Worldline

Availability of the offer document for the shares and OCEANEs of Ingenico

PRESS RELEASE DATED JULY 28, 2020

MIXED TENDER OFFER
as the primary offer, alongside a secondary exchange offer and a secondary cash offer
for the shares
up to an overall limit of 81% in Worldline shares and 19% in cash¹

AND

ALTERNATIVE MIXED AND CASH OFFER
for bonds convertible into and/or exchangeable for new and/or existing Ingenico shares (“OCEANEs”)

of:

Ingenico

initiated by:

Worldline
presented by:

BNP Paribas Presenting Bank and Guarantor	Morgan Stanley Presenting Bank
Natixis Presenting Bank	Société Générale Presenting Bank

AVAILABILITY OF THE OFFER DOCUMENT PREPARED BY WORLDLINE

Terms of the offer

The offer for the shares of Ingenico is composed of:
Primary mixed offer: €160.50 and 11 Worldline shares for 7 Ingenico shares
Secondary exchange offer: 56 Worldline shares for 29 Ingenico shares
Secondary cash offer: €123.10 per Ingenico share

The offer for the OCEANEs of Ingenico is composed of:
Mixed offer: €998 and 4 Worldline shares for 7 Ingenico OCEANEs
Cash offer: €179 per Ingenico OCEANE

AMF Autorité des Marchés Financiers

This press release was prepared by Worldline and made available to the public pursuant to Articles 231-27 1° and 2° of the General Regulation of the Autorité des Marchés Financiers (the “AMF”).

IMPORTANT NOTICE

In the event that, following the Offer or, if applicable, the Reopened Offer:
- the number of shares not tendered in the Offer or, if applicable, the Reopened Offer by the minority shareholders of Ingenico does not represent more than 10% of the share capital and voting rights of Ingenico; and
- the numbers of shares not tendered in the Offer or, if applicable, the Reopened Offer, by the minority shareholders of Ingenico and the number of Ingenico shares likely to be issued following the conversion of the Ingenico OCEANEs not tendered in the Offer or, if applicable, the Reopened Offer, does not represent more than 10% of the sum of the existing Ingenico shares and the Ingenico shares that may be created as a result of the conversion of the Ingenico OCEANEs,