2MX Organic S.A. — Share Issue/Capital Change 2022

Jul 13, 2022

Not for release, publication or distribution, directly or indirectly, in or into the United States, Canada, Japan, Australia or any other jurisdiction in violation of the relevant laws of such jurisdiction.

2MX Organic concludes redemption period InVivo and 2MX Organic take another step towards the combination with InVivo Retail

Paris, July 12, 2022 – 2MX Organic (ISIN: FR0014OOOT90, Euronext Paris) (the "Company"), a Special Purpose Acquisition Company (SPAC), announces the end of the redemption period for the holders of class B preferred shares (the "Market Shares") in the context of its contemplated business combination with InVivo Retail (the "IBC"), as announced and published on June 9, 2022.

This is another important step towards the business combination with InVivo Retail.

At the end of the redemption period, 2MX Organic has received redemption requests from shareholders (the "Dissenting Market Shareholders"), representing a total of 21,183,566 Market Shares, which both 2MX Organic and InVivo consider as very satisfactory in the current market conditions and in light of recent average levels of redemption requests for SPACs across Europe and in the United States.

Following the redemption period, and even though the cash minimum condition has not been met, 2MX Organic can benefit from a total amount of cash ranging between €88 million (which corresponds to the cash held by 2MX Organic, notably in its IPO escrow account) and €162 million (taking into account the cash to be potentially raised through a share capital increase reserved to a category of persons meeting specific characteristics, in an amount up to €74 million on the date of completion of the IBC). In this respect, discussions are currently ongoing with French and international investors and 2MX Organic will continue its efforts in order to secure undertakings until the shareholders' meeting which shall be held on July 29, 2022.

Also, some Dissenting Market Shareholders may sell all or part of their Market Shares to current shareholders of 2MX Organic or to new investors.

The abovementioned amount of €88 million held by 2MX Organic upon completion of the business combination shall enable achievement of its combined business plan with InVivo.

In this respect, InVivo agrees on the date hereof to waive the minimum cash condition of 180M€ and consequently, and as of the date of this press release, two further conditions remain to be met (i.e. exemption from the obligation for InVivo Group to file a mandatory tender offer and approval by the general meeting of 2MX Organic of the contribution, the new governance and the new articles of association of 2MX Organic).

The shareholders' meeting of 2MX Organic shall be held on July 29, 2022 and settlement and delivery of the new 2MX Organic shares issued as consideration for the Contribution and of the PIPE shall occur early August.

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It is reminded that, in accordance with the provisions of the 2MX Organic's articles of association, in order to actually benefit from the redemption of his/her/its Market Shares from 2MX Organic, each Dissenting Market Shareholder must:

• convert his/her/its Market Shares exclusively into pure registered form (forme nominative pure) no later than two business days before the completion date of the IBC which is scheduled on or around July 27, 2022 and keep such Market Shares under such form until the date of redemption of the Market Shares by 2MX Organic; and
• not have transferred, on the redemption date of the Market Shares by 2MX Organic, the full ownership of his/her/its Market Shares.

Only the Market Shares held by a Dissenting Market Shareholder having strictly complied with the conditions described above will be redeemed and only up to the limit of the number of Market Shares of such Dissenting Market Shareholder. Then the redemption request of a Dissenting Market Shareholder selling its Market Shares before the redemption date of the Market Share will not be taken into account.

Each Dissenting Market Shareholder shall also communicate to 2MX Organic all the "Know-Your-Customer" (KYC) documentation necessary for the proper registration of shares in pure registered form in 2MX Organic register maintained by Société Générale Securities Services, the details of which have been communicated by 2MX Organic to the Dissenting Market Shareholders upon reception of the redemption requests.

The redemption price of a Market Share is equal to €10.00.

The redemption of the Market Shares shall be completed by 2MX Organic no later than on the thirtieth (30th) calendar day following the completion date of the IBC, or on the following business day if such date is not a business day. The Board of Directors shall take the decision to proceed with the redemption of the Market Shares, set the precise date for such redemption and complete such redemption within the abovementioned deadline, with the option of sub-delegating the same under the conditions set by applicable French laws and regulations, after having acknowledged that all the above-described conditions for such redemption have been met.

