Commentary & Deal Flow

Reoffer: PerpNC5: 6.4% / 100

Tranche 1 (PerpNC5): Peak book above €7.5bn (pre-rec) (ca. 325 participating accounts)

Launched: PerpNC5: €750m @ 6.4% - Books above €7.5bn (pre-rec) (ca. 325 participating accounts)
Book Update: Books above €5.5bn
IPTs: PerpNC5: 7%a coupon (qtr. payment basis) equiv. 7.186% annualized

• Issuer: Crédit Agricole S.A.
• Legal Entity Identifier: 969500TJ5KRTCJQWXH05
• Instrument: Perpetual Non-Call 5 year Fixed Rate Resettable Additional Tier 1 Notes
• Issuer Ratings: Moody's: A1 (Stable), S&P: A+ (Stable), Fitch: AA- (Stable).
• Expected Issue Ratings: Baa3 by Moody’s, BBB- by S&P and BBB by Fitch
• Rating Split: Issuer: A1/A+/AA- (Moody's/S&P/Fitch), Issue: Baa3/BBB-/BBB (Moody's/S&P/Fitch)
• Form of the Notes: Bearer dematerialised form (au porteur).
• Status of the Notes: Direct, unconditional, unsecured and deeply subordinated obligations of the Issuer
• Size: €750m
• Pricing Date: 17-Sep-26
• Settlement Date: 23-Sep-26 – T+4
• Reoffer: 100% / 6.4% (quarterly) / 6.555% (annual) / Reset: 308.5bps
• Rate of Interest: Fixed rate of 6.4% per annum, non-cumulative, payable quarterly, until the First Reset Date and thereafter reset every 5 years to the aggregate of the Margin plus the then 5-year Mid-Swap Rate, calculated on an annual basis and then converted to a quarterly rate. In no event shall the Rate of Interest be less than zero
• Interest Payment Dates: Quarterly on 23 December, 23 March, 23 June and 23 September in each year commencing on 23-Dec-26
• First Reset Date: 23-Sep-31
• Margin: 308.5bps. per annum.
• Subsequent Reset Dates: 23-Sep-36 (i.e. the Second Reset Date) and every Interest Payment Date that falls on or about 5, or a multiple of 5, years after 23-Sep-36.
• Issuer Call: First Reset Date, and any Reset Date thereafter
• Clean-Up Redemption Option: Applicable with Clean-up Percentage set at 75 per cent, subject to conditions as per the Terms and Conditions of the Base Prospectus
• Other applicable Redemption and Purchase options: The Notes may be redeemed in case of Withholding Tax Event, Gross-Up Event, Tax Deductibility Event, MREL/TLAC Disqualification Event, Capital Event, all as defined in the Terms and Conditions of the Base Prospectus. All calls exercisable at the Current Principal Amount. All call exercises subject to conditions as per the Terms and Conditions of the Base Prospectus.
• Negative Pledge, Events of Default, Set-Off: None and Not Applicable. Waiver of Set-Off rights included
• Acknowledgement of Statutory Loss Absorption Powers: Applicable.
• Cancellation of Interest Amount: The Issuer may elect at its full discretion to cancel (in whole or in part) the Interest Amount otherwise scheduled to be paid on an Interest Payment Date notwithstanding that it has Distributable Items or that the Maximum Distributable Amount of the Crédit Agricole Group and the Maximum Distributable Amount of the Crédit Agricole S.A. Group are greater than zero. The Issuer will cancel the payment of an Interest Amount (in whole or, as the case may be, in part) if the Relevant Regulator notifies the Issuer that, in accordance with Applicable Banking Regulations, it has determined that the Interest Amount (in whole or in part) should be cancelled based on its assessment of the financial and solvency situation of the Issuer. Cancellation of any such Interest Amount shall not constitute an event of default and shall not entitle the holders of the Notes to petition for the insolvency or dissolution of the Issuer.
• Loss Absorption: If a Capital Ratio Event occurs, the Issuer shall, (i) immediately notify the Relevant Regulator of the occurrence of such Capital Ratio Event and, (ii) within one month from the occurrence of the relevant Capital Ratio Event, on a pro rata basis with the other Deeply Subordinated Notes and any other Loss Absorbing Instruments, irrevocably (without the need for the consent of the holders of the Notes) reduce the then Current Principal Amount of each Note (and any interest due under the Notes on a prior Interest Payment Date but not paid) by the relevant Write Down Amount. Where “Capital Ratio Event” will be deemed to have occurred if, at any time, (i) the Crédit Agricole S.A. Group’s CET1 Capital Ratio falls or remains below 5.125%, or (ii) the Crédit Agricole Group’s CET1 Capital Ratio falls or remains below 7.0%, provided that a Capital Ratio Event shall be deemed not to have occurred as of a date of determination if a Capital Event has occurred and is then continuing, but only to the extent that the Notes are fully excluded from the Tier 1 Capital of the Crédit Agricole S.A. Group and/or the Crédit Agricole Group.
