Worldline - Registration Document 2016

10

Liquidity and capital resources Financial resources

amount; at least 25% of the Company’s share capital, whereupon the Company would have two months to repay the borrowed prepayment subject to an indemnity for breakage costs; Drawdown term: one, three or six months, with any ● either one, three or six months + margin of 0.7%; Rate on utilization: Euribor for the relevant interest period, ● Commitment fee: 35% of the margin. ● facility with third party financial institutions to replace the Bull International revolving credit facility. The Group intends, in due course, to enter into a revolving credit

aligned with standard market practices and summarized below: including temporary fluctuations in its working capital needs. The main terms and conditions of the revolving credit facility are facility granted by Bull International, subsidiary of the Atos group, in order to cover the Group’s liquidity requirements The Group is benefiting from a € 300 million revolving credit breakage costs, if any, in the event of prepayment). Bull International has a right to terminate the facility and request Maturity: June 26, 2019, terminable by the Company at any ● time without charge or penalty (subject to an indemnity for repayment in the event that the Atos group ceases to hold Maximum amount: € 300 million; ●

Financial resources 10.2

The Group has historically relied on the sources of financing described below. These financial resources are primarily short-term (cash on hand, cash flow from operating activities, short-term borrowings). balance sheet at December 31, 2016 and 2015 amounted to € 425.2 million and € 353.3 million respectively. Net of the Cash on hand. The Group’s cash and cash equivalents on its ● “Borrowings” below, net cash and cash equivalents totaled bank overdrafts and amounts owed to Atos under the cash pooling and current account arrangements described under

€ 408.2 million and € 325.2 million respectively. See Note 19

of the consolidated financial statements.

Cash flow from operating activities, which generated cash ● flow before change in working capital requirements, financial interest and taxes of € 229.3 million and € 216.5 million in 2016 and 2015 respectively. Borrowings. The Group had total borrowings of ● € 26.3 million and € 30.0 million as at December 31, 2016 Note 23 of the consolidated financial statements. and 2015 respectively. The table below reflects the breakdown of the Group’s borrowings as of those dates. See

December 31, 2016

December 31, 2015

Current Non-current

Total

Current Non-current

Total

(in € million)

Finance leases

0.1

2.0

2.1

0.3

1.4

1.7

Overdrafts

14.5

- -

14.5

19.1

- -

19.1

Current accounts with Atos entities

2.5 6.9

2.5 7.1

9.0 0.1

9.0 0.2

Other borrowings Total borrowings

0.2

0.1

24.1

2.2

26.3

28.5

1.5

30.0

The main categories of the Group’s borrowings are:

denominated in euros; bear interest at market rates and are principally current account advances. These financing arrangements financing provided by the Atos group to the Group through at December 31, 2016). This category consists primarily of Current intra accounts with Atos group entities (€ 2.5 million ● of the share capital of that company. to Cataps s.r.o. (KB SmartPay) minority shareholders on 20% financial liability corresponding to the put option belonging not fall within the above-described categories, mainly the category consists of miscellaneous other borrowings that do Other borrowings (€ 7.1 million at December 31, 2016). This ●

relates primarily to a Worldline facility in Belgium; leases. The amount outstanding at December 31, 2015 Group makes limited borrowings in the form of finance Finance leases (€ 2.1 million at December 31, 2016). This ● principally denominated in euros; arrangements bear interest at market rates and are subject to regulatory restrictions. These financing primarily in countries where intercompany financing is category consists primarily of local bank overdraft lines, Overdraft (€ 14.5 million at December 31, 2016). This ●

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Worldline 2016 Registration Document