Worldline - 2019 Universal Registration Document

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FINANCIALS Parent company financial statements

Merchant Services revenue grew thanks to very good ● on-line payment acceptance volumes (SIPS) and to new projects (Accor, Boulanger); Financial Services revenue is generated from former Diamis ● activities, merged with Worldline SA in 2018. Revenue growth benefitted from more business with Banco Populare and Credito Emiliano. Growth in revenue enabled a better absorption of fixed and central costs compared to 2018, leading to an improvement of the operating result of €+4.7 million. Nevertheless, Worldline’s operating result remained nevertheless a loss of €-8.0 million. Worldline SA is the parent company of the Worldline Group and holds directly or indirectly investments in the Group’s subsidiary. Consequently, Worldline publishes consolidated financial statements. Worldline as such supports a significant share of the costs related to overhead, corporate and central functions. The Company has therefore set up financial flows with its subsidiaries to reflect the services rendered by the parent company to the companies of the Group. Deconsolidation from Atos group During its Annual Meeting on April 30, 2019, Atos SE shareholders have approved the exceptional distribution in kind of circa 23.5% of the shares making up Worldline’s share capital. The distribution of Worldline shares occurred on May 7, 2019 and as a result Worldline is no longer fully consolidated within the Atos group as of that date. Acquisition of equensWorldline minority interests The acquisition of the 36.4% minority stake in equensWorldline has been finalized on September 30, 2019. Worldline had indeed exercised on July 24, 2019 its call option on the 36.4% minority stake in equensWorldline, representing the final step of the Equens acquisition initiated in 2016 and allowing full ownership of equensWorldline, one of the leading European payment transaction processors. The call exercise price was circa €1,070 million for the remaining 36.4% stake. The transaction has been supported by a newly issued BBB/stable investment grade rating received from Standard & Poor’s and has been financed by: A 7-year c. € 600 million convertible bond "OCEANE" dated ● July 30, 2019 (60% conversion premium, zero coupon and yield to maturity of -0.96%); and Highlights E.6.4.2

A 5-year € 500 million bond dated September 18, 2019 ● (0.25% coupon; 0.35% yield, BBB rating from Standard & Poor’s) (the “Bond”). Thanks to the very attractive terms of these two issuances, the overall financing of the acquisition has a negative cost for Worldline. Others highlights Other significant events of the year 2019 include the following: A new liquidity contract was signed with Rothschild Martin ● Maurel. It became effective on January 1, 2019 and replaced the last liquidity contract signed on July 28, 2014. The new contract is established following changes in liquidity contracts regulations, and is compliant with AMF decision n° 2018-01 of July 2, 2018, effective since January 1, 2019; Implementation of the “NEU CP” (Commercial Paper) ● financing program in June 2019; Creation of an internal reinsurance company ("Worldline ● Ré"). Rules and accounting methods E.6.4.3 The financial statements of Worldline have been prepared in accordance with generally accepted accounting principles in France and with the provisions of the French General Accounting Plan ( plan comptable general – réglement 2014.03 , and its following updates). General conventions were applied, and notably: Principle of prudence; ● Principle of going concern; ● Permanence of the accounting methods from one exercise ● to another; Cut off principle. ● As a principle, items are booked based on historical cost. The annual accounts are established and presented in thousands of euros. Intangible assets Intangible assets are booked at their acquisition cost and consist mainly of software, licenses, merger deficit and goodwill. Software created for an internal use and development costs of application used for operational needs are recognized as an expense. Software is amortized on a straight-line basis over their expected useful life, not exceeding 3 years. If needed, a provision on goodwill can be booked based on the value in use.

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Universal Registration Document 2019