Worldline - 2019 Universal Registration Document

E

FINANCIALS Operational review

Subsequent events E.2.2

Creation of a new world-class E.2.2.1 leader in payment services: Planned acquisition of Ingenico Worldline and Ingenico Group SA have announced on February 3, 2020 that their respective Boards of Directors have unanimously approved a business combination agreement pursuant to which Worldline would launch a tender offer for all Ingenico shares, consisting of a 81% share and 19% cash transaction, as well as outstanding OCEANEs. Upon closing, former Worldline shareholders would own c.65% of the combined entity and former Ingenico shareholders would own c.35%. This transaction would combine two premier companies to create the world’s number four player in payment services with circa 20,000 employees in approximately 50 countries with physical presence. Upon closing, the new combined group would offer best-in-class payment services to nearly 1 million merchants and 1,200 financial institutions. The transaction will be subject to customary closing conditions, including regulatory, merger control clearances and information and/or consultation with employee representative bodies, as well as Worldline shareholders’ approval. It is expected that the tender offer will be filed with the AMF in June or July 2020, once regulatory and merger control clearances processes are in progress. For more information, in particular related to the terms of the offer, please refer to the press release available at worldline.com in the Investors section.

Further sale by Atos of c. 13.1% E.2.2.2 of Worldline share capital on February 4, 2020 On February 4, 2020, Atos has completed the sale of ca. 23.9 million Worldline shares, representing ca. 13.1% of the Worldline share capital. Following this operation Atos holds ca. 7.0 million Worldline shares, representing ca. 3.8% of the Worldline share capital, which are underlying the exchangeable bonds. In case of exchange in full of the bonds, Atos would no longer hold any Worldline shares and voting rights. Very fast adaptation of Worldline to the E.2.2.3.1 COVID-19 business context Pandemic is one of the risks addressed by the Group Business Continuity Plans, which was activated as early as February 2020, resulting in a ramp up of the Group’s remote working rate along the crisis development and the full compliance with the local regulatory requirements. These measures meet both objectives of protecting the health of the Group’s employees and ensuring a continuous delivery of the Group’s services. In addition, Worldline’s sales force remained in constant dialogue with its customers and in particular supported retailers for the need for click & collect capacity upgrades, offered temporarily support to merchants to gain longer-term customer engagements and promoted contactless payments and mobile POS systems First quarter 2020 revenue E.2.2.3

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Universal Registration Document 2019