All Market Shares redeemed by 2MX Organic as described above will be cancelled immediately after their redemption through a decrease of 2MX Organic's share capital under the terms and conditions set by applicable French laws and regulations, including in particular the provisions of Article L. 228- 12-1 of the French commercial code. The Board of Directors shall then acknowledge the number of Market Shares effectively redeemed and cancelled and shall amend the 2MX Organic Articles of Association accordingly.

MEDIA CONTACTS

2MX Organic InVivo Group Aziza Bouster Charlotte de Lattre

Contacts médias Brunswick Group Benoît Grange / Salah Ben Hamoudi +33 1 53 96 83 83 2mxinvivo@brunswickgroup.com

+33 6 07 96 30 91 83, avenue de la Grande Armée, 75016 Paris contact@2mxorganic.com cdelattre@invivo-group.com

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Important notice

The distribution of this document may be restricted by law in certain jurisdictions. Persons into whose possession this document comes are required to inform themselves about and to observe any such restrictions.

This press release is provided for information purposes only. It does not constitute and should not be deemed to constitute an offer to the public of securities, nor a solicitation of the public relating to an offer of any kind whatsoever in any country, including France.

European Economic Area – France

This press release is not a prospectus but an advertisement provided for information purposes only. It does not constitute and should not be deemed to constitute an offer to the public of securities by 2MX Organic, nor a solicitation of the public relating to an offer of any kind whatsoever in any country, including France.

A copy of the prospectus issued in the context of the IBC (the "Prospectus") is available on the AMF's website (www.amffrance.org) and on 2MX Organic's website (www.2mxorganic.com) and obtainable free of charge from 2MX Organic. The Prospectus includes a detailed description of 2MX Organic and InVivo Retail, including a section describing certain risk factors relating to 2MX Organic and the IBC.

Investors should not subscribe for or purchase any securities referred to in this press release except on the basis of the information contained in the Prospectus.

The distribution of this press release may be subject to legal or regulatory restrictions in certain jurisdictions. Any person who comes into possession of this press release must inform him or herself of and comply with any such restrictions.

The securities of 2MX Organic admitting for trading on the professional segment (compartiment professionnel) of the regulated market of Euronext Paris are addressed solely to Qualified Investors, as defined in the regulation (EU) 2017/1129 of 14 June 2017 and in accordance with the provisions of Article L. 411-2, 1° of the French Code monétaire et financier.

United Kingdom

This press release does not constitute an offer of securities to the public in the United Kingdom. In the United Kingdom, this press release is for distribution only to and is directed only at (a) "qualified investors" within the meaning of Article 2(e) of the Prospectus Regulation as it forms part of U.K. domestic law by virtue of the EUWA which are (b) (i) persons who have professional experience in matters relating to investments falling within the provisions of Article 19(5) of The Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (ii) "high net worth entities", "unincorporated associations" and other persons to whom it may otherwise lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "Relevant Persons"). This press release must not be acted on or relied on, in the United Kingdom, by persons who are not Relevant Persons. Any investment or investment activity to which this communication relates is only available to Relevant Persons and will be engaged in only with Relevant Persons. Persons distributing this press release must satisfy themselves that it is lawful to do so.

United States of America

This press release and the information it contains does not, and will not, constitute an offer to the public to subscribe for or sell, nor the solicitation of an offer to subscribe for or buy, 2MX Organic securities in the United States or any other jurisdiction where restrictions may apply. Securities may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"), it being specified that the 2MX Organic securities have not been and will not be registered under the Securities Act and 2MX Organic does not intend to register securities or conduct an offer to the public in the United States.

Canada

This press release and the information it contains do not, and will not, constitute an offer to the public to subscribe for or sell, nor the solicitation of an offer to subscribe for or buy, 2MX Organic securities in any province or territory of Canada. Securities may not be offered or sold in Canada except in a transaction exempt from the prospectus requirements of applicable Canadian securities laws or pursuant to a prospectus that qualifies those securities in the relevant provinces and territories of Canada, it being specified that the 2MX Organic securities have not been and will not be qualified by way of prospectus under the securities laws of any province or territory of Canada and 2MX Organic does not intend to qualify any such securities or conduct an offering to the public in Canada.

This announcement is not being made in and copies of it may not be distributed or sent, directly or indirectly, into the United States of America, Canada, Australia or Japan.