Worldline - 2019 Universal Registration Document

G

CORPORATE GOVERNANCE AND CAPITAL Evolution of capital and stock performance

Stock evolution for the past G.5.6.2 5 years

From January 1, 2020 to the date of the present Document, 99,645 shares have been created following the grant of performance shares and exercise of stock-options rights by employees of the Group. Ad at the date of the present Document, the share capital of Worldline SA is then composed of 182,864,102 shares of € 0.68 par value each. Other Securities Giving Access to G.5.6.3 Share Capital Stock option plans G.5.6.3.1 As presented in Section G.3.3.4 (AMF table n°8), past awards of subscription or purchase options could lead to the creation of 1,945,711 new shares, representing 1.06% of the share capital of Worldline as at December 31, 2019. Performance shares plans G.5.6.3.2 As presented in Section G.3.3.6 (AMF table n°10), past grants of performance shares could lead to the creation of 1,823,560 new shares, representing 1.00% of the share capital of Worldline as at December 31, 2019. Convertible Bond G.5.6.3.3 On July 30, 2019 Worldline completed a new issue of 5,813,953 convertible bonds, with a nominal value of €103.20 each. These bonds are convertible into and/or exchangeable for new or existing Worldline shares, maturing on July 30, 2026. They represent 3.18% of the share capital of Worldline as at December 31, 2019.

The Company’s share capital has changed as followed during the last five years: Increase in the par value of the shares to € 6.80 per share, ● which occurred on April 23, 2014 and resulted in an increase in the Company’s share capital from € 78,804,599.61 to € 79,028,274 followed by the division of the par value of the shares by 10, reducing it from € 6.80 to € 0.68. Therefore, 104,596,245 new shares have been created; As part of the initial public offering, capital increase was ● approved by Worldline Board of Directors on June 26, 2014. 15,548,780 new shares were issued with a nominal value of € 0.68; On December 29, 2014 with the Employee Shares ● Purchase Plan “Boost”, 159,758 shares were created; On February 5, 2016, with the Employee Shares Purchase ● Plan “Boost”, 163,129 shares were created; In 2016, 257,279 shares have been created following the ● exercise of stock-option rights by executives and employees of the Group. In 2017, 551,967 shares have been created following the ● exercise of stock-option rights by executives and employees of the Group. In 2018, 49,655,954 shares have been created following ● the acquisition of SIX Payment Services and the exercise of stock-option rights by executives and employees of the Group. On February 28, 2019, with the Employee Shares Purchase ● Plan “Boost”, 89,786 shares were created. ·In 2019, 119,754 shares have been created following the ● grant of performance shares and exercise of stock-option rights by executives and employees of the Group. As at December 31, 2019, the Company’s share capital was ● therefore composed of 182,764,457 fully paid-up shares of € 0.68 par value each.

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Universal Registration Document 2019