BPCE’s €3.7 Billion Delisting of Natixis

Cleary Gottlieb advised J.P. Morgan in BPCE’s tender offer for Natixis, which was followed by a mandatory squeeze-out.

The tender offer—to which J.P. Morgan acted as presenting and guaranteeing bank—was implemented for the purpose of the simplification of the Groupe BPCE structure announced on February 9, 2021.

Through this simplified tender offer, BPCE acquired all outstanding Natixis shares it did not already own, representing approximately 29.3% of Natixis’ share capital and voting rights, at the offer price of €4 per share (ex-dividend), representing a total amount of €3.7 billion. Following the tender offer, launched on February 10, 2021, and closed on July 9, 2021, BPCE owned 91.8% of Natixis’ share capital and voting rights and implemented a mandatory squeeze-out on July 21, 2021.

Groupe BPCE, with its business model as a universal cooperative bank represented by 9 million cooperative shareholders, is currently the second-largest banking group in France. It operates in the retail banking and insurance sectors in France via its two major Banque Populaire and Caisse d’Epargne banking networks, along with Banque Palatine. With Natixis, it also runs global business lines specializing in asset & wealth management, corporate & investment banking, insurance, and payments.