DERICHEBOURG - Universal registration document 2018-2019

6

Further Information Assessment of the 2018/2019 share buyback program

Assessment of the 2018/2019 share buyback program 6.5

The shareholders' combined general meeting of February 5, 2019 authorized the Board of Directors to buy back the Company's shares for up to a maximum of 10% of the share capital, i.e. 16,387,878 shares, at a maximum price of €20 per share. This authorization was granted for a period of 18 months, i.e. until August 4, 2020, and mainly for the following purposes: to stimulate the market or market liquidity of Derichebourg stock p through a liquidity contract entered into with an investment service provider, in compliance with the AMAFI ethics charter approved by the AMF, the French securities regulator; to grant shares to employees, in accordance with legal requirements p and generally within the framework of a profit sharing or company savings plan; to purchase shares for subsequent use in exchange or as payment p for acquisitions; to deliver shares when exercising rights attached to securities p providing access to share capital via reimbursement, conversion, exchange, presentation of a warrant or via any other means;

to cancel the bought-back shares, under the conditions stipulated by p law. The same shareholders’ meeting authorized the Board of Directors to reduce the share capital, in one or more transactions, by canceling the shares thus purchased, subject to a maximum of 10% of the share capital per 24-month period; to implement all approved market practices that come to be p recognized by law or the French securities regulator. The Company used this authorization during the year and acquired 4,481,291 Company shares for the purpose of canceling them, i.e. 2.73% of the share capital. On May 22, 2019, the Board of Directors, using the delegation granted by the shareholders’ combined general meeting of February 5, 2019, reduced the Company's share capital by €1,120,322.75 through the cancellation of 4,481,291 treasury shares, i.e. 2.73% of the share capital. Since that date, the Company's share capital has consisted of 159,397,489 shares. The Company does not hold any treasury shares as at September 30, 2019 and the market value of the portfolio at September 30, 2019 was zero.

Delivery of shares upon the exercise of rights attaching to securities giving access to

Shares forming the share capital

Stock market activity

Stock options granted Acquisitions

the share capital Cancellation

Total

Position at September 30, 2018

163,878,780

0

0

0

As % of capital

0%

0% 0%

Allocation to stock-options granted other Stock options exercised Purchases

0 0

0 4,481,291 4,481,291

Sales

0

0

0

Cancellations

4,481,291 4,481,291

Position at September 30, 2019

159,397,489

0

0

0

0

As % of capital

0%

DERICHEBOURG p 2018/2019 Universal Registration Document 214