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PRESS RELEASE
Lesquin, February 12^th 2021

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH, OR TO PERSONS IN ANY JURISDICTION TO WHOM, SUCH DISTRIBUTION WOULD BE UNLAWFUL.

This press release is for information purposes only and does not constitute an offer to sell or a solicitation of an offer to buy any securities and the offer of Nacon shares in the concurrent accelerated bookbuilding and of the offer of the exchangeable bonds by Bigben Interactive does not constitute a public offering other than to qualified investors in any jurisdiction, including in France.

BIGBEN INTERACTIVE (ISIN FR0000074072) launches an offering

of EUR 85 million senior conditionally secured bonds

exchangeable into shares of NACON

Bigben Interactive S.A. (“Bigben” or the “Issuer”) announces the launch of an issue of senior conditionally secured exchangeable bonds due 2026 with an aggregate principal nominal amount of EUR 85 million (the “Bonds”). The Bonds are exchangeable into existing ordinary shares of Nacon S.A. (the “Company”, ISIN: FR0013482791).

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The Bonds, with a denomination of EUR 100,000, will have a maturity of 5 years and will bear interest between 1.00% and 1.25% and will be issued at par. Unless previously exchanged, redeemed or repurchased and cancelled, the Bonds will be redeemed at maturity at a price corresponding to 103% of their nominal value (the “Accreted Redemption Amount”), subject to the Issuer’s option to deliver shares of the Company and, as the case may be, an additional amount in cash. The nominal unit value of the Bonds will be set at a premium of between 20% and 25% above the Company’s reference share price which is expected to be set as the clearing price of the Concurrent Accelerated Bookbuilding (as defined below).

The Bonds will be exchangeable from and including the Issue Date (as defined below) to and including the 51st business day prior to the maturity date or, in the event of early redemption at the option of the Issuer, the 10th business day preceding the relevant redemption date. Upon exchange, the Issuer will have the flexibility to pay an amount in cash, settle in shares of the Company or a combination thereof. The exchange price will be subject to customary adjustments pursuant to the terms and conditions of the Bonds (the “Terms and Conditions”).

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