Worldline - Registration Document 2016

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

harm the Group’s business and ability to operate freely. the inability to obtain third party intellectual property could prove successful. The loss of intellectual property protection or expensive, could cause a diversion of resources and may not intellectual property rights, trade secrets and know-how, which is enforce or determine the scope and enforceability of its the co-contracting parties. The Group may have to litigate to agreements entered into for this purpose will be performed by taken will prevent misappropriation of technology or that the The Group cannot make any assurances that the steps it has unauthorized use of the Group’s proprietary rights is difficult. also grant a license under its intellectual property). Policing of cross license agreements, pursuant to which the Group would obtain licenses from these third parties (including in the context property rights against such parties or the Group may have to property. In such cases the Group could not assert its intellectual the Group’s services or design around the Group’s intellectual Group’s competitors, may develop similar technology, duplicate that operating third parties claim that the Group’s services and The Group may also be subject to costly litigation in the event claims are without merit, defending against such claims may be Group believes that most such intellectual property related extract settlements from companies like the Group. Even if the monetizing by making claims of infringement and attempting to and stacking intellectual property assets for the sole purpose of recent years, non-operating companies have been purchasing intellectual property subject to these claims. Additionally, in result in a limitation on the Group’s ability to freely use the property, such as patents or copyrights. Any such claim may technology infringe upon or otherwise violate their intellectual providing or selling certain of its products or services. temporary or permanent injunction prohibiting the Group from settlement or license agreements, pay damage awards, or face a require the Group to redesign affected services, enter into costly upheld, claims of intellectual property infringement also might time consuming and expensive. If they were successfully strives to select and combine open source code subject to products and payment platforms. While the Group constantly some of its technology and services, including its terminal Finally, the Group uses open source software in connection with to its business. disclose the Group’s proprietary source code, could be harmful non-compliance with licensing terms, including any duty to could inadvertently occur, and any consequence of that would conflict with applicable licensing terms, such use considerable efforts to ensure that none is used in a manner software in the Group’s technology and services and make business objectives, closely monitor the use of open source licensing terms that are compatible with the Group’s strategic

successfully develop these new businesses. have a material adverse effect on the Group’s ability to Group loses key customers in its newer business lines, it could key customers for its smaller or newer business lines. If the impact on the Group’s business, particularly if the Group loses concentrations, the loss of a customer could have a significant accounted for 25% of total revenue in 2016. Given these global business line. In France, the five largest customers accounted for 11% and 6%, respectively, of total revenue for that Group’s Mobility & e-Transactional Services global business line business line in 2015. In 2016, the two largest clients of the customers accounted for 28% of total revenue for that global in Mobility & e-Transactional Services, the Group’s five largest 30% of total revenue for that global business line in 2016, while Company. this could have an impact on the revenue growth of the If the Group’s sales to Atos and its customers were to decline, customers amounted to less than 4% of its total revenue in 2016. Revenue with the Group’s parent company Atos and its strategy could be hindered. services (including cross-offerings) and implement its global ability to consolidate and expand its market position, sell its level could be materially and adversely affected, and the Group’s net income on both a global business line/division and Group favorable to it, the Group’s revenue, profitability, cash flows and prices or if contracts are renegotiated on terms that are less if the Group is required to sell products to them at reduced them significantly reduces or delays purchases from the Group, business lines and divisions or key geographic regions, if any of If the Group loses any of its large customers within its global claims. infringed and the Group may be subject to infringement The Group’s intellectual property may be challenged or conduct its business independently, others, including the ensure that its intellectual property is sufficient to permit it to the Group’s intellectual property. While the Group strives to may challenge, invalidate, circumvent, infringe or misappropriate and protect the Group’s proprietary technology. Third parties copyright, trademark, patent and trade secret laws to establish The Group relies on a combination of contractual rights and Licensing”), the Group’s five largest customers, accounted for Financial Services (formerly “Financial Processing & Software attributable to a limited number of customers. For example, in operates, a significant percentage of revenue is nevertheless divisions and key geographic areas in which the Group 2016, within certain of the Group’s global business lines, business represented more than c.5% of the Group’s total revenue in relatively large number of customers and no single customer Although the Group’s overall revenue is spread among a

4

17

Worldline 2016 Registration Document

Made with