ORPEA

Extension of the Conciliation Procedure

Regulatory News:

ORPEA S.A. (Paris:ORP) (the “Company”) announces that the amicable conciliation procedure opened on October 25, 2022 by the President of the specialized Commercial Court of Nanterre, under the aegis of Hélène Bourbouloux as conciliator, and initially scheduled to end after a 4-month Period (i.e. 25 February 2023), has been extended for an additional period of one month at the request of the conciliator, until 25 March 2023. It is specified that no further extension can be implemented.

The extension of the amicable conciliation procedure will, in particular, allow the Company to continue to expand support of unsecured financial creditors who have not yet been able to accede to the lock-up agreement signed on 14 February 2023 (the “Lock-Up Agreement”), as well as its discussions with creditors concerned by requests for waiver and adjustment of contractual clauses provided for in the financing documentation concluded by the Company or its subsidiaries, in order to enable the completion of the financial restructuring.

Within this extended period, the Company envisages to submit a request to initiate an accelerated safeguard procedure in March to allow the implementation of the agreement in principle on its financial restructuring announced on 1 February 2023.

It is recalled that the Company entered into the Lock-Up Agreement on 14 February with, on the one hand, the group of French long-term investors led by the Caisse des dépôts et Consignations, accompanied by CNP Assurances, and also including MAIF, accompanied by MACSF (the “Groupement”), and, on the other hand, five institutions holding unsecured debt of ORPEA S.A. (the “SteerCo”).

The current process of accession to the Lock-Up Agreement aims in particular at obtaining before the opening of the accelerated safeguard proceedings the support of a maximum of unsecured creditors of ORPEA S.A., some of whom, who are coordinated by the SteerCo, could hold approximately 45% of the unsecured debt of ORPEA S.A. (comparing to the 50% percentage communicated on 1 February 2023 by the Company on the basis of the elements available to it at that time).

It is recalled that creditors holding unsecured debt of ORPEA S.A. have the possibility to accede to the Lock-Up Agreement by contacting Kroll, acting as agent for the Lock-Up (attention: Victor Parzyjagla and/or Thomas Choquet, [e-mail]), subject to compliance with the terms and conditions of the Lock-Up Agreement. Unsecured financial creditors wishing to obtain more information on the procedures and conditions for acceding the Lock-Up Agreement are also invited to read the provisions of paragraph 2 of the press release issued by the Company on 14 February 2023.