WORLDLINE_REGISTRATION_DOCUMENT_2017

REGI STRATION DOCUMENT

INCLUDINGTHE2017 FINANCIALREPORT

A Group overview

E AFR Financials

3

169

A.1

Revenue profile

4 5 6 7 8

Introduction

170 177 187 187 192 238

Business profile A.2

E.1 E.2 E.3 E.4 E.5

Operational review 2018 Objectives Financial review

Interview with Gilles Grapinet A.3

Persons responsible A.4 Worldline in 2017 A.5 Group presentation A.6

CONTENTS

Consolidated financial statements Parent company financial statements

14

Worldline SA five years financial summary (from E.6 Parent company financial statements)

B Worldline positioning and strategy

258 259

E.7

Non-IFRS financial measures

Related Party Transactions E.8

261

21

F AFR Risk Factors

B.1 B.2 B.3

Industry and market overview

22 32 34 36

Competitive Strenghts

Strategy and 2019 ambition

265

Mid-term Objectives B.4

F.1 F.2

Risks related to the Group’s business and industry Risks related to organizational structure and the Group’s operation as an independent entity

266

C The Group’s business

275 276 278 280 283 285

F.3 F.4 F.5

Regulatory and legal risks

39

Financial market risks

C.1

Description of the Group’s three Business Lines

Risk management activities

services

40 56 57 58 59 67 68 68

Legal Proceedings F.6

Technology C.2

F.7

Internal Control

C.3

Sales and marketing

G AFR Corporate governance and capital

Procurement and suppliers C.4

Regulation C.5 Investments C.6

291

C.7

Property Plant and Equipment

G.1

Legal Information

292 295 318 335 336 339

Research and development, Patents and Licenses C.8

Corporate Governance G.2

D AFR Corporate Social Responsibility report

Executive compensation and stock ownership G.3 Annual General Meeting of May 24, 2018 G.4

Code and charts G.5

Evolution of capital and stock performance G.6

71

H Appendix

D.1

Integrating sustainability in Worldline’s business

72

Building customer trust with fully available D.2 and secured platforms and reinforcing value

353

for customers through sustainable and innovative solutions

92

H.1

Definitions

354 361 369 370

Being a responsible employer D.3

105 130

Cross-reference tables H.2

Being an ethical and fair player in business D.4 Reducing our environmental footprint through D.5 eco-efficient operations

Contacts H.3 Locations H.4

144 160

Information about the report D.6

The elements of the annual financial report are identified by the AFR symbol . AFR

Worldline 2017 Registration Document

This document is a full free translation of the original French text. In case of discrepancies, the French version shall prevail. The original document has been filed with the Autorité des Marchés Financiers (AMF) on March 21, 2018 in accordance with article 212-13 of the AMF’s General Regulations. This document can be used for a specific financial operation, if completed by a prospectus approved by the AMF. This document has been issued by the Company and commits its signatories. Disclaimer By accepting this document, you acknowledge, and agree to be bound by, the following statements. This document is a free translation of Worldline’s Registration Document dated March 21, 2018 (the “Registration Document”). The Registration Document, in its original French version, is publicly available on the website of the AMF (www.amf-france.org). Copies of the Registration Document, in its original French version, may also be obtained free of charge at Worldline’s registered office, 80 quai Voltaire, Immeuble River Ouest, 95870 Bezons as well as on the website of Worldline (www.worldline. com) . This translation (the “Translation”) is provided for your convenience only and may not be reproduced, redistributed or passed on, directly or indirectly, to any other person or published in whole or in part for any purpose. This Translation has not been prepared for use in connection with any offering of securities. It does not contain all of the information that an offering document would contain. None of Worldline or any of its respective officers, Directors, employees or affiliates, or any person controlling any of them assumes any liability which may be based on this Translation or any errors or omissions therefrom or misstatements therein, and any such liability is hereby expressly disclaimed. This Translation does not constitute or form part of any offer to sell or the solicitation of an offer to purchase securities, nor shall it or any part of it form the basis of, or be relied on in connection with, any contract or commitment whatsoever. Persons into whose possession this Translation maycome are required by Worldline to inform themselves about and to observe any restrictions as to the distribution of this Translation . FINANCIAL REPORT 2017 INCLUDED 2017 REG I STRAT I ON DOCUMENT

Note

In this Registration Document, the terms the “Company” or “Worldline” mean the Worldline SA parent company itself. The terms the “Group” and “Worldline Group” mean Worldline SA and its consolidated subsidiaries, collectively. Unless otherwise indicated, the terms “Atos” and the “Atos group” mean Atos SE and its consolidated subsidiaries other than those dedicated to electronic payment and transactional services and other Worldline activities.

forward-looking statements, it being noted that such forward-looking statements do not constitute a guarantee of actual results.

Information from third parties, expert certifications and interest declarations

Certain information found in this Registration Document comes from third-party sources. The Company certifies that this information has been, to the best of its knowledge, faithfully reproduced and that to the knowledge of the Company based on the data published or provided by these sources, no fact has been omitted that would render this information inaccurate or misleading.

