Rothschild : Press release relating to the availability of the offer document of Concordia

THIS PRESS RELEASE DOES NOT CONSTITUTE A TENDER OFFER AND IS NOT INTENDED FOR DISTRIBUTION IN JURISDICTIONS WHERE THE PROPOSED OFFER WOULD NOT BE PERMITTED. THIS DOCUMENT IS AN UNOFFICIAL ENGLISH-LANGUAGE TRANSLATION OF THE FRENCH-LANGUAGE PRESS RELEASE WHICH WAS FILED PUBLISHED BY ROTHSCHILD & CO CONCORDIA ON 18 JULY 2023.

IN THE EVENT OF ANY DIFFERENCES BETWEEN THIS UNOFFICIAL ENGLISH-LANGUAGE PRESS RELEASE AND THE OFFICIAL FRENCH-LANGUAGE PRESS RELEASE, THE OFFICIAL FRENCH-LANGUAGE PRESS RELEASE SHALL PREVAIL.

PRESS RELEASE DATED 18 JULY 2023

AVAILABILITY OF THE OFFER DOCUMENT PREPARED BY ROTHSCHILD & CO

CONCORDIA IN THE CONTEXT OF THE SIMPLIFIED TENDER OFFER

FOR THE SHARES OF

INITIATED BY THE COMPANY

ROTHSCHILD & CO CONCORDIA

PRÉSENTÉD BY

Bank presenting the offer and acting as guarantor

and

Bank presenting the offer

TERMS OF THE OFFER

Offer price cum-Extraordinary Distribution (such Extraordinary Distribution to take place before

opening of the Offer):

€46.601 per Rothschild & Co share

Offer price ex-Extraordinary Distribution2:

1

2

Post ordinary dividend of €1.40 per Rothschild & Co share which ex-date was 29 May 2023 and which was paid on 31 May 2023.

The record date and the ex-date of the extraordinary distribution of reserves of €8.00 per Rothschild & Co share will be set by the managing partner (gérant statutaire) of Rothschild & Co in accordance with resolution no. 3 approved by the general meeting of the shareholders of Rothschild & Co on 25 May 2023, and shall occur after the declaration of clearance of the Offer (as defined below) by the AMF and at the latest before opening of the Offer. It is specified, for the avoidance of doubt, that this extraordinary distribution will be paid to each shareholders of Rothschild & Co who hold Rothschild & Co shares at the record date, independently of their decision to tender or not their Rothschild & Co shares in the Offer.

This press release does not constitute a tender offer and is not intended for distribution in jurisdictions

where the Offer would not be permitted.

Translation for information purposes only. In case of discrepancy between the French and English version,

the French version shall prevail.

€38.60 per Rothschild & Co share

DURATION OF THE OFFER:

35 trading days

The timetable for the simplified tender offer will be determined by the French Autorité des Marchés

Financiers (the "AMF") in accordance with the provisions of its General Regulation.

This press release was prepared by Rothschild & Co Concordia and made available to the public pursuant to Articles 231-27 1° and 2° of the AMF General Regulation.

Pursuant to Article L. 621-8 of the French Monetary and Financial Code and Article 231-23 of the AMF General Regulation, the AMF has, pursuant to its clearance decision dated July 18, 2023 regarding the simplified tender offer for Rothschild & Co shares (the "Offer"), granted visa no. 23-316 to the offer document prepared by Rothschild & Co Concordia ("Offer Document").

IMPORTANT NOTICE

In accordance with the provisions of Article L. 433-4 II of the French Monetary and Financial Code and Articles 237-1et seq. of the AMF General Regulation, in the event that, at the closing of the Offer, the number of Rothschild & Co shares not tendered in the Offer by the minority shareholders of Rothschild & Co (with the exception of Rothschild & Co shares subject to a liquidity mechanism and/or assimilated to shares held by the offeror, alone or in concert) does not represent more than 10% of the share capital and voting rights of Rothschild & Co, Rothschild & Co Concordia intends to require the AMF, at the latest within three (3) months following the closing of the Offer, to implement a squeeze- out procedure for the Rothschild & Co shares not tendered in the Offer (other than the Rothschild & Co shares subject to a liquidity mechanism and/or assimilated to shares held by the offeror, alone or in concert) to be transferred to Concordia in return for compensation per share equal to the Offer price (ex- Dividend 2022 and ex-Extraordinary Distribution, as these terms are defined in the Offer Document), i.e., €38.60 per Rothschild & Co share, net of all costs.

The Offer is not and will not be proposed in any jurisdiction where it would not be permitted under applicable law. Acceptance of the Offer by persons residing in countries other than France and the United States of America may be subject to specific obligations or restrictions imposed by legal or regulatory provisions. The recipients of the Offer are solely responsible for compliance with such laws and it is therefore their responsibility, before accepting the Offer, to determine whether such laws exist and are applicable, based on the advice they obtain from their own advisers.

For more information, see Section 2.13 (Offer restrictions outside of France) of the Offer Document.

In accordance with the provisions of article 231-28 of the AMF General Regulation, information relating in particular to the legal, financial and accounting characteristics of Rothschild & Co Concordia which supplements the offer document prepared by Rothschild & Co Concordia will be made available to the

This press release does not constitute a tender offer and is not intended for distribution in jurisdictions

where the Offer would not be permitted.

Translation for information purposes only. In case of discrepancy between the French and English version,

the French version shall prevail.

public no later than the day preceding the opening of the tender offer. A press release will be issued to inform the public of the manner in which the information will be made available.

This Offer Document (section 2.7 of which describes the procedure for tendering Shares in the Offer) is available on the website of the AMF (www.amf-france.org) and the website of Rothschild & Co (www.rothschildandco.com) and may be obtained free of charge from:

Rothschild & Co Concordia

.23 bis avenue de Messine 75008 Paris

Natixis

7, promenade Germaine Sablon

75013 Paris ("Natixis")

Caisse Régionale de Crédit Agricole Mutuel de Paris et d'Ile de France

26, quai de la Rapée

75012 Paris

("CADIF")

Important disclaimer

This press release has been prepared for information purposes only. It does not constitute an offer to purchase or a solicitation to sell Rothschild & Co shares in any country, including France. The dissemination, publication or distribution of this Press Release, the Offer and its acceptance may be subject to specific regulations or restrictions in certain countries. The Offer will not be directed to persons subject to such restrictions, either directly or indirectly, and may be accepted from any country where the Offer would be subject to such restrictions. The Press Release is not intended to be published and disseminated in such countries. Accordingly, persons in possession of this press release are required to inform themselves about and to comply with any local restrictions that may apply.

Rothschild & Co Concordia disclaims any liability for any breach of these restrictions by any person.