Worldline : OCEANEs repurchase launch

NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, JAPAN OR ANY OTHER JURISDICTION IN WHICH THE REPURCHASE INVITATION WOULD BE PROHIBITED BY APPLICABLE LAW

Worldline launches a repurchase invitation with respect to its outstanding OCEANE due July 2026 via a reverse bookbuilding

Paris La Défense, June 4, 2025 - Worldline [Euronext: WLN], a global leader in payment services, today announces the launch of a repurchase invitation with respect to its existing bonds convertible into new shares and/or exchangeable for existing shares maturing in July 2026 via a reverse bookbuilding.

On 3^rd June , Worldline successfully placed a €550 million bond maturing in June 2030 to be issued under its EMTN Programme.

The net proceeds of the issue will be applied by Worldline for general corporate purposes, and the possible refinancing, in whole or in part, of its existing indebtedness including the outstanding €800 million Convertible/Exchangeable Bonds due July 30, 2026.(as defined below).

Worldline announces today the launch of a repurchase invitation with respect to its outstanding bonds convertible into new shares and/or exchangeable for existing shares due 30 July 2026 (FR0013439304) (the "2026 OCEANEs”) for a target amount of approximately €550 million, by conducting today a reverse bookbuilding process to collect irrevocable orders from bondholders willing to sell their 2026 OCEANEs (the "Repurchase”).

As at the close of business on June 3, 2025, there was € 746,389,562.40 in aggregate principal amount of the 2026 OCEANEs outstanding.

Repurchase price

The repurchase price will be at least €98.40 per 2026 OCEANE and will be determined by Worldline in accordance with a modified Dutch auction procedure.

The results of the reverse bookbuilding process are expected to be announced today.

Transaction conditions

The settlement of the Repurchase is expected to take place on June 11, 2025.

The 2026 OCEANEs accepted in the Repurchase will be cancelled in accordance with their respective terms and conditions.

Worldline may decide to purchase less than €550 million in aggregate principal amount of 2026 OCEANEs.

This press release does not constitute or form part of any offer or solicitation to purchase or subscribe for or to sell securities.

FORTHCOMING EVENTS

• June 5, 2025 : Annual General Meeting
• July 30, 2025 : H1 2025 results

INVESTOR RELATIONS

Laurent Marie
E laurent.marie@worldline.com

Peter Farren
E peter.farren@worldline.com

COMMUNICATION

Sandrine van der Ghinst
E sandrine.vanderghinst@worldline.com

Hélène Carlander
E helene.carlander@worldline.com

ABOUT WORLDLINE

Worldline [Euronext: WLN] helps businesses of all shapes and sizes to accelerate their growth journey – quickly, simply, and securely. With advanced payment technology, local expertise, and solutions customised for hundreds of markets and industries, Worldline powers the growth of over one million businesses worldwide. Worldline generated a 4.6 billion euros revenue in 2024. worldline.com

Worldline’s corporate purpose ("raison d’être”) is to design and operate leading digital payment and transactional solutions that enable sustainable economic growth and reinforce trust and security in our societies. Worldline makes them environmentally friendly, widely accessible, and supports social transformation.

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DISCLAIMER

This press release may not be released, published or distributed, directly or indirectly, in or into the United States of America, Australia, Canada or Japan. The distribution of this press release may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes, should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. No communication or information relating to the Repurchase may be distributed to the public in a country where a registration or approval is required. No action has been or will be taken in any country in which such registration or approval would be required.

The Repurchase is addressed solely to qualified investors, excluding the United States of America, Australia, Canada and Japan and any other jurisdiction where the Repurchase would be prohibited by applicable law.

No communication and no information in respect of the repurchase of the 2026 OCEANEs may be distributed to the public in any jurisdiction where a registration or approval is required.

This press release does not constitute an invitation to participate in the Repurchase in or from any jurisdiction in or from which, or to or from any person to or from whom, it is unlawful to make such repurchase or offer under applicable securities laws. The release, publication or distribution of this press release in certain jurisdictions may be restricted by law. Consequently, any persons in such jurisdiction in which this press release is released, published or distributed are required by each of Worldline and the financial intermediaries to inform themselves about, and to observe, any such restrictions.

None of Worldline and the financial intermediaries makes any recommendation as to whether or not the holders of the 2026 OCEANEs should participate in the Repurchase.

Attachment

• 20250604 Worldline - OCEANEs repurchase launch - Press Release