Information incorporated by reference

In accordance with the requirements of article 28 of EC regulation n°809-2004 dated April 29, 2004 relating to documents issued by issuers listed on markets of states members of the European Union (“Prospectus Directive”), the following elements are enclosed by reference: The consolidated accounts for the year ended December 31, ● 2015 under IFRS as adopted by the European Union; The related statutory auditors’ report; and ● The related Group management report; ● Presented within the Registration Document (Document de référence) n°R.16-031 filed with the Autorité des Marchés Financiers (AMF) on April 28, 2016. The consolidated accounts for the year ended December 31, ● 2016 under IFRS as adopted by the European Union; The related statutory auditors’ report; and ● The related Group management report; ● Presented within the Registration Document (“Document de référence”) n°R.17-032 filed with the Autorité des Marchés Financiers (AMF) on April 28, 2017. This Registration Document contains statements regarding the prospects and growth strategies of the Group. These statements are sometimes identified by the use of the future or conditional tense, or by the use of forward-looking terms such as “considers”, “envisages”, “believes”, “aims”, “expects”, “intends”, “should”, “anticipates”, “estimates”, “thinks”, “wishes” and “might”, or, if applicable, the negative form of such terms and similar expressions or similar terminology. Such information is not historical in nature and should not be interpreted as a guarantee of future performance. Such information is based on data, assumptions, and estimates that the Group considers reasonable. Such information is subject to change or modification based on uncertainties in the economic, financial, competitive or regulatory environments. This information is contained in several sections of this Registration Document and includes statements relating to the Group’s intentions, estimates and targets with respect to its markets, strategies, growth, results of operations, financial situation and liquidity. The Group’s forward looking statements speak only as of the date of this Registration Document. Absent any applicable legal or regulatory requirements, the Group expressly disclaims any obligation to release any updates to any forward looking statements contained in this Registration Document to reflect any change in its expectations or any change in events, conditions or circumstances, on which any forward looking statement contained in this Registration Document is based. The Group operates in a competitive and rapidly evolving environment; it is therefore unable to anticipate all risks, uncertainties or other factors that may affect its business, their potential impact on its business or the extent to which the occurrence of a risk or combination of risks could have significantly different results from those set out in any Forward-looking Statements

Information on theMarket and Competitive Environment

This Registration Document contains, in particular in Chapter B, “Worldline Positioning and Strategy”, information relating to the Group’s markets and to its competitive position. Some of this information comes from research conducted by outside sources. This publicly available information, which the Company believes to be reliable, has not been verified by an independent expert, and the Company cannot guarantee that a third party using different methods to collect, analyze or compute market data would arrive at the same results. Unless otherwise indicated, the information contained in this Registration Document related to market shares and the size of relevant markets are the Group’s estimates and are provided for illustrative purposes only.

Risk Factors

Investors should carefully consider the risk factors in Chapter F, “Risk Factors”. The occurrence of all or any of these risks could have an adverse effect on the Group’s business, reputation, results of operation, financial condition or prospects. Furthermore, additional risks that have not yet been identified or that are not considered material by the Group at the date of the visa on this Registration Document could produce adverse effects.

Glossary

A glossary defining certain technical terms used in this Registration Document can be found in Chapter H.

Global Reporting Initiative (“GRI”)

As part of the certification process by the Global Reporting Initiative (“GRI”) of the Company’s Corporate and Social Responsibility (“CSR”) policy, references to the GRI codification have been inserted at the relevant sections of this Registration Document using the format [GRI-x]. These references follow the structure of the GRI Content Index presented in the Worldline CSR Report, and allow to identify GRI Standards and Specific disclosures in the Registration Document and CSR.

2

Worldline 2017 Registration Document

A Group overview

Revenue profile A.1

4 4 4

A.1.1

By Line of services

A

By Geographic areas A.1.2

Business profile A.2

5

Interviewwith Gilles Grapinet A.3

6

Persons responsible A.4

7

Name and position of the person responsible A.4.1 for the Registration Document Certification of the person responsible for the A.4.2 Registration Document

7

7 7

For the audit A.4.3

Worldline in 2017 A.5

8 8 9

Key graphs A.5.1

2017 key achievements A.5.2

Group presentation A.6

14 14 16 17 18

Formation of the Group A.6.1 Simplified organization chart A.6.2 Subsidiaries and participation A.6.3 Management and organization A.6.4

3

Worldline 2017 Registration Document

A

Group overview Revenue profile [GRI 102-6] [GRI 201-1]

A.1

Revenue profile [GRI 102-6] [GRI 201-1]

By Line of services

A.1.1

In 2017, 44% of the revenue base was generated by Financial Services contracts, 34% by Merchant Services contracts and 22% by Mobility & e-Transactional Services contracts.

2017

(in € millions)

Merchant Services Financial Services

535.5 708.3 350.0

22% Mobility & e-Transactional Services

34% Merchant Services

Mobility & e-Transactional Services

Worldline

1593.9

44% Financial Services

By Geographic areas [G102-4]

A.1.2

Europe is the Group’s main operational base, generating 90% of total revenue in 2017.

