Orchestra Premaman : 2016-09-16 Securities note

Public limited company with share capital of €19,203,558

Registered office: 200, avenue des Tamaris, ZAC Saint Antoine, 34130 Saint-Aunès, France Montpellier Trade and Companies Register no. 398 471 565

SECURITIES NOTE (NOTE D'OPERATION)

Disclaimer

This securities note is an English translation of the French version of this document and is provided solely for the convenience of English speaking readers. This translation is qualified in its entirety by the French version, which is available on the company's website (www.orchestra-kazibao.com). In the event of any inconsistencies between the French version of this Registration Document and the English translation, the French version will prevail.

This document should be read in conjunction with (i) the English translation of the French language reference document (document de référence) of Orchestra-Prémaman which was registered with the Autorité des marchés financiers under number R.16-063 on June 30, 2016 and which is available on the company's website (www.orchestra-kazibao.com) and (ii) the French language prospectus of Orchestra-Prémaman, consisting of a securities note (note d'opération) and the registration document ( document de reference) of Orchestra-Prémaman,. The French language prospectus received visa n° 16-435 dated 15 September 2016 from the Autorité des marchés financiers.

This document has not been and will not be submitted to the clearance procedures of the Autorité des marchés financiers and accordingly may not be used in connection with any offer or sale of the securities to the public in France. The only document which may be so used is the French language prospectus which received a visa from the Autorité des marchés financiers.

This document does not contain or constitute an offer of, or the solicitation of an offer to buy [or subscribe] for, securities to any person in Australia, Canada, Japan or the United States or in any jurisdiction to whom or in which such offer or solicitation is unlawful. The securities referred to herein may not be offered or sold in the United States absent registration under the US Securities Act of 1933, as amended (the "Securities Act") or another exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. Subject to certain exceptions, the securities referred to herein may not be offered or sold in Australia, Canada or Japan or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada or Japan. The offer and sale of the securities referred to herein has not been and will not be registered under the Securities Act or under the applicable securities laws of Australia, Canada or Japan. There will be no public offer of the securities in the United States.

With respect to the Member States of the European Economic Area which have implemented the Prospectus Directive (each a "Relevant Member State"), no action has been undertaken or will be undertaken to make an offer to the public of the securities requiring a publication of a prospectus in any Relevant Member State, other than France. As a result, the new or existing shares of the Company may not be offered or will not be offered in any Relevant Member State other than France, except, (i) to any legal entity which is a qualified investor as defined under the Prospectus Directive;

1. to fewer than 100, or, if the Relevant Member State has implemented the relevant provisions of Directive 2010/73/EU, 150, natural or legal persons (other than qualified investors as defined in the

   Prospectus Directive) as permitted under the Prospectus Directive; or in any other circumstances not requiring the Company to publish a prospectus as provided under Article 3(2) of the Prospectus Directive and/or regulations applicable in this Relevant Member State, provided that no such offer of new or existing shares of the Company shall result in a requirement for the Company to publish a prospectus pursuant to Article 3 of the Prospectus Directive or supplement a prospectus pursuant to Article 16 of the Prospectus Directive. For the purposes of this provision, the expression an "offer to the public" in relation to the new or existing shares of the Company in any Relevant Member State means the communication in any form and by any means of sufficient information on the terms of the offer and the new or existing shares of the Company to be offered so as to enable an investor to decide to purchase the new or existing shares of the Company, as the same may be varied in that Member State by any measure implementing the Prospectus Directive in that Member State.

   In the United Kingdom, this document does not constitute an approved prospectus for the purpose of and as defined in section 85 of the Financial Services and Markets Act 2000 (as amended) (the "FSMA"), has not been prepared in accordance with the Prospectus Rules issued by the UK Financial Conduct Authority (the "FCA") pursuant to section 73A of the FSMA and has not been approved by or filed with the FCA or any other authority which would be a competent authority for the purposes of the Prospectus Directive. The new and existing shares in the Company may not be offered or sold and will not be offered or sold to the public in the United Kingdom (within the meaning of sections 85 and 102B of the FSMA) save in the circumstances where it is to be lawful to do so without an approved prospectus (within the meaning of section 85 of the FSMA) being made available to the public before the offer is made. This announcement, insofar as it constitutes an invitation or inducement to participate in the offering, is only being distributed to and only directed at (1) persons who have professional experience in matters related to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or high net worth entities falling within Article 49(2)(a)-(d) of the Order or (2) persons to whom it may otherwise lawfully be communicated (all such persons together being referred to as "relevant persons"). The securities are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with, relevant persons.

   Public limited company with share capital of €19,203,558

   Registered office: 200, avenue des Tamaris, ZAC Saint Antoine, 34130 Saint-Aunès, France Montpellier Trade and Companies Register no. 398 471 565

   SECURITIES NOTE Made available to the public in conjunction with:

   • an offering, as part of a fixed price public offering in France and a global placement primarily involving institutional investors in France and abroad, by means of:

   • a primary offering for a minimum amount of approximately €30 million corresponding to 1,916,934 new shares at the unit price of €15.65 to be issued as part of a capital increase with cancellation of preferential subscription rights to be subscribed in cash that may be increased to approximately €40 million, corresponding to an additional 618,211 new shares in the event of the full exercise of the Extension Clause and the Over-allotment Option; and

   • a secondary offering for a minimum amount of approximately €15 million corresponding to 958,466 existing shares sold by Yeled Invest at the unit price of

   • €15.65 which may be increased to approximately €30 million corresponding to an additional 927,316 existing shares sold by Yeled Invest simultaneously to the full exercise of the Extension Clause and the Over-allotment Option by the Company;

   • admission to trading of all new shares on the regulated market of Euronext in Paris (hereafter "Euronext Paris".

   Duration of the Fixed Price Offering: from 16 September 2016 to 29 September 2016 (inclusive) Duration of the Global Placement: from 16 September 2016 to 30 September 2016 (inclusive) Offer Price: €15.65 per share Visa of the French Financial Markets Authority

   Pursuant to Articles L. 412-1 and L. 621-8 of the French Monetary and Financial Code and to Articles 211-1 to 216-1 of its General Regulations, the French Financial Markets Authority affixed visa no. 16- 435 to this prospectus on 15 September 2016.

   This prospectus was prepared by the issuer and its signatories are liable for its contents.

   The visa, in accordance with the provisions of Article L. 621-8-1-I of the French Monetary and Financial Code, was granted after verification by the AMF that "the document is exhaustive and intelligible and that the information it contains is consistent". It does not imply that the AMF has

   approved the appropriateness of the transaction or authenticated the financial and accounting documents presented.

   The prospectus (the "Prospectus") is composed of:

   • the Orchestra-Prémaman Registration Document registered by the AMF on 30 June 2016 under number R. 16-063 (the "Registration Document"), and

   • this securities note (which contains a summary of the Prospectus).

   Copies of the Prospectus may be obtained free of charge from the registered office of Orchestra- Prémaman, 200, avenue des Tamaris, ZAC Saint Antoine, 34130 Saint-Aunès, France, on the company website (www.orchestra-kazibao.com), on the AMF website (www.amf-france.org) and from the financial institutions listed below:

   Lead Manager and Bookrunner Advisor