Worldline holds more than 93% of the share capital and voting rights of Ingenico following the reopening of its friendly tender offer

Worldline holds more than 93% of the share capital and voting rights of Ingenico following the reopening of its friendly tender offer

Ownership by Worldline following the reopening of the offer:

•             93.91% of Ingenico's share capital, representing at least 93.05% of voting rights¹
•             99,64% of OCEANEs in circulation

Worldline will request the implementation of a squeeze-out

Bezons and Paris, November 9, 2020

Following the publication today by the Autorité des marchés financiers (AMF) of the final results of Worldline's friendly tender offer for Ingenico securities, Worldline and Ingenico announce that, following settlement of the reopened offer, which will take place on November 17, 2020, Worldline will hold 59,835,692 Ingenico shares, representing 93.91% of the share capital and at least 93.05% of the voting rights¹ and 2,893,994 OCEANEs (i.e. 99.64% of the number of OCEANEs in circulation).

As the conditions required to implement a squeeze-out for the shares and OCEANEs of Ingenico have been satisfied, Worldline will request the AMF to implement a squeeze-out in the next few days in order to transfer all Ingenico shares and OCEANEs not tendered to the offer, at the price of the alternative tender offer for the shares (i.e. €123.10 per Ingenico share) and at the price of the alternative tender offer for the OCEANEs (i.e. €179 per OCEANE). The timetable for the squeeze-out will be published following the AMF’s publication of a notice relating to the implementation of the squeeze-out.

Ingenico has requested the suspension of trading of its shares and OCEANE bonds.

Detailed results of the tender offer

The distribution of the shares tendered to the offer is as follows:

• Primary mixed offer: 1,622,805 Ingenico shares have been tendered to the primary mixed offer;
• Secondary exchange offer: 1,316,285 Ingenico shares have been tendered to the secondary exchange offer;
• Secondary cash offer: 422,186 Ingenico shares have been tendered to the secondary cash offer.

As part of the reopened offer, taking into account the results and in accordance with the planned mix and match mechanism, the orders of the primary mixed branch and the secondary exchange branch will be fully served. As the number of Ingenico shares tendered to the secondary cash branch compared to the number of Ingenico shares tendered to the secondary exchange branch is higher than the ratio of 0.229, the orders submitted to the secondary cash offer will be reduced in such a way that the ratio of 0.229 is respected. As a result, the number of shares retained in the secondary cash offer is 301,267, i.e. an allocation ratio of around 71.4%, and 120,919 Ingenico shares will be carried over to the primary mixed offer.