2017

(in € millions)

France Belgium

402.7 358.5 236.0 194.1 156,9 137.8 107.9

Germany / Central & Eastern Europe

Netherlands

Emerging markets

North and South Europe

United Kingdom

Worldline

1593,9

4

Worldline 2017 Registration Document

Group overview Business profile [GRI 102-1] [GRI 102-2] [GRI 102-7]

Business profile [GRI 102-1] [GRI 102-2] [GRI 102-7] A.2

Worldline has three Global Business Lines , each with its own portfolio of services, solutions and significant opportunities for growth, that together form the foundation for the Group’s business strategy: the Merchant Services global business line primarily ● targets merchants, helping them build consumer intimacy through its broad portfolio of electronic payment solutions and value added services, across sales channels; the Financial Services global business line targets banks ● and other financial institutions. Its mission is to provide a complete range of payment services for banks in a challenging and evolving regulatory environment, by leveraging the Group’s industrial scale processing operations and continuously providing innovations that support alternative pricing models, while taking into account new payment methods and value added services; the Mobility & e-Transactional Services global business ● line goes beyond traditional payment transactions, helping business and government entities develop new paperless digital services and evolve their business models by leveraging digital advances in mobility and data analysis and solutions originally developed in the Group’s payment business. The Group operates its business through a unified worldwide strategy for carrying out contracts aimed at maximizing economies of scale by leveraging a combination of standard processes and tools, shared best practices and efficient use of global resources to deliver high quality services at competitive prices.

Worldline, an Atos company, is the European leader in the payments and transactional services industry. Worldline delivers new-generation services, enabling its customers to offer smooth and innovative solutions to the end consumer. A key player in the B2B2C market, the Group has over 40 years of payment systems expertise. It operates in 29 countries, throughout Europe and in several emerging markets in Latin America and Asia (where Worldline also has a leading position in India as a payment processor and in Asia-Pacific in payment Software Licensing). Trough its recent acquisitions, the Group extended its worldwide presence in new geographic areas: the United-States, Bresil and Sweden with first Digital River World Payments; Lettenonie, Littuania and Estonia with First Data Baltics. The Group operates across the full extended payment services value chain, providing an extensive range of merchant acquiring, payment processing and business solutions services to financial institutions, merchants, corporations and government agencies. It offers a unique and flexible business model built around a global and growing portfolio. The Group works closely with its clients to build and run outsourced services, typically under long-term contracts where it receives fees for the initial implementation of the solution as well as recurring revenue over the life of the agreement based on business transaction volumes or transaction values. The Group’s strong culture of innovation allows it to help clients enhance their existing services and harness advances in technology to create new markets and services. As at December 31, 2017 Worldline employed more than 9.400 staff worldwide and generated total revenues of € 1594 million, OMDA of € 335 million and net income group share of € 105 million.

A

5

Worldline 2017 Registration Document

A

Group overview Interviewwith Gilles Grapinet [GRI 102-14]

Interviewwith Gilles Grapinet [GRI 102-14] A.3

Did Worldline achieve its aims in 2017? When looking at our 2017 achievements, there are many reasons for satisfaction. 2017 was a milestone year for Worldline. It was the first year of our 2017-2019 plan and the first full year after the merger with Equens. We recorded significant organic revenue growth, with our Group reported growth accelerating exactly as anticipated in the second half of the year. We improved our profitability by c. 240 bp and had a strong cash flow generation. Supporting these results, in 2017 we completed the very successful first phase of the integration of equensWorldline. And to prepare our future growth, we launched many highly innovative offers and had a very active commercial development in the second semester, which is materializing in an all-time high pipeline of commercial opportunities. Since its IPO Worldline clearly focuses on mergers and acquisitions. Can you remind us of the key achievements on that front in 2017? We started by focusing on the successful integration of our 2016 acquisitions. 2017 proved to be a remarkable first year of the integration of equensWorldline – the merger between Equens and the former Worldline financial processing entities in Europe – which demonstrated our ability to combine operations, generate synergies and create a common culture within a very short timeframe. Worldline is now established as the most important and sizeable financial processor in Europe and has several growth opportunities lying ahead. We simultaneously pursued identifying value-creative acquisition opportunities, allowing us to sign and close 4 new transactions last year: with First Data Baltics, Digital River World Payments, MRL Posnet and, at the very end of the year, Diamis. Acquiring First Data Baltics is a very interesting move as we have strong ambition to accelerate our growth in the Nordic countries. The new ’Worldline Baltics’ has given our Group a leading presence Latvia, Estonia and Lithuania, where we now have a number 1 position as payment processor for banks. The acquisition of Digital River World Payments, headquartered in Sweden, provides Worldline with a leading global payments gateway with sophisticated collecting capabilities, very complementary to our existing internet payment gateway. It means we can now address one of the most promising market segments of global payments; namely, international internet payments of global merchants. Regarding the reinforcement of our position in emerging markets, and in particular in India, we were very pleased to close the acquisition of MRL Posnet, as this company fits in perfectly with our existing operations in this country. It allows our Group to have a unique presence in one of the fast growing payment markets in the world. Finally, we acquired Diamis, a payment software vendor to leading banks in Europe and renowned for its global payments and liquidity management software suite. Howwill innovation support Worldline’s plans for growth? Innovation is clearly the life blood of our business. Our customers choose us for the quality of our services, for our cost competitiveness, and because they want a long term partner who will keep on innovating, who will help them keep pace - and stay ahead! - of their competition. In 2017 we invested more than

