Worldline - 2019 Universal Registration Document

F

RISK ANALYSIS Legal Proceedings

schemes. Worldline Argentina outsources the cash collection and transportation function to subcontractors. Between mid-2011 and September 2012, Worldline Argentina subcontracted such services with respect to its fare collection scheme in Cordoba (the “Red Bus” scheme) to a local association of companies, UTE Ribelux Cordubensis, which included CBI Cordubensis SA (“CBI”). In September 2012, Worldline Argentina replaced CBI with another subcontractor, Logistica y Distribucion Cuyo Card SA (“LyD”), due to dissatisfaction with CBI’s service and in particular the inclusion in the funds flow of third party cheques in lieu of cash collected. In late 2013, the Group’s management became aware of potential irregularities in connection with the Red Bus scheme upon receipt of anonymous e-mails, apparently from an internal source, which contained allegations about suspicious and possibly illicit behavior on the part of LyD. The Group promptly commenced an internal investigation into the allegations. In early 2014, the Group’s internal investigation was expanded following the emergence of reports in the Argentina press relaying further allegations of irregularities and possible illegal activities, including money laundering and corruption, in the functioning of the Red Bus scheme.

On March 28, 2014, Worldline Argentina received a request from the Office of the Prosecutor for Economic Crime and Money Laundering (PROCELAC) of the Argentine National Public Prosecutor’s Office to provide specified information and documentation relating to the Red Bus scheme. Worldline Argentina promptly provided the information requested. PROCELAC has since then opened a case file to investigate further the possible involvement of various parties in acts of “criminal association” ( asociación ilícita ) and tax evasion. The Group’s internal investigation into this matter, which has been conducted through its Internal Audit and Finance departments assisted by external advisors, has not found any proof that Worldline Argentina or any of its employees violated Argentina anti-corruption laws. On June 30, 2017 the Chief Executive Officer and the Director of operations of Worldline Agentina were formally accused by the judge of the Tribunal of Cordoba of money laundering. On July 5, 2017, they filed an appeal against this decision and asked the Appeal Court of Cordoba to dismiss the charges. Should the Appeal Court not dismiss the charges as requested, the criminal proceeding will continue. There’s no risk of involvement for the Company given the current stage of the case.

Miscellaneous F.4.5

The Group is only involved in a small number of proceedings relating to competition law inherited from the SIX Payment Services acquisition. The total amount of the associated provisions in the consolidated accounts closed as of December 31, 2019 is 2.2 million euros. dated December 18, 2018 confirmed the sanction imposed by the Swiss Competition Commission. An appeal has been filed on June 20, 2019 and, until the new judgement is rendered, the decision of the FAC is not enforceable. As indicated in the Document E, the penalty amount was backed in the reserves of SIX Payment Services before the acquisition and is factored into In addition, SIX Payment Services is involved in legal proceeding the purchase price of SIX Payment Services.

before the Swiss Federal Administrative Court ("FAC") that is mentioned in Section F.4.5 of the 2018 Registration Document and detailed in Section 5.2.5 "Material disputes" of the Document E issued in the context of the acquisition of SIX Payment Services and registered by the AMF under number E-18-070 on October 31, 2018 (the "Document E"). On May 21, 2019 Worldline has been informed that the FAC's judgment

As of the date of this Universal Registration Document, other than the matters described above, the Group is not aware of any governmental, legal, judicial or arbitration proceedings likely to have, or which has had over the past 12 months, a material effect on the financial condition or results of operations of the Company or the Group.

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Universal Registration Document 2019