• Return to Financial Health: Subject to compliance with the Applicable Banking Regulations, if a positive Consolidated Net Income of the Crédit Agricole S.A. Group is recorded at any time while the Current Principal Amount of the Notes is less than their Original Principal Amount, the Issuer may, at its full discretion and subject to the Relevant Maximum Distributable Amount (when aggregated together with any other distributions of the kind referred to in Article 141(2) of the CRD Directive or any other similar provision of Applicable Banking Regulations and/or Applicable MREL/TLAC Regulations that are subject to the same limit) not being exceeded thereby, increase the Current Principal Amount of each Note up to a maximum of its Original Principal Amount, on a pro rata basis with the other Deeply Subordinated Notes and with any other Discretionary Temporary Write‑Down Instruments, provided that the sum of: the aggregate amount of the relevant Reinstatement on all the Notes; and the aggregate amount of any Interest Amounts (or portion of an Interest Amount) on the Notes that were calculated or paid on the basis of a Current Principal Amount that is lower than the Original Principal Amount at any time after the end of the previous financial year, does not exceed the Maximum Write‑Up Amount (as defined below). No Reinstatement may take place when a Capital Ratio Event has occurred and is continuing or if the Reinstatement (together with all simultaneous reinstatements of other Discretionary Temporary Write‑Down Instruments) would cause a Capital Ratio Event to occur. Reinstatement may be made on one or more occasions until the Current Principal Amount of the Notes has been reinstated to the Original Principal Amount (save in the event of occurrence of another Loss Absorption Event). The “Maximum Write‑Up Amount” means (a) the greater of (i) zero and (ii) the product of the Relevant Consolidated Net Income and the aggregate Original Principal Amount of all Written‑Down Additional Tier 1 Capital Instruments then outstanding, divided by (b) the Relevant Total Tier 1 Capital as at the date of the relevant Reinstatement.
• Selling Restrictions: The offer and sale of Notes will be subject to selling restrictions in various jurisdictions, in particular, those of the EEA, the UK, Belgium, the United States of America, Japan, Hong Kong, the People’s Republic of China, Australia, Canada, Taïwan, Singapore and Korea. See section “Subscription and Sale” of this Base Prospectus.
• U.S. Selling Restrictions: Reg. S Compliance Category 2; TEFRA not applicable.
• Singapore Sales to Institutional Investors and Accredited Investors only: Applicable
• Listing: Euronext Paris (regulated market).
• Governing Law: French law.
• Sole Bookrunner and Structuring Advisor: Crédit Agricole CIB (B&D)
• Joint Lead Managers (No Books): A group is being formed
• Fiscal Agent and Paying Agent: Uptevia
• ISIN: FR001401B072
• Documentation: The terms set out in this Term Sheet are subject entirely to the terms and conditions set forth in the final terms (referred to in this Term Sheet as the “Final Terms”) to be dated on or about the Issue Date and the Base Prospectus dated 2-Apr-26 and any supplement thereto, in connection with the Euro Medium Term Note Programme (the “Base Prospectus”, together with the Final Terms, the “Notes Documentation”). For the avoidance of doubt, any references to the Terms and Conditions of the Notes refer to the part titled as such in the Base Prospectus. Any Notes, if purchased by you, will be evidenced solely by the Notes Documentation, which supersedes and replaces the information set out in this Term Sheet. Capitalised terms not specifically defined in this Term Sheet shall have the meanings given to them in the Notes Documentation.
• Advertisement: The Base Prospectus and any supplements are available on the website of the AMF (http://www.amf-france.org) and on the website of the Issuer (Crédit Agricole S.A. - Wholesale Bonds Issues | Crédit Agricole (credit-agricole.com). The Final Terms, when available, will be also published on the website of the AMF (http://www.amf-france.org/en) and on the website of the Issuer (Crédit Agricole S.A. - Wholesale Bonds Issues | Crédit Agricole (credit-agricole.com).
• Timing: Priced - TOE 15.50 UKT // FTT 16.15 UKT / 17.15 CET