100 m€, close to 7% of our revenue, in our high-end processing platforms and solutions. It shows how focused on innovation our company is. More than ever, we will continue making innovation one of our strongest differentiators. We will continue to be an IP-rich company, because now we can also leverage all the benefits of our enlarged scale in our R&D activities. We are a recognized authority on payments innovation: for example, we started investigating the potential of blockchain technology four years ago, long before it became a buzzword, and we started to implement some first blockchain-based projects in the real world. Today, another of our R&D priorities is the application of Artificial Intelligence to payments. But whether it is short term incremental improvements or long-term disruption, our innovation agenda is determined by what our customers need to better succeed in the future. Whether they are merchants competing with Internet pure players or banks responding to technological and regulatory disruption, they rely on us for our fresh thinking and technological prowess as key contributions to their future success. What is the role of Corporate Social Responsibility (CSR) at Worldline? CSR is a personal obsession of mine as it relates fundamentally to building a very solid business, performing well in the short term but also equally able to stand the test of time for the decades to come and to properly meet the expectations of all the stakeholders of the company. At the end of the day, it is the same thing as good management. I believe a company can be a true leader only if it is also a leader in CSR. When our customers outsource their operations to us, it will generally be for many years. They can make such informed decisions because they know we are in this business for the long term, and we do everything to ensure our business is robust and sustainable. At Worldline, the targets of our Trust 2020 program are engrained into all aspects of our business. Innovation, quality of service and security, our carbon footprint, and the ethical and respectful treatment of employees and customers are all absolutely critical to who we are as a company and to our long-term future. What are your priorities for 2018? One priority is to continue to accelerate our organic growth and to deliver our profitability and cash targets in line with our 2017-2019 plan. We will continue to benefit from the integration of equensWorldline and our acquisitions in 2017, extracting synergies and bringing to our customers the benefits of our increased scale and portfolio. From a strategic stand-point, we remain committed to achieving the necessary consolidation of the fragmented European payments industry and we will continue to focus on value-creative M&A opportunities. Worldline needs to remain at the heart of all the trends and innovations that are reshaping the payment industry. Regulations to encourage open banking in Europe and the advent of instant payments have the potential to profoundly change the customer experience while online payments and digital technologies are opening up new sources of growth to merchants, industrial enterprises and governments. Worldline is ready to help all its customers seize the opportunities of these transformations, in Europe and worldwide. Gilles Grapinet Chief Executive Officer

6

Worldline 2017 Registration Document

Group overview Persons responsible

Persons responsible A.4

Name and position of the person responsible for the Registration

A.4.1

Document [GRI 102-53]

A

Mr. Gilles Grapinet , Chief Executive Officer of the Company.

Certification of the person responsible for the Registration Document

A.4.2

I hereby certify, having taken all reasonable steps to this end, that the information contained in this Registration Document is, to the best of my knowledge, in accordance with the facts and there is no material omission which would lead to misrepresentation. I hereby certify that, to the best of my knowledge, the financial statements have been prepared in accordance with the applicable accounting standards and give a true and fair view of the assets, liabilities, financial position and results of the Company and all the other companies included in the scope of consolidation, and that the management report (here attached) gives a fair description of the material events, results and financial position of the Company and all the other companies included in the scope of consolidation, as well as a description of

the main risks and contingencies with which the Company may be confronted. I have obtained from the statutory auditors a letter of completion of their work (Lettre de fin de travaux) in which they state that they have verified the information relating to the financial situation and accounts presented in this Registration Document, and have read the Registration Document in its entirety. Gilles Grapinet

Chief Executive Officer Bezons, March 21, 2018

For the audit

A.4.3

Statutory auditors

Substitute Auditors

Deloitte & Associés Jean-Pierre Agazzi

Cabinet BEAS

Appointed on: June 30 th , 1997 renewed on March 29th, 2004, May 28th, 2010 and May 26 th , 2016. Term of office expires: at the end of the Annual General ● Meeting held to adopt the 2021 financial statements

Appointed on: June 30th, 1997 renewed on March 29th, 2004, ● May 28th, 2010 and May 26th, 2016. Term of office expires: at the end of the AGM held to adopt ● the 2021 financial statements

Grant Thornton Virginie Palethorpe

Cabinet IGEC

Appointed on: April 30, 2014 for a term of 6 years ● Term of office expires: at the end of the Annual General ● Meeting held to adopt the 2019 financial statements

Appointed on: April 30, 2014 for a term of 6 years ● Term of office expires: at the end of the AGM held to adopt ● the 2019 financial statements

Deloitte & Associés is a member of the Compagnie Régionale des Commissaires aux Comptes de Versailles (the Regional Association of Auditors of Versailles). Grant Thornton is a member of the Compagnie Régionale des Commissaires aux Comptes de Versailles (the Regional Association of Auditors of Versailles). BEAS is a member of the Compagnie Régionale des Commissaires aux Comptes de Versailles (the Regional Association of Auditors of Versailles). IGEC is a member of the Compagnie Régionale des Commissaires aux Comptes de Versailles (the Regional Association of Auditors of Versailles).

