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Groupe Bruxelles Lambert Groupe Bruxelles Lambert Incorporated as a limited liability company (naamloze vennootschap/société anonyme) in Belgium EUR 500,000,000 0.125 per cent. fixed rate bonds due 28 January 2031 Gross actuarial yield: 0.232 per cent. Issue Price: 98.944 per cent. – ISIN Code: BE0002767482 – Common Code: 229356089 (the “Bonds”) Issue Date: 28 January 2021 Application has been made for the Bonds to be listed on Euronext Brussels and to be admitted to trading on the regulated market of Euronext Brussels. Potential investors are invited to read the Prospectus and in, particular, Part I (Risk Factors) on pages 9 to 20 of the Prospectus. This Prospectus has been approved as a prospectus on 22 January 2021 by the Belgian Financial Services and Markets Authority (the “FSMA”) in its capacity as competent authority under Regulation (EU) 2017/1129 (as amended, the “Prospectus Regulation”) as a prospectus within the meaning of Article 6.3 of the Prospectus Regulation for the purpose of giving information relating to the issue by Groupe Bruxelles Lambert (the “Issuer”) of the Bonds. The FSMA has only approved this Prospectus as meeting the standards for completeness, comprehensibility and consistency imposed by the Prospectus Regulation. Such an approval should not be considered as an endorsement of the Issuer, nor as an endorsement of the quality of the Bonds. Investors should make their own assessment as to the suitability of investing in the Bonds. The Prospectus is valid for twelve months as from its date. The obligation to supplement this Prospectus in the event of a significant new factor, material mistake or material inaccuracy does not apply when this Prospectus is no longer valid. Bonds may be held only by, and transferred only to, eligible investors referred to in Article 4 of the Belgian Royal Decree of 26 May 1994, holding their securities in an exempt securities account that has been opened with a financial institution that is a direct or indirect participant in the securities settlement system operated by the National Bank of Belgium or any successor thereto. The Bonds are not intended to be offered, sold or otherwise made available, and should not be offered, sold or otherwise made available, in Belgium to consumers (consumenten/consommateurs) within the meaning of the Belgian Code of Economic Law (Wetboek van economisch recht/Code de droit économique), as amended. Joint Global Co-Ordinators BNP PARIBAS SOCIETE GENERALE CORPORATE AND INVESTMENT BANKING Joint Lead Managers BNP PARIBAS CIC MARKET SOLUTIONS CITIGROUP ING KBC BANK SOCIETE GENERALE CORPORATE AND INVESTMENT BANKING Prospectus dated 22 January 2021. A42970138 IMPORTANT INFORMATION Groupe Bruxelles Lambert, a limited liability company (naamloze vennootschap/société anonyme) organised under Belgian law, having its registered seat at Avenue Marnix 24, 1000 Brussels, Belgium and registered with the Crossroads Bank for Enterprises under number 0407.040.209, Register of Legal Entities of Brussels (the “Issuer” or “GBL”) intends to issue the Bonds for an aggregate principal amount of EUR 500,000,000. The Bonds will bear interest at the rate of 0.125 per cent. per annum (the “Interest”). Interest on the Bonds is payable annually in arrear on the Interest Payment Dates (as defined below) falling on, or nearest to, 28 January in each year. The first payment of Interest will occur on 28 January 2022. The Bonds will mature on 28 January 2031 (the “Final Maturity Date”). The Bonds will be issued in denominations of EUR 100,000 each. BNP Paribas and Société Générale are acting as joint global co-ordinators and managers (together, the “Joint Global Co-Ordinators”) and Citigroup Global Markets Limited, Crédit Industriel et Commercial S.A., ING Bank N.V., Belgian Branch and KBC Bank NV are acting as joint lead managers (together with the Joint Global Co-Ordinators, the “Managers”) for the purpose of the offer of the Bonds (the “Offer”). BNP Paribas Securities Services, Brussels branch has been appointed as agent (the “Agent”). The Issuer has been rated A1 (stable outlook) by Moody’s Deutschland GmbH (“Moody’s”) and A+ (stable outlook) by S&P Global Ratings Europe Limited (“S&P”). The Bonds are expected to be assigned a rating of A1 by Moody’s and a rating of A+ by S&P. Each of Moody’s and S&P is established in the European Union and is registered under Regulation (EU) No 1060/2009, as amended. Moody’s and S&P are displayed on the latest update of the list of registered credit rating agencies on the ESMA website (https://www.esma.europa.eu/supervision/credit-rating- agencies/risk). The ratings assigned by Moody’s and S&P are expected to be endorsed by Moody’s Investors Service Ltd. and S&P Global Ratings UK Limited, respectively, which are established in the United Kingdom. A rating is not a recommendation to buy, sell or hold securities and may be subject to suspension, change or withdrawal at any time by the assigning rating agency. This prospectus (the “Prospectus”) intends to provide the necessary information which is material to an investor to make an informed assessment of the assets and liabilities, profits and losses, financial position and prospects of the Issuer, the rights attaching to the Bonds and the reasons for the issuance of the Bonds and its impact on the Issuer. This Prospectus is to be read in conjunction with all the documents which are incorporated herein by reference (see Part II (Documents Incorporated by Reference) of the Prospectus). This Prospectus shall be read and construed on the basis that such documents are incorporated by reference in, and form part of, this Prospectus. Unless specifically incorporated by reference into this Prospectus, information contained on websites mentioned herein does not form part of this Prospectus and has not been scrutinised or approved by the FSMA. Application has been made for the Bonds to be listed on Euronext Brussels and to be admitted to trading on the regulated market of Euronext Brussels. The regulated market of Euronext Brussels is a regulated market for the purposes of Directive 2014/65/EU of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments and amending Directive 2002/92/EC and Directive 2011/61/EU, as amended (“MiFID II”). The Bonds will be issued in dematerialised form (gedematerialiseerd/dématérialisé) in accordance with the Belgian Companies and Associations Code (Wetboek van Vennootschappen en Verenigingen/Code des Sociétés et des Associations), as amended (the “Belgian Companies and Associations Code”) and cannot be physically delivered. The Bonds will be represented exclusively by book entries in the records of the securities settlement system operated by the National Bank of Belgium (the “NBB”) or any successor thereto (the “NBB-SSS”). Access to the NBB-SSS is available through those of its NBB-SSS participants whose membership extends to securities such as the Bonds. NBB-SSS participants include certain banks, stockbrokers (beursvennootschappen/sociétés de bourse), Euroclear Bank SA/NV (“Euroclear”), Euroclear France S.A. (“Euroclear France”), Clearstream Banking Frankfurt (“Clearstream”), SIX SIS AG (“SIX SIS”), Monte Titoli S.p.A. (“Monte Titoli”), Interbolsa, S.A. (“Interbolsa”) 2 and LuxCSD S.A. (“LuxCSD”). Accordingly, the Bonds will be eligible for settlement through and will therefore be accepted by Euroclear, Euroclear France, Clearstream, SIX SIS, Monte Titoli, Interbolsa, LuxCSD or other participants in the NBB-SSS. Investors who are not NBB-SSS participants can hold their Bonds within securities accounts in Euroclear, Euroclear France, Clearstream, SIX SIS, Monte Titoli, Interbolsa, LuxCSD or other participants in the NBB-SSS. Unless otherwise stated, capitalised terms used in this Prospectus have the meanings set forth in this Prospectus. Where reference is made to the “Terms and conditions of the Bonds” or to the “Conditions”, reference is made to the terms and conditions of the Bonds as set out in Part III (Terms and conditions of the Bonds). An investment in the Bonds involves risks. Potential investors should take note of Part I (Risk Factors) on pages 9 to 20 of the Prospectus to understand which factors may affect the Issuer’s ability to fulfil its obligations under the Bonds. OFFER OF THE BONDS This Prospectus does not constitute an offer of Bonds, and may not be used for the purposes of an offer or solicitation by anyone, in any jurisdiction in which such offer or solicitation is not authorised, or to any person to whom it is unlawful to make such offer or solicitation. No action is being taken to permit a public offering of the Bonds or the distribution of this Prospectus in any jurisdiction where any such action is required except as specified herein. The distribution of this Prospectus and the offer or sale of Bonds may be restricted by law in certain jurisdictions. The Issuer and the Managers do not represent that this Prospectus may be lawfully distributed, or that the Bonds may be lawfully offered, in compliance with any applicable registration or other requirements in any such jurisdiction, or pursuant to an exemption available thereunder, or assume any responsibility for facilitating any such distribution or offering. Accordingly, no Bonds may be offered or sold, directly or indirectly, and neither this Prospectus nor any advertisement or other offering material may be distributed or published in any jurisdiction, except under circumstances that will result in compliance with any applicable laws and regulations. Persons into whose possession this Prospectus or any Bonds may come must inform themselves about, and observe, any such restrictions on the distribution of this Prospectus and the offering and sale of Bonds. For a description of further restrictions on offers and sales of Bonds and distribution of this Prospectus, see Part VIII (Subscription and Sale) of the Prospectus.
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