Société Générale — M&A Activity 2012

Dec 12, 2012

Paris, 12 December 2012

SOCIÉTÉ GÉNÉRALE ANNOUNCES THE SALE OF ITS STAKE IN NATIONAL SOCIÉTÉ GÉNÉRALE BANK (NSGB) TO QATAR NATIONAL BANK GROUP

Société Générale announced today that it has entered into a definitive agreement with Qatar National Bank Group (QNB Group) to sell its majority stake (77.17%) in National Société Générale Bank (NSGB), its Egyptian subsidiary.

The signing of this agreement marks the successful conclusion of the due diligence process and the negotiations between Société Générale and QNB Group following the expression of interest Société Générale received from QNB Group.

The key elements of the transaction are the following:

• A consideration equivalent to a sale price of US\$2,558 MM for 100% of NSGB1 , i.e. US\$1,974 MM for Société Générale's stake; this represents a multiple to the stated book value of NSGB as of September 30, 2012 of 2.0x;
• In addition, QNB Group and NSGB will also acquire from Société Générale the stakes not already owned by NSGB in some of the local subsidiaries of NSGB, bringing the total consideration payable to Societe Generale up to US\$ 2 billion.
• At the closing of the transaction, the Group will book a net gain of around EUR 350 million. The positive impact on Société Générale Basel III pro forma Core Tier 1 at the end of 2013 is estimated at close to 30 bps.

Société Générale will sell its stake to QNB Group by tendering its shares into a mandatory tender offer to be launched by QNB Group to all shareholders of NSGB after the obtaining of mandatory regulatory approvals including the approval of the Central Bank of Egypt. The closing of the transaction is expected to take place in the first half of 2013.

(1) The price per share payable to all the shareholders tendering their shares in the mandatory offer to be submitted by QNB Group pending regulatory approvals shall be denominated in EGP. It will be determined on the basis of a USD/EGP conversion rate at the time of the filing of the mandatory offer in compliance with all applicable laws and regulations.

PRESS RELATIONS	HELENE AGABRIEL	ASTRID BRUNINI	SOCIETE GENERALE
	+33(0)1 41 45 98 33	+33(0)1 42 13 68 71	COMM/PRS
LAETITIA MAUREL	Helene.agabriel@socgen.com	Astrid.brunini@socgen.com	75886 PARIS CEDEX 18
+33(0)1 42 13 88 68			SOCIETEGENERALE.COM
Laetitia.a.maurel@socgen.com	NATHALIE BOSCHAT	HELENE MAZIER
	+33(0)1 42 14 83 21	+33(0)1 58 98 72 74	A FRENCH CORPORATION WITH SHARE CAPITAL OF
	Nathalie.boschat@socgen.com	Helene.mazier@socgen.com	EUR 975,339,185
			552 120 222 RCS PARIS

1

National Société Générale Bank

National Société Générale Bank, established in Egypt in 1978, an affiliate of Société Générale Group (77.17% stake) is one of the largest private banks operating in the country. NSGB serves more than 700 thousand clients through 4161 banking professionals. NSGB offers a wide range of products serving financial needs of Corporates, medium and small enterprises or individuals with a balanced focus on both Corporate and Retail Banking. NSGB has expanded its network of branches to 160 branches covering 24 governorates. Moreover, NSGB keeps enhancing its multi-channel automated tools to reach its clients. NSGB was named Best Bank in Egypt for 2012 by Euromoney.

Key figures of as of end of September 2012, total assets: 63.3 billion EGP, total deposits: 51.5 billion EGP, total loans: 36.1 billion EGP.

Societe Generale

Societe Generale is one of the largest European financial services groups. Based on a diversified universal banking model, the Group combines financial solidity with a strategy of sustainable growth, and aims to be the reference for relationship banking, recognised on its markets, close to clients, chosen for the quality and commitment of its teams.

Around 160,000 employees, based in 77 countries, accompany more than 33 million clients throughout the world on a daily basis. Societe Generale' teams offer advice and services to individual, corporate and institutional customers in three core businesses:

• Retail banking in France with the Societe Generale branch network, Credit du Nord and Boursorama
• International retail banking, with a presence in Central and Eastern Europe, Russia, in the Mediterranean basin, in Sub-Saharan Africa, in Asia and in the French Overseas Territories
• Corporate and investment banking with a global expertise in investment banking, financing and global markets.

Societe Generale is also a significant player in specialised financing and insurance, private banking, asset management and securities services.

Societe Generale is included in the socially-responsible investment indices FTSE4Good and ASPI.

For more information, you can follow us on twitter @societegenerale or visit our website www.societegenerale.com.