7

Worldline 2017 Registration Document

A

Group overview Worldline in 2017 [GRI 102-7]

Worldline in 2017 [GRI 102-7] A.5

Key graphs

A.5.1

4-YEARS REVENUE EVOLUTION (IN € MILLION)

4-YEARSOMDAEVOLUTION (IN € MILLION)

1,594

335

1,309

259

1,149 1,227

235

215

2015 2014

2016 2017

2014

2015

2016 2017

4-YEARSOPERATINGMARGINEVOLUTION (IN € MILLION)

FREECASHFLOW (IN € MILLION)

176

253

129 137

197

114

170 175

2015 2014

2016* 2017

* December 31, 2016 adjusted to reflect change in presentation disclosed in E.4.7.2 "Basis of preparation and significant accounting policies"

2014

2015

2016 2017

NETCASH (IN € MILLION)

4-YEARS EMPLOYEE EVOLUTION

9,467

8,725

348

7,303 7,354

309

276

203

2015* 2014 2016* 2017

2015 2014

2016 2017

* December 31, 2015 & 2016 adjusted to reflect change in presentation disclosed in E.4.7.2 "Basis of preparation and significant accounting policies"

8

Worldline 2017 Registration Document

Group overview Worldline in 2017 [GRI 102-7]

2017 key achievements

A.5.2

January 4, 2017 Danske Bank choosesWorldline’s ACS solution to secure e-commerce with 3D-Secure in Denmark, Sweden, Finland, Norway and the United Kingdom Worldline has been selected by Danske Bank to provide its Access Control Server solution for 3D-Secure authentication. As a major player in the Nordics, Danske Bank wants to be at the leading edge of security in e-commerce to fight fraud efficiently and provide their customers with a unified authentication experience across all channels. January 5, 2017 Worldline and Hease Robotics signed a partnership Worldline has entered into a co-development relationship with Hease Robotics, a French B2B service robot manufacturer, delivering interaction-oriented robots to the retail and hospitality industries. January 17, 2017 Launch of theWLMobile Intrusion Protection solution Worldline is launching WL Mobile Intrusion Protection: a new solution to secure mobile apps on smartphones. Complying with European Regulations on the protection of personal data, this solution aims to protect end users from attacks and fraud, like the hacking of sensitive data. Easy to configure, it allows users to fine-tune security policies dynamically on their smartphone, depending on the changing risks. January 30, 2017 VALINA reinvents unattended payments VALINA is the first Android device that supports both low- and high-value secure transactions in line with PCI/PTS specifications. The integration of all-in-one reader, NFC technology, touch screen, and PIN pad meets the challenging and space-constrained specifications of the European Vending Association for Cashless Vending Systems (EVA-CVS). February 6, 2017 Santander Consumer Bank andWorldline extend their partnership for payment services Worldline, through its equensWorldline subsidiary, and the Santander Consumer Bank SA in Poland, extend their partnership for new services. equensWorldline provides the technical processing for their Visa credit cards. Since 2006 the Santander Consumer Bank in Poland is customer of Worldline.

February 21, 2017 2016 annual results

At constant scope and exchange rates, Worldline revenue stood at € 1,309.2 million representing an organic growth of +3.5% compared with 2015. The Global Business Lines Merchant Services & Terminals and Financial Services contributed to the revenue growth, while Mobility & e-Transactional Services was impacted by the termination of two historical contracts. Excluding the impact of these contract terminations, the growth of the rest of the businesses was +8.4%. The group’s OMDA improved by +90bp , reaching € 258.7 million or 19.8% of sales. Net income Group share included the profit from the disposal of the Visa Europe share for € 51.2 million and stood at € 144.2 million. Net income Group share adjusted for non-recurring expenses reached € 129.2 million , which compares to € 119.9 million in 2015. Diluted adjusted earnings per share 1 was € 0.98 in 2016, compared with € 0.91 in 2015 (+7.7%). Free cash flow in 2016 was € 140.4 million , at the high end of the € 135 million to € 140 million target set for the year and increasing by +9.3% compared with 2015. Net cash reached € 398.9 million , increasing by €+75.6 million compared with the net cash position as at December 31, 2015. This net cash position includes the proceeds from the sale of Worldline’s investment in Visa Europe for € 35.6 million and the net disbursement of € 111.0 million linked to the acquisition of Paysquare and KB Smartpay. March 13, 2017 Worldline implements extended Voucher management System for Telefónica Germany Worldline has successfully extended the existing Worldline Voucher management System (VoMS) at Telefónica Germany and enables Telefónica prepaid customers to charge their phone credit, reliably and comfortably from anywhere using vouchers. March 14, 2017 equensWorldline will process Degussa Bank’s payments equensWorldline SE, subsidiary of Worldline, will process all payments of Degussa Bank AG, Germany, starting Q2-2017. The long-term contract constitutes a significant achievement for equensWorldline.

