Very giant success of Worldline’s friendlytender supply for Ingenico Possession by Worldline on the finish of the supply: 88.64% of Ingenico’s share capital, representing at the very least 83.20% of voting rights199.57% of OCEANEs in circulation Settlement of the supply on October 28, 2020 Reopening of the supply Bezons and Paris, October 21, 2020 Following the publication on October 20, 2020 by the Autorité des marchés financiers (AMF) of the outcomes of Worldline’s pleasant tender supply for Ingenico securities, Worldline and Ingenico announce that, following settlement, which is able to happen on October 28, 2020, Worldline will maintain 56,474,416 Ingenico shares, representing 88.64% of the share capital and at the very least 83.20% of the voting rights1, and a couple of,892,092 OCEANEs (i.e. 99.57% of the variety of OCEANEs in circulation), thus largely exceeding the supply’s waiver threshold, which had been set at 60% of Ingenico share capital (on a completely diluted foundation). The supply shall be reopened and the AMF will publish the timetable for the reopening of the supply. Worldline additionally confirms its intention to implement a squeeze-out for the Ingenico’s shares and OCEANEs following the reopened supply. Gilles Grapinet, Worldline Chairman and Chief Government Officer, stated: “I’m more than happy with this extraordinarily excessive contribution price to the tender supply, which demonstrates the robust help of Ingenico’s shareholders for our undertaking and the acknowledged relevance of this mixture. We’re delighted to now rely Ingenico’s shareholders amongst our shareholders. As we speak, with Ingenico, we’re opening a brand new web page within the historical past of our firm and of our trade. Our new group turns into certainly the undisputed European chief in digital funds, and one of many main world gamers, with excellent market positions in on-line funds, service provider buying and transaction processing. With greater than 20,000 consultants, full protection of the cost worth chain, state-of-the-art choices, and an prolonged geographical attain, Worldline now affords an enhanced worth proposition to its prospects, banks and retailers, in addition to to all its enterprise companions.” Nicolas Huss, Ingenico Chief Government Officer, stated: “We’re delighted with the profitable end result of the tender supply, with a overwhelming majority of Ingenico shareholders having chosen to tender their shares. This can be a key milestone for Ingenico and one other optimistic step ahead in the direction of the thrilling new chapter forward, as we create a world-class champion in funds providers. I want to categorical my deepest gratitude to the Ingenico and Worldline groups who’ve remained dedicated over the previous few months to creating this new chapter an actual success.” Detailed outcomes of the tender supply The distribution of the shares tendered to the supply is as follows: Major combined supply: 5,107,463 Ingenico shares have been tendered to the first combined supply;Secondary change supply: 51,269,494 Ingenico shares have been tendered to the secondary change supply;Secondary money supply: 97,459 Ingenico shares have been tendered to the secondary money supply. Considering the outcomes and in accordance with the deliberate combine and match mechanism, the orders of the first combined department and the secondary money department shall be absolutely served. The variety of Ingenico shares tendered to the change department in comparison with the variety of Ingenico shares tendered to the money department being increased than the ratio of 0.229, the orders submitted to the secondary change supply shall be diminished in such a method that the ratio of 0.229 is revered. Consequently, the variety of shares retained within the secondary change supply is 425,813, i.e. a allocation ratio of 0.83%, and 50,843,681 Ingenico shares shall be carried over to the first combined supply. Upon completion of the settlement of the supply, the Initiator will maintain 56,474,416 Ingenico shares representing the identical variety of voting rights, i.e. 88.64% of the share capital and at the very least 83.20% of the voting rights of Ingenico2. The distribution of the OCEANEs tendered to the supply is as follows: Combined supply: 2,892,076 Ingenico OCEANEs have been tendered to the combined supply;Money supply: 16 Ingenico OCEANEs have been tendered to the money supply. Because the tender supply on the OCEANEs incorporates two alternate options, all orders from holders of OCEANEs are served. Upon completion of the settlement of the supply, the Initiator will maintain 2,892,092 Ingenico OCEANEs, representing 99.57% of Ingenico OCEANEs in circulation. Availability of paperwork regarding the supply Worldline’s supply doc and Ingenico’s response doc, as authorised by the AMF on July 28, 2020 underneath visa no. 20-370 and visa no. 20-371 respectively, in addition to paperwork regarding the opposite data regarding the authorized, monetary, accounting and different traits of Worldline and Ingenico as filed with the AMF on July 28, 2020 can be found respectively on the AMF web site (www.amf-france.org) and on the web sites of (www.worldline.com) and Ingenico (www.ingenico.com). These paperwork could also be obtained freed from cost from Worldline (80 quai Voltaire, River Ouest, 95870 Bezons) or Ingenico (28-32, boulevard de Grenelle, 75015 Paris), relying on whether or not they relate to Worldline or Ingenico. Worldline contact Buyers RelationsDavid Pierre-Kahn+33 6 28 51 45 firstname.lastname@example.org CommunicationSandrine van der Ghinst+32 499 585 email@example.com PressAnne-Sophie Gentilasgentil@kairosconsulting.fr Ingenico contact Buyers RelationsLaurent Marie+33 7 84 50 18 firstname.lastname@example.org PressHélène Carlander+33 (0)7 72 25 96 email@example.com About Worldline Worldline [Euronext: WLN] is the European chief within the cost and transactional providers trade. With innovation on the core of its DNA, Worldline’s core choices embrace Pan-European and home Industrial Buying for bodily or on-line companies, secured cost transaction processing for banks and monetary establishments, in addition to transactional providers in e-Ticketing and for native and central public businesses. Due to a presence in 30+ nations, Worldline is the cost accomplice of selection for retailers, banks, public transport operators, authorities businesses and industrial firms, delivering cutting-edge digital providers. Worldline’s actions are organized round three axes: Service provider Providers, Monetary Providers together with equensWorldline and Mobility & e-Transactional Providers. Worldline employs circa 12,000 folks worldwide, with 2019 income of circa 2.4 billion euros. worldline.com Worldline’s company goal (“raison d’être”) is to design and function main digital cost and transactional options that allow sustainable financial development and reinforce belief and safety in our societies. Worldline makes them environmentally pleasant, broadly accessible and help social transformation. About Ingenico Ingenico Group (Euronext: FR0000125346 – ING) is shaping the way forward for funds for sustainable and inclusive development. As a world chief in seamless funds, we offer retailers with sensible, trusted and safe options to empower commerce throughout all channels and allow simplification of funds and ship buyer guarantees. We’re the trusted and proactive world-class accomplice for monetary establishments and retailers, from small retailers to the world’s best-known world manufacturers. Now we have a world footprint with greater than 8,000 workers, 90 nationalities and a business presence in 170 nations. Our worldwide group of cost consultants anticipates the evolutions of commerce and client existence to offer our purchasers with modern full options wherever they’re wanted. ingenico.com. Vital data This press launch is disseminated for data functions solely and doesn’t represent a proposal to buy, or a solicitation of a proposal to promote, any Worldline or Ingenico securities. Buyers and shareholders are strongly suggested to learn the supply doc and response doc, as authorised by the AMF on July 28, 2020 underneath visa no. 20-370 and visa no. 20-371 respectively, in addition to paperwork regarding the opposite data of every firm, which can be found on the AMF web site (www.amf-france.org) and the web site of Worldline (www.worldline.com) or the web site of Ingenico (www.ingenico.com). This press launch should not be revealed, broadcasted or distributed, immediately or not directly, in any nation during which the distribution of this data is topic to authorized restrictions. The tender supply won’t be open to the general public in jurisdictions during which its launch is topic to authorized restrictions. The publication, broadcasting or distribution of this press launch in sure nations could also be topic to authorized or regulatory restrictions. Due to this fact, individuals positioned in nations the place this press launch is revealed, broadcasted or distributed should inform themselves about and adjust to such restrictions. Worldline and Ingenico disclaim any duty for any violation of such restrictions. Particularly, this press launch doesn’t represent a proposal to buy, or a solicitation of a proposal to promote, any securities in the US or some other jurisdiction. Securities will not be supplied or bought in the US until they’ve been registered underneath the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”) or the securities legal guidelines of any U.S. state, or are exempt from registration. The securities which may be supplied in any transaction haven’t been and won’t be registered underneath the U.S. Securities Act or the securities legal guidelines of any U.S. state and Worldline doesn’t intend to make a public providing of any such securities in the US. 1 Primarily based on a share capital of 63,713,047 shares representing a most of 67,878,793 voting rights as of September 30, 2020 (it being specified that Ingenico holds 1,284,299 treasury shares, representing 2.02% of its share capital, which aren’t taken under consideration within the calculation of the above-mentioned percentages of possession). 2 Primarily based on a share capital of 63,713,047 shares representing a most of 67,878,793 voting rights as of September 30, 2020.
Worldline – 20201021 – Very giant success of tender supply on Ingenico