Marie Brizard Wines & Spirits: Description of the action

Charenton-le-Pont, 30^e June 2021

DESCRIPTION OF THE SHARE BUYBACK PROGRAM AUTHORIZED BY THE ORDINARY GENERAL MEETING OF JUNE 30, 2021

In accordance with the provisions of articles 241-2 and following. of the general regulations of the Autorité des marchés financiers and of European regulation n ° 596/2014 of April 16, 2014, the purpose of this description is to describe the objects and the terms of the Marie Brizard Vins & Spiritueux share buyback program under the authorization granted by the 16th resolution of the Combined General Meeting of June 30, 2021.

Breakdown of shares held by the Company by objective

As of June 24, 2021, the Company held 127,888 treasury shares out of 111,949,218 shares comprising the Company’s capital, i.e. a total of 0.11% allocated respectively to the implementation of the stock option plan and to the ‘allocation of free shares for 40,166 shares, and the balance, ie 87,722 shares, under the liquidity contract.

Objectives of the share buyback program

The share buyback program is intended to enable the following operations to be carried out:

1. promote the liquidity of transactions and the regularity of trading in the Company’s shares within the framework of a liquidity contract concluded with an investment services provider acting in accordance with market practices accepted by the Autorité des marchés financiers (AMF ),
2. retain the shares purchased and subsequently tender them for exchange or payment in the context of any external growth operations, within the limits set by applicable regulations,
3. to cover stock option plans or free shares and other forms of allocation of shares to employees and / or corporate officers of the Company and of Group companies, in particular within the framework of the profit sharing and a Company Savings Plan, under the conditions of the law and market authorities and at the times that the board of directors or the person acting by delegation may determine,
4. allow (i) the delivery of Company shares upon the exercise of rights attached to securities giving right, immediately or in the future, by redemption, conversion, exchange, presentation of a voucher or in any other way to the allocation of Company shares, and (ii) the performance of all hedging transactions within the framework of the issue of these securities, under the conditions provided for by the market authorities and at the times when the Board of Directors or the person acting on delegation from the board of directors decides,
5. to cancel them in whole or in part by reducing the share capital.

The share buyback program also allows the Company to intervene in its own shares for any other purpose authorized or that may be authorized by applicable laws and regulations or recognized as market practice by the AMF. In such a case, the Company would inform its shareholders by means of a press release.

Maximum percentage of capital, maximum number and characteristics of the shares that the Company proposes to acquire, and maximum purchase price

As the Company held, directly or indirectly, as of June 24, 2021, 127,888 of its own shares, corresponding to 0.11% of the share capital at that date, the maximum number of shares that may be purchased on this basis is 11,067,034 shares. , i.e. 9.89% of the share capital, it being specified that this purchase option may be increased up to a maximum of 10% of the number of shares comprising the share capital (at any time) if the Company proceeds, in particular, with the sale or use of own shares.

The unit purchase price may not exceed three euros (€ 3), subject to adjustments related to any transactions affecting the Company’s shareholders’ equity. Consequently, the theoretical maximum amount that the Company would be liable to pay in the event of a purchase at the maximum unit price of three euros (€ 3) would amount, on the basis of the current share capital, to thirty-three million five hundred and four – twenty-four thousand seven hundred and sixty-six euros (€ 33,584,766), corresponding to the purchase of a maximum number of eleven million one hundred and ninety-four thousand nine hundred and twenty two (11,194,922) shares

The securities that the Company intends to acquire are ordinary shares of the Company admitted to trading on compartment C of the regulated market of Euronext in Paris under ISIN code FR0000060873.

Duration of the buyback program

The buyback program has a duration of eighteen (18) months from the date of the General Meeting authorizing it, i.e. until November 30, 2022.

During the duration of the buyback program, any significant modification of any of the information listed above will be brought to the attention of the public as soon as possible in accordance with the terms set out in Article 221-3 of the AMF General Regulations. .

About Marie Brizard Wines & Spirits
Marie Brizard Wine & Spirits is a group of wines and spirits based in Europe and the United States. Marie Brizard Wine & Spirits is distinguished by its know-how, an alliance of brands with a long tradition and a resolutely innovative spirit. Since the birth of Maison Marie Brizard in 1755, the Marie Brizard Wine & Spirits Group has developed its brands in a spirit of modernity while respecting its origins.
Marie Brizard Wine & Spirits’ commitment is to offer its customers brands that are trusted, daring and full of flavors and experiences. The Group now has a rich portfolio of leading brands in their market segments, including William Peel, Sobieski, Marie Brizard and Cognac Gautier.
Marie Brizard Wine & Spirits is listed on compartment B of Euronext Paris (FR0000060873 – MBWS) and is part of the EnterNext index © PEA-PME 150.

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