A

EPS including the impacts of potentially dilutive instruments, calculated on the net result adjusted for non-recurring items, net of tax 1

9

Worldline 2017 Registration Document

A

Group overview Worldline in 2017 [GRI 102-7]

April 6, 2017 Worldline Ranked as aMarket Leader in OvumDecision Matrix forWhite-Label MobileWallet Solution Worldline has been ranked market leader in the recently published “Ovum Decision Matrix: Selecting a White-Label Mobile Wallet Solution, 2016-17". Worldline’s solution presents a very innovative technology that is highly configurable, API-driven, strongly focused on security and fraud prevention, and integrated with many major e-commerce PSPs. A high level of support capabilities enables clients to get the best out of the solution. Revenue was € 374.3 million, representing an organic growth of +1.4% at constant scope and exchange rates compared to the first quarter of 2016. The Global Business Lines Merchant Services and Financial Services contributed to the revenue growth, while Mobility & e-Transactional Services was still impacted, as in H2 2016, by the termination of one historical contract in France, which occurred in June 2016 and which therefore will affect Worldline growth for the last time in Q2 this year. Excluding the comparison basis impact resulting from this contract termination, the growth rate of the rest of the businesses was +6.0%. May 12, 2017 Worldline continues to strengthen its position in Corporate Social Responsibility ratings Worldline’s Corporate Social Responsibility (CSR) performance has been rewarded by two new ESG rating agencies: Oekom and MSCI. May 24, 2017 Worldline’s Combined General Meeting All resolutions submitted by the Board of Directors were approved. In particular, the General Meeting approved the parent company accounts and the consolidated accounts for the financial year ending December 31, 2016, which reflect a very robust operational performance, with all the objectives for the year reached in the upper end of the guidance bracket for revenue growth, improvement of profitability as well as free cash flow generation. During the General Meeting, the representative of the main shareholder Atos SE took the floor to indicate that a discussion about the required number of shares per Director had occurred. In that respect, an Extraordinary General Meeting shall soon be convened by the Company’s statutory auditors in order to confirm the terms of office of the members of the Board of Directors; a specific resolution aimed at amending the Articles of Association in relation to the minimum required number of shares per Director will be submitted to the Extraordinary General Meeting. April 24, 2017 First quarter 2017 revenue

June 13, 2017 New Sales management System: Sales alliance of public transport operators relies onWorldline Worldline supplies a modern and powerful sales management system for public transport for the six largest public transport companies in the Rhein-Ruhr Transport Association. The new system supports all business processes that are associated with customer management and the sale of tickets. The result: an intermodal and central platform, with which the customer can access all offers and services involving the purchase of tickets, in a user-friendly and efficient manner. In addition to services for customers, the new system also facilitates the processing of contracts and clearing for the transport network operators. June 15, 2017 A first on the Belgianmarket: Belfius incorporatesWorldline technology in itsmobile application for contactless payment with all types of cards, including Bancontact Thanks to Worldline’s technology, customers of Belfius Bank, who have the Belfius Mobile application can now make payments with their Android compatible mobile telephone by holding it close to a payment terminal equipped with contactless technology. It is the first solution available on the Belgian market that makes contactless payments possible with Bancontact, the preferred payment means of the Belgians. This innovation is bound to change radically the way consumers pay in the months and years to come. equensWorldline supports European Central Bank Instant Settlement initiative Following the decision by the Governing Council of the European Central Bank (ECB) to develop a new service for the settlement of instant payments (called “TIPS”), equensWorldline announced it will connect its European and national Instant Payments Clearing and Settlement services to TIPS from the first day TIPS is operational. June 28, 2017 Partnership between Trinity Purchasing andWorldline brings one-stop-shop solution to themodern hotel environment Trinity Purchasing, an international procurement organization active in the hospitality sector, partners with e-commerce payment services and POS terminal solutions provider Worldline for an end-to-end acceptance and e-commerce solution across 16 countries. The solution will enable all hotels that are a member of Trinity Purchasing to allow their guests to pay. June 26, 2017 Worldline enters agreement with Apigee Worldline has entered an agreement with Apigee to combine and integrate Apigee Edge Software with its services and expertise to implement digital solutions.

10

Worldline 2017 Registration Document

Group overview Worldline in 2017 [GRI 102-7]

July 17, 2017 Worldline to acquire Digital RiverWorld Payments, an online global payment services provider serving Tier 1 onlinemerchants Founded in 1997 and headquartered in Stockholm, Sweden, DRWP is a subsidiary of Digital River and employs approximately 120 employees worldwide. With global payment gateway, multi-acquiring and collecting services under one roof and having generated yearly gross revenue of c. € 37 million in 2016, DRWP delivers comprehensive online payment acceptance and optimization solutions for leading enterprise brands, spanning a variety of industries, including travel, retail, direct selling and digital goods. DRWP’s global platform and large geographical footprint support international payment schemes and currencies across 175 countries, a wide range of local payment brands and methods, and more than 40 acquiring bank connections. July 20, 2017 Worldline launches its Gender Equity Programas part of its “TRUST 2020” CSR ambition After officially launching its “TRUST 2020” CSR ambition in 2016 and having obtained positive results from its first year in action, Worldline has set up several endeavors to create its Gender Equity Program. For this, it has designated a Diversity Steering Committee to deliver the roadmap for reducing the female capital gap to 0 by 2020. The Combined General Meeting of Worldline’s shareholders held on July 24, 2017 allowed for the confirmation of the respective terms of office as Directors of all current members of the Board of Directors, in line with the remaining duration of their respective terms of office. The Board of Directors met after the General Meeting and confirmed the mandates of the Chairman of the Board of Directors and of the Chief Executive Officer for the duration of their offices as Directors; the Board confirmed the composition of the Board’s Committees. On July 13, 2017, Worldline and Total signed a binding technological, commercial, and financing agreement with African fintech InTouch. Worldline and Total will support the deployment acceleration of the “Guichet Unique” platform in eight African countries (Senegal, Ivory Coast, Cameroon, Burkina Faso, Guinea (Conakry), Mali, Morocco and Kenya). This solution allows merchants to aggregate payment means (e.g. mobile money, payments through private label cards, cash) and to sell third party services (subscriptions to media content, bill settlements, money transfer, cards top-up, etc.) through a unique interface. As part of the agreement, Worldline will take along with Total a minority stake in InTouch and will provide, as a first step of a broader technological agreement, a secure and industrial hosting infrastructure to enable the fast deployment of Guichet Unique. July 24, 2017 Worldline’s Combined General Meeting Worldline, jointlywith Total, partners with the African payment Fintech InTouch

