Worldline - Registration Document 2016

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Risk Factors Risks related to the Group’s business and industry

negatively impact the Group’s business, financial condition and is dependent on the success of its clients, which could decline of consumer, business and government spending cycles and credit risk of its clients and the risk of an overall The Group is subject to economic and political risk, business and results of operations. consumer purchasing habits. A renewed deterioration in spending, consumer discretionary income or changes in that affect consumer confidence, consumer and government factors. The Group is exposed to general economic conditions base, the Group’s business is particularly dependent on these spending, and, with a significant retail and government client overall level of individual consumer, business, and government processing, and digital services industries are influenced by the The merchant services, electronic payments, payment payments, consumers using Online Banking e-Payment (OBeP) fewer sales of their products and services using electronic fewer transactions with their cards, the Group’s merchants make cardholders of the Group’s financial institution clients make could result in a decrease in the Group’s revenue and profits. If payments. A reduction in the amount of consumer spending average size of transactions made using card and electronic Group’s financial performance by reducing the number or operates, particularly in Europe, may adversely affect the macro-economic conditions in key countries where the Group during economic downturns, our existing and prospective offerings and component of its growth strategy. Moreover, comprise an increasingly significant portion the Group’s services digital services offerings and other value-added solutions, which disposable income, might be less likely to opt for the Group’s Additionally, the Group’s clients and their customers, with less sizes, resulting in a potentially significant decrease in revenue. fewer transactions to process and smaller average payment people spend less money per transaction, the Group will have and other non-card payment methods make fewer payments or customers, the success of which the Group cannot control. its clients to effectively market and sell these products to their its clients to consumers, the Group is dependent on the ability of manufacturers, services and platforms that are then on-sold by provides, and/or develops jointly with, its clients, such as car product and services upgrades. Furthermore, where the Group software, which may adversely impact sales of the Group’s clients may be more reluctant to renew their IT hardware and imposition of governmental austerity measures or changes in Furthermore, a renewed economic downturn and the possible 26%) of the Group’s revenue generated in France was entities. In particular, in 2016, a significant portion (approximately e-Transactional Services’ total revenue from government of its total revenue and approximately 39% of Mobility & financial condition. In 2016, the Group derived approximately 11% effect on the Group’s business, results of operations and United Kingdom, in particular), could have a material adverse revenue is derived from government clients (in France and the spending, which, given that a significant portion of the Group’s government policies could prompt decreases in government attributable to contracts with government entities. Group. In the event of a closure of a merchant due to adverse transactions and therefore lower revenue and earnings for the they issue credit cards to, resulting in fewer and smaller reduce credit limits and be more selective with regard to whom major financial institutions. Additionally, credit card issuers might and to potential credit losses, including as a result of default of the Group’s sensitivity to price pressure vis-à-vis its competitors geographic areas in which the Group operates could increase More generally, a weakening of the economies in the economic conditions, the Group is unlikely to receive its fees for

consumers for services and products purchased but not network standards could require the Group to compensate assessed by the card payment networks. Card payment providers, are liable for any fines or penalties that may be electronic payment system, including payment service Group’s merchant clients and the other participants in the business, financial condition and results of operations. The of operation, which would negatively impact the Group’s any transactions processed by that merchant in its final months may find itself liable for any such charges. contract, insolvency, bankruptcy or any other reason, the Group service providers and other agents, due to fraud, breach of the Group is not able to collect such amounts from payment provided following a merchant’s bankruptcy. In the event that solutions. Risks related to the management of projects to develop new development costs and expenses may prove to be much higher development of new systems. This business entails the risk that The Group enters into fixed-fee contracts in relation to the results of operation. material adverse effect on its business, financial condition and the Group would record a provision, which could have a or sufficient to compensate for the increased cost. In such cases, be able to secure an upward revision to the fixed fee, either at all management of the project. In such cases, the Group may not during the course of the project, or errors in the operational estimates, the emergence of new and unexpected challenges than initially anticipated, whether as a result of incorrect initial If the Group is unable to effectively respond to competition, decrease significantly. demand for its services may be adversely affected and companies and start-ups. Some of the Group’s competitors may suppliers, telecommunications and information technology banks, to e-Commerce software providers, payment terminal and range from payment processing providers and acquiring vary depending on business line and product or service type, product and services portfolio, the Group’s primary competitors markets in which it operates. Given the diversity of the Group’s The Group is exposed to significant competition in the various respect to its innovative digital and e-Consumer & Mobility innovative programs and services than the Group’s. With arrangements. Moreover, competitors may also introduce more develop better security solutions or more competitive pricing recognition or merchant acceptance than the Group has or may advertising and marketing strategies to achieve broader brand services than the Group offers, may use more effective new technologies and services, may offer a wider range of operational resources to the development and marketing of have greater ability than the Group does to devote financial and Verifone’s acquisition, in 2011, of Point, a distributor of the a dominant position within the merchant terminals market. business from Ingenico and Verifone, in particular, who maintain particularly intense competition in its Merchant Terminals players and innovative startups. The Group also faces traditional information technology companies to specialist beyond its typical payment industry competitors, ranging from broad spectrum of strong market participants that extends global business line, the Group competes with a particularly services offered through its Mobility & e-Transactional Services banks and telecommunication companies, co-exist in the platforms offered by an increasing range of players, including mobile payments businesses, as a wide range of payment Group also faces heightened competition in its online and retain or enhance its current position within this market. The Group’s merchant terminals, could affect the Group’s ability to

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Worldline 2016 Registration Document