Worldline announces the success of its inaugural € 500 million senior bond issuance

The proceeds of the issue of the bonds will be used for the financing of the announced acquisition of the minority stake in equensWorldline. This issuance follows that of the € 600 million convertible bond issued on July 30th.

The bonds are rated BBB by S&P Global Ratings. The settlement date will be on September 18th 2019. The bonds will then be traded on Euronext Paris.

After AMF’s (Autorité des Marchés Financiers) approval, the prospectus will be available on the Company’s website (www.worldline.com) as well as on the AMF website (www.amf-france.org).

Eric Heurtaux, Chief Financial Officer of Worldline declared: 
“This transaction at very attractive terms finalizes the long-term financing of the acquisition of the equensWorldline minority stake. Combined with the convertible bond issued on July 30^th, 2019, the overall acquisition financing has a negative cost for our company. This inaugural corporate bond transaction is an important milestone in the diversification of our funding sources and shows Worldline’s attractiveness in the debt markets.”

BNP Paris, JP Morgan and Natixis acted as Joint Global Coordinators. 

Commerzbank, CM-CIC, Commerzbank, ING, MUFG and UniCredit acted as Joint Bookrunners.

About Worldline

Worldline [Euronext: WLN] is the European leader in the payment and transactional services industry. With innovation at the core of its DNA, Worldline’s core offerings include Pan-European and domestic Commercial Acquiring for physical or online businesses, secured payment transaction processing for banks and financial institutions, as well as transactional services in e-Ticketing and for local and central public agencies.

Thanks to a presence in 30+ countries, Worldline is the payment partner of choice for merchants, banks, public transport operators, government agencies and industrial companies, delivering cutting-edge digital services.

Worldline’s activities are organized around three axes: Merchant Services, Financial Services including equensWorldline and Mobility & e-Transactional Services. Worldline employs circa 11,000 people worldwide, with 2018 pro forma revenue of 2.2 billion euros. worldline.com

Disclaimer

This press release does not constitute a solicitation to purchase or an offer of the Bonds of Worldline (the “Securities”) in the United States (as defined in Regulation S under the US Securities Act of 1933, as amended (the “Securities Act”)). The Securities may not be offered or sold in the United States unless they are registered or exempt from registration under the Securities Act. Worldline does not intend to register any portion of the offering of the Bonds in the United States of America or to conduct a public offering of the Securities in the United States.

The Bonds have only been offered only by way of a private placement to institutional investors comprising, for the purposes of this press release, within the meaning of MiFID II. The Bonds may not be offered or sold to retail investors (as defined hereafter). No Key Information Document under PRIIPs (required by Regulation (EU) No 1286/2014 (as amended, the "PRIIPs Regulation") has been and will be prepared and therefore offering or selling the Bonds or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPS Regulation.

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 offering of the Bonds may be transmitted to the public in a country where there is a registration obligation or where an approval is required. No action has been or will be taken in any country in which such registration or approval would be required. The issuance or the subscription of the Bonds may be subject to legal and regulatory restrictions in certain jurisdictions; none of Worldline and the Managers assumes any liability in connection with the breach by any person of such restrictions.

Prohibition of sales to European Economic Area retail investors

No action has been undertaken or will be undertaken to make available any Bonds to any retail investor in the European Economic Area.

United Kingdom

This press release is addressed and directed only (i) to persons located outside the United Kingdom, (ii) to investment professionals as defined in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”), (iii) to people designated by Article 49(2) (a) to (d) of the Order or (iv) to any other person to whom this press release may otherwise lawfully be communicated pursuant to applicable law (the persons mentioned in paragraphs (i), (ii), (iii) and (iv) all deemed relevant persons (the “Relevant Persons”)).

The Bonds (the “Financial Instruments”), are intended only for Relevant Persons and any invitation, offer of contract related to the subscription, tender, or acquisition of the Financial Instruments may be addressed and/or concluded only with Relevant Persons. All persons other than Relevant Persons must abstain from using or relying on this document and all information contained therein. This press release is not a prospectus which has been approved by the Financial Conduct Authority or any other United Kingdom regulatory authority for the purposes of Section 85 of the Financial Services and Markets Act 2000.

United States of America

This press release may not be released, published or distributed in or into the United States (as defined in Regulation S under the Securities Act). This press release does not constitute or form a part of an offer of securities for sale or an offer of securities for sale or of any offer or solicitation to purchase securities in the United States, except pursuant to an exemption from, or a transaction not subject to, the registration requirements of the Securities Act or the law of any state of the United States. The Bonds will be offered or sold only in offshore transactions outside of the United States, in accordance with Regulation S of the Securities Act. Worldline does not intend to register any portion of the proposed offering of the Bonds in the United States and no public offering will be made in the United States.

Australia, Canada and Japan

The Bonds have not and will not be offered, sold or purchased in Australia, Canada or Japan. The information contained in this press release does not constitute an offer of securities for sale in Australia, Canada or Japan.

The distribution of this press release in certain countries may constitute a breach of applicable law.

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