Worldline - 2020 Universal Registration Document

FINANCIALS Parent company financial statements

Conventions already approved by the general assembly Agreements approved in prior years that remained in force during the year

The conclusion of the Lock-up Agreement was previously authorized by your Board of Directors on October 27, 2020, considering that it is in the interest of your company to have full support from SIX Group AG, one of your company’s reference shareholders, to carry out rapprochement project between Worldline and Ingenico.

Pursuant to article R. 225-30 of the French Commercial Code, we have been informed that the execution of the following agreement, already approved by the General Meeting in previous years, continued during the year just ended. Employment contract suspension agreement concluded with Mr. Marc-Henri Desportes, Chief Operating Officer of your company Your Board of Directors, meeting on July 21, 2018, previously authorized the conclusion of the agreement suspending the employment contract of Mr. Marc-Henri Desportes, Deputy Chief Executive Officer of your Company as of August 1, 2018, and for the duration of his duties as Deputy Chief Executive Officer. This agreement was signed on July 23, 2018. The employment contract of Mr. Marc-Henri Desportes was suspended during his term of office and will be automatically reactivated as soon as his corporate office ceases, regardless of the cause of such termination (including in the event of dismissal for any reason whatsoever). This agreement includes a clause on the resumption of seniority acquired by virtue of his corporate office and a clause relating to remuneration and individual and collective benefits upon resumption of the employment contract. Agreements with Atos SE Persons concerned: Atos SE, shareholder with more than 10% of the voting ● rights until February 4, 2020; Mr Gilles Arditti, Director of your company until March 16, ● 2020 and Executive Director, Internal Audit & Investor Relations of Atos SE; Mrs Ursula Morgenstern, Director of your company until ● March 3, 2020 and Executive Director of the German business unit of Atos group; Mr. Pierre Barnabé, Director and Censor of the Board of ● Directors of your company until March 3, 2020 and Managing Director of the Big Data & Cyber Security activities of the Atos group. (i) Global alliance agreement between Worldline and Atos SE Your Board of Directors, meeting on March 15, 2019, authorised the conclusion of the Global alliance agreement between your Company and Atos SE (the “Global Alliance Agreement”), following the announcement of the proposed distribution to its shareholders, by Atos SE, of 23.5% of the shares of your company, considering that it was in the interest of your company to maintain a strong industrial and commercial partnership with Atos SE and a mutually beneficial cooperation in specific areas ( i.e. sales, Research and Development (R&D), human resources and purchasing) in order to preserve synergies, in particular in the areas of innovation in digital and payment services, and to foster the development of the talents of the employees of both companies. This partnership also facilitates Worldline’s transition to the status of an independent company, a leading player in payment services in Europe, thus maximizing its potential for value creation.

Agreements authorized and entered into since the date of year-end closing

We have been advised of the following agreements, authorized and entered into since the end of the financial year, which were previously authorized by your Board of Directors. Amendment to the Business combination Agreement with Deutscher Sparkassen Verlag GmbH (DSV Group) Person concerned: Mr. Michael Stollarz, Director of your company since October 28, 2020 and general manager of the Deutscher Sparkassen Verlag GmbH (DSV Group). Your Board of Directors, meeting on January 21, 2021, previously authorized the conclusion of an amendment to the contract entitled “Business combination Agreement” concluded on June 8, 2020, between, especially, Worldline, Ingenico, DSV Group and Payone setting out the terms and conditions for Worldline’s contribution to its payment activities (“Merchant services”) in Germany and Austria for Payone GmbH, a joint venture with DSV Group. Your Council considered it in your company’s interest to amend the terms of the Business combination Agreement, which is part of the existing business relationship between your company and DSV Group. This amendment, signed on January 25, 2021, specifically states: The postponement of the final date of the completion of ● the suspensive conditions to the contribution operation and specifies the dates of completion and signature; The description of transitional models for the transfer of ● contracts whose term of one of them, if it exceeds that provided for in the amendment, is linked to the payment of compensation by Worldline to Payone GmbH and capped at € 1.5 million; The formalization of the agreement on the reference ● accounts used; The formalization of a mechanism for adjusting, pre- and ● post-realization, the costs of services between the companies parties to the contribution which may, in certain assumptions, result in compensation for Payone Payone GmbH; The adjustment of certain annexs to the Business ● combination Agreement; and The formalization of an adjustment mechanism allowing ● Payone GmbH to comply with its regulatory capital obligations.

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Universal Registration Document 2020

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