Worldline - 2019 Universal Registration Document

RISK ANALYSIS Risk factors

Worldline Group and SIX Group entered into various agreements a description of which is set forth in Section E.8. Certain services provided by or to SIX Group AG or its affiliates under those agreements are important for the conduct of the Group’s business. Certain of these agreements (such as, for instance, the LTIA and the SBSA) have long-term durations, making it difficult to fully anticipate their proper performance over time and their impact on the Group’s business and operations. Certain agreements (such as, for instance, the SBSA) could be terminated in the event of a change of a control of Worldline SA. Similarly, if the relations between the Group and SIX Group AG were to deteriorate, if SIX Group AG or its affiliates decides in the future to terminate or not to renew such agreements or more generally if the obligations under such agreements are not performed as anticipated, it could potentially lead to the termination of a significant portion of the services provided to the Group or provided thereby to SIX Group AG or its affiliates and thus have an adverse impact on the Group’s business, results of operations, or financial position which are dependent thereon, as well as to additional remedial costs (including replacement costs). The Group maintains many relationships with and is dependant to a certain extent on its historical controlling company Atos SE which currently owns 3,8% of the share capital. Both groups maintain industrial and commercial partnership in particular under the Alliance (described under Section E.8) combining innovation in digital and payment services as well as talent pools and networks. Atos group and Worldline also maintain commercial relationships as provided and as customers. For additional information regarding the contractual relationships between Atos group and Worldline Group, please refer to Section E.8. Exchange Rate Risk F.2.5.11.1 The bulk of the Group’s revenue, expenses and obligations are denominated in euro. In 2019, 72.1% of the Group’s revenue was generated in euro-zone countries whereas 27.9% was generated in non-euro zone countries, including 3.9% in pounds sterling. Since the Group’s financial statements are denominated in euros, its revenue is affected by the relative value of the euro versus the currency of the non-euro zone countries in which it generates revenue (currency translation exposure). In terms of currency transaction exposure (i.e., a mismatch between the currencies in which revenue is generated and costs are incurred), the Group considers its exposure to be limited as its costs in the euro zone are generally incurred in euros and its revenue is generated in euros and in non-eurozone countries it generally makes its sales and incurs the majority of its operating expenses in the local currency. Financial risks F.2.5.11.

The intercompany reinvoicing of central costs is labeled in euros. The variation of the balances linked to exchange rate fluctuations are booked in financial statements of each subsidiary and may impact positively or negatively the financial result of the Group. Since the acquisition of SIX Payment Services on November 30, 2018, the Group has a 14.9% portion of its revenue generated in Swiss francs. The results and financial ratios of the Group could be subject to euro/Swiss franc exchange rate fluctuations. A negative variation of such exchange rate could have an adverse impact on the results or the financial ratios for the Group. Interest Rate risk F.2.5.11.2 On December 20, 2018, Worldline (as Borrower) signed a five-year Revolving Credit Facility (the “Facility”) for an amount of € 600 million, maturing in December 2023 with an option for Worldline to request the extension of the Facility maturity date until December 2025. In October 2019, first extension has been requested and approved by the banks. The Facilityy maturity date is now December 2024. At December 31, 2019, there were no drawings on such Facility. If the Facility were to be drawn down, the Group would be subject to interest rate risk since the interest rate on drawings under the Facility are based on Euribor. In addition, the Group could also face higher interest rate in the event Worldline’s rating assigned by Standard & Poor's would deteriorate. Worldline has entered into a “Negotiable European Commercial Papers” program (NEU CP) on April 12, 2019 to optimize its financial charges and improve Group’s cash for a maximum initial amount of €600 million. On December 31, 2019, the outstanding amount of the program was €63 million. On march 30, 2020 Worldline entered into a mandate letter providing the terms and conditions under wich a pool of banks commit to enter into a Bridge Facility Agreement upon Company's requrest for an amount of €2.6 billion and for a one-year maturity (with options for extension) in order to finance the contemplated acquisition of Ingenico as announced on February 3, 2020. The Group is subject to fluctuations in interest rates on commercial paper issuance. Financing and Liquidity risk F.2.5.11.3 As at December 31, 2019, the Group’s net debt (amounting to €641.3 million as of December 31, 2019) consists mostly of long-term financing borrowings (for €1,141.8 million) and cash and cash equivalents (for €500.5 million). The banking and financial indebtedness of the Group is described in Section E.4.3, as well as in Note 6.4 to the consolidated financial statements.

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339 Universal Registration Document 2019