted in the following order:
Offers to sell in relation to tier 1 notes shall be accepted for
Purchase pursuant to the order of priority and accordingly valid
Offers to sell relating to november 2003 notes will be satisfied
In priority to offers to sell relating to january 2005 notes,
Which then will be satisfied in priority to offers to sell
Relating to december 2007 notes, which then will be satisfied in
Priority to offers to sell relating to september 2009 notes,
Which then will be satisfied in priority to offers to sell
Relating to may 2008 notes, which then will be satisfied in
Priority to offers to sell relating to october 2009 notes, which
Then will be satisfied in priority
To offers to sell relating to june 2008 notes until the maximum
Tendered amount is reached
Each offer to sell on which the tender pro-rating factor is
Applied (if applicable) will be rounded down to the nearest eur
1,000 each
November 2003 notes and january 2005 notes, eur 50,000 for
December 2007 notes, september 2009 notes and may 2008 notes, gbp
1,000 for june
2008 notes and usd 2,000 for october 2009 notes in nominal amount
Of notes
Poolfactor
Not applicable
Market timetable
Market expiry date: 29/11/11
Market withdrawal date: instructions are irrevocable
Expected settlement date: 02/12/2011
Withdrawal rights
Instructions for the tender offer are irrevocable, except in the
Limited circumstances described in the tender offer documentation.
Conditions
Refer to the tender offer documentation for the conditions of
This tender offer
Restrictions
Certain restrictions
Beneficial owner level for the following countries:
United states
Uniyed kingdom, france, italy, eea
Further restrictions may apply. Refer to the offer documentation
For the restrictions of this tender offer
Tender agent.
Lucid issuer services limited
Attention: yves theis / thomas choquet
Email: socgen(at)lucid-is.com
Tel: + 44 (0) 20 7704 0880
This corporate action notification does not constitute an offer
To sell or the solicitation of an offer to buy any securities by
Anyone in any jurisdiction
It is not, and should not be construed or treated as, investment
Or financial advice. In providing this information, euroclear
Bank is not acting as agent of the issuer
By sending an instruction to euroclear bank, you confirm that you
(and any beneficial owner(s) for whom you act) comply with the
Terms and conditions of the offer
If no instruction is required via euroclear bank for this
Corporate action, you should ensure full compliance with the
Terms of the offer and the agent’s requirements
Instructions are irrevocable
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