July 25, 2017 2017 first half results

At constant scope and exchange rates, Worldline revenue stood at € 778.1 million representing an organic growth of +1.7% at the end of June 2017 compared with the first half of 2016. The Global Business Lines Merchant Services and Financial Services contributed to the revenue growth, while Mobility & e-Transactional Services was still impacted, as in H2 2016, by the termination of one historical contract in France (the “Radar” contract), which occurred in June 2016 and which therefore has affected Worldline growth for the last time during this H1 2017. Excluding the comparison basis impact resulting from this contract termination, the growth rate of the rest of the businesses was above +6%. The group’s OMDA reached € 153.5 million or 19.7% of revenue, i.e. an increase of +170 basis points, fully in line with the objective initially set for the full year to reach an OMDA percentage of between 20.0% to 20.5%, corresponding to an ambition to increase OMDA between +150 to +200 basis points. Normalized net income (1) stood at € 71.9 million and progressed by +16.0%. Net income Group share stood at € 50.8 million , decreasing by € 41.3 million compared with the same period last year, which included the exceptional profit from the disposal of the Visa Europe share. First half 2017 free cash flow was € 88.0 million , representing a +25.7% increase compared to H1 2016. Net cash reached € 440.1 million , increasing by €+92.4 million compared with the net cash position as at December 31, 2016, which was adjusted by €-51.2 million to reflect the presentation of assets and liabilities related to intermediation activities (2) . Worldline to acquire the leading payment processor in the Baltics fromFirst Data Corporation Worldline announce the signature of an agreement with First Data Corporation (“FDC”) for the acquisition of 100% of the share capital of FDC’s fully owned subsidiaries in, Lithuania, Latvia, Estonia (together “First Data Baltics” or “FDB”) for c.€ 73 million, financed by available cash. Having generated revenue of c. € 23 million in 2016, presenting a strong financial profile with EBITDA margin materially above Worldline’s EBITDA, FDB currently employs c.200 employees and is the leading financial processor in the Baltics, providing to the main Baltic banking groups and also to some banks in the wider Nordic region, a large range of outsourcing services. Through this acquisition, Worldline gains a unique leading position in the fast-growing Baltic countries, significant development perspectives in the Baltics (n°1 in Latvia & Lithuania, n°2 in Estonia) thanks to structural electronic payments growth. Numerous synergy levers with Worldline portfolio have been identified allowing the acceleration of both revenue and profitability.

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The normalized net income excludes unusual and infrequent items (net of tax). (1) Please refer to note Accounting rules and policies to the Condensed Interim Financial Statements (2)

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Worldline 2017 Registration Document

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Group overview Worldline in 2017 [GRI 102-7]

Disposal of the Cheque Service As part of the regular review of its portfolio, the Group has decided to sell its Cheque Services business in France through a management buy-out and under the usual warranties, as there were low synergies with the other activities of Worldline and as this business was dilutive to the Group’s growth and profitability. This activity generated revenue of less than € 20 million and was dilutive to the group’s OMDA margin in 2016. This transaction, which is supported by Cheque Service employees, will allow Cheque Service to pursue its commercial expansion in France. September 4, 2017 Threemajor banks in the Netherlands select equensWorldline as infrastructure provider for Instant Payments equensWorldline will provide a new European and global payments infrastructure that allows payments to be processed instantly so that the recipient immediately receives the money. These real-time payments will be available around the clock, 365 days a year, including weekends and holidays. This means that it will always immediately be clear whether a transfer from the payer to the recipient has succeeded. That is beneficial to consumers who can immediately have their purchase, but also for merchants who receive the money instantly. Instant Payments therefore provide a better cash flow and reduced risk for businesses. September 22, 2017 Worldline has been once again rewardedwith the Gold level fromEcoVadis for its outstanding extra-financial performance, thus confirming the Company’s leadership in Corporate Social Responsibility (CSR) With an overall score of 76/100, Worldline has made great progress compared to the previous year (+12 points) and outperforms its 10-points increase target on the responsible supply chain assessment by EcoVadis. With this impressive result, Worldline joins the very restricted TOP 1% of the best sustainable companies assessed by EcoVadis in all categories. September 27, 2017 Worldline announces the completion of the acquisition of the leading payment processor in the Baltics from First Data Corporation. October 3, 2017 Worldline to host today an Investor Day presenting the next milestone of its Pan-European leadership ambitions Worldline announces its upgraded ambitions for the 2017-2019 period reflecting the positive developments of its plans during the last 3 years and the increase of its business after the recent acquisitions of Digital River World Payments (announced in July 2017), First Data Baltics “FDB” (announced in July 2017) and lately, MRL Posnet in India, which is announced this day. Taking into account the acquisitions announced during the third quarter of 2017: First Data Baltics (that has been finalized on

