AXWAY_REGISTRATION_DOCUMENT_2017

AXWAY GROUP AND ITS BUSINESS ACTIVITIES General remarks

CORPORATE RESPONSIBILITY

CORPORATE GOVERNANCE

CONSOLIDATED FINANCIAL STATEMENTS

2017 ANNUAL FINANCIAL STATEMENTS

CAPITAL AND AXWAY SOFTWARE STOCK

INFORMATIONS ADMINISTRATIVES ETbJURIDIQUES

COMBINED GENERAL MEETING OFb6bJUNEb2018

General remarks

This Registration Document also includes:

● the Board of Directors’ annual management report, which must be presented to the General Shareholders’ Meeting, called to approve the financial statements for each financial year ended, pursuant to ArticlesǾL.Ǿ225-100 et seq . of the French Commercial Code.

● the annual financial report, which must be prepared and published by all listed companies within four months of the closing date of each financial year, pursuant to ArticleǾL.Ǿ452- 1-2 of the FrenchMonetary and Financial Code and ArticleǾ222- 3 of the General Regulation of the AMF; and INFORMATION INCLUDED IN THE REGISTRATION DOCUMENT Pursuant to ArticleǾ 28 of Commission Regulation (EC) No.Ǿ809/2004 of 29ǾApril 2004, the following information is included with respect to this Registration Document: 1. for financial year 2015: ● the consolidated financial statements of Axway for 2015 and the Statutory Auditors’ report on the consolidated financial statements that formed part of the Registration Document filed on 25ǾApril 2016 (on pagesǾ123 to 168 and 169 respectively), ● the parent company financial statements of Axway Software for 2015 and the Statutory Auditors’ report on the financial statements that formed part of the Registration MARKET INFORMATION This Registration Document also contains information relating to the markets and market share of the Company and its competitors, as well as its competitive position, mainly in SectionsǾ1 and 3 of ChapterǾ1. Most of this information is derived from research conducted by third parties. Moreover, information in the public domain, which the Company believes to be reliable, has not been verified by an independent expert, and the Company FORWARD-LOOKING INFORMATION This Registration Document contains forward-looking statements and information about the Axway Group’s objectives, notably in SectionsǾ1 and 3 of ChapterǾ1, and SectionǾ3 of ChapterǾ3, which are sometimes identified by the use of verbs in the future or conditional tenses, such as “should” or “could” or by verbs such as “estimate”, “consider”, “target”, “project”, “expect” or “aim”. These statements and information are based on data, assumptions and estimates deemed to be reasonable by the Company. The forward-looking statements and objectives contained in this Registration Document may be affected by known or unknown risks, uncertainties relating to the regulatory, economic, financial and competitive environments, and other factors that may lead the Company’s future results, performances and transactions to vary significantly from its objectives or indications. In RISK FACTORS Investors are urged to make careful consideration of the risk factors described in SectionǾ5 of ChapterǾ4 of this Registration Document before making any investment decisions. The occurrence of one or more of these risks may have a negative impact on the business activities, financial position or results

Document filed on 25 April 2016 (on pagesǾ171 to 190 and 191 respectively);

2. for financial year 2016:

● Axway’s consolidated financial statements for 2016 and the Statutory Auditors’ report on the consolidated financial statements that formed part of the Registration Document filed on 24 April 2017 (on pagesǾ109 to 157 and 158 respectively), ● the parent company financial statements of Axway Software for 2016 and the Statutory Auditors’ report on the financial statements that formed part of the Registration Document filed on 24 April 2017 under No. D16-0393 (on pagesǾ161 to 183 and 184 respectively). cannot guarantee that a third party using different methods for the collection and analysis of such data or for calculations made using such data, would obtain the same results. The Company and its direct or indirect shareholders cannot undertake any obligations nor provide any guarantees as to the accuracy of this information. particular, these factors may include the factors described in this Registration Document. The forward-looking information set out in this Registration Document is valid only as of the date of publication. The Group operates in a competitive, constantly changing business environment. It cannot therefore anticipate all of the risks, uncertainties or other factors likely to affect its business activities, nor is it always able to measure the potential impact on its business or assess to what extent the occurrence of a particular risk or combination of risks might cause actual results to differ significantly from those set out in any forward looking statement, given that the forward-looking information does not constitute a guarantee of future performance.

of the Company or its objectives. Moreover, other risks, which have not yet been identified or are not deemed significant by the Company, may also have a negative impact and investors could lose all or part of their investment.

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AXWAY - 2017 REGISTRATION DOCUMENT

www.axway.com