Worldline announces evolutions in the composition of its Board of Directors

Subject to shareholders’ approval at Worldline’s Annual General