September 27, 2017), Digital River World Payments, and MRL Posnet, and their anticipated positive impact on the group 2019 financial profile, the Group now ambitions to deliver: Revenue organic growth: after 3.5% to 4% for 2017, 5% to ● 7% for 2018 and 6% to 8% for 2019; OMDA margin: Above 22.5% in 2019, which corresponds to ● an improvement of above +400 basis points compared with 2016; Free cash flow: € 230 million to € 245 million in 2019. ● To reach its 2019 Ambition the Group will focus on the following levers: Take advantage of Worldline’s unique Pan-European reach ● and undisputed leadership in Financial Processing; Expand strongly Worldline’s Pan-European platform for ● Omni-Commerce Merchant Services; Bringing payment and regulation expertise to new markets ● in Mobility & e-Transactional Services. October 18, 2017 Worldline announces the completion of the acquisition of Digital River World Payments During the third quarter of 2017, Worldline’s revenue was at € 385.6 million, increasing by +33.0% at constant exchange rates and +6.3% organically compared with the third quarter of 2016. Revenue growth accelerated sequentially as planned compared with the growth rate reported in H1 2017 (which was +1.7%), as the negative comparative effect arising from the termination of the RADAR contract in June 2016 ended in June 2017. Over the first nine months of 2017, Worldline’s revenue was € 1,163.7 million, up +29.6% at constant exchange rates and +3.2% organically. October 24, 2017 Worldline is committed to support the United Nations’ Sustainable Development Goals Worldline has committed to contribute to the Sustainable Development Goals (SDGs), a universal, global and inclusive action and roadmap launched by the United Nations (UN) to end poverty, protect the planet and ensure prosperity and peace for all by 2030, after releasing its first UN Global Compact Communication on Progress,. Through its sustainable solutions and its value chain, Worldline is involved in achieving the 17 SDGs, however the Company has decided to concentrate its efforts on the 5 most relevant SDGs for its organization and its business activities. October 27, 2017 Worldline announces the completion of the acquisition of the Indian payment service provider MRL Posnet October 23, 2017 Third quarter 2017 revenue

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Worldline 2017 Registration Document

Group overview Worldline in 2017 [GRI 102-7]

November 27, 2017 Worldline, an initial partner in Visa Ready for Transit programme Worldline is one of the first companies globally to participate in Visa’s new Visa Ready for Transit programme. The partnership will drive the growth of Digital Ticketing through Open Payment technology in the transport market. November 29, 2017 Worldline strengthens its leading position in sustainability, moving up two positions in the Gaïa Index’s TOP 10 Worldline has been once again recognized for the transparency of its extra-financial information and its outstanding performance regarding sustainability matters by moving up 2 positions in the Gaïa Index’s TOP 10 highest-rated companies. The Gaïa Index standards enable the assessment of listed medium-sized companies’ extra-financial performance and provide financial analysts with a reference tool to support their socially responsible investment (SRI) decisions. December 7, 2017 Worldline strengthens its citizen engagement with the Telethon thanks to the innovation andmobilization of its employees. Worldline reinforces its 19-year commitment with the Telethon thanks to new skill-based sponsorship or volunteering actions supporting, through this partnership, citizenship, solidarity and sustainability. Following the success of the operation "Donation Box" launched internally last year that enabled employees of the company to make secured and contactless micro-donation for the benefit of the Telethon, Worldline had the pleasure to renew this experience this year by deploying the concept on a larger scale with about 40 partners of the AFM-Telethon. December 13, 2017 Worldline, payment and digital services leader, to recruit more than 1,500 people across the world to support its growth Worldline currently employs 9,400 people worldwide. The decision to recruit 1,500 new employees is in line with the Company’s ambition unveiled during its Investor Day on October 3, 2017, which saw notably a revised increase of the Company’s targets for the 2017-2019 period.

To meet both growing customer demand and the challenges presented by the digitalisation of services, Worldline is looking to recruit 1,500 new people to strengthen its existing teams. More specifically, Worldline will be conducting its talent search to recruit developers, project managers, program Directors, security and quality experts, database administrators, architects, systems and project engineers. A broad range of profiles that share one thing in common: the wish to invest oneself in an international market leader who is constantly evolving and working on innovative solutions. December 19, 2017 Worldline’s Mobile Acceptance solution chosen by Transilien, the renowned SNCF-owned suburban railway service, tomanage the payment and regularization of tickets on-the-go Worldline has been selected by Transilien for its Mobile Acceptance solution to manage the payment and regularization of tickets on-the-go. Already installed on c. 100 Terminals, the solution will be deployed in the first half of 2018 on 300 Terminals.

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Worldline 2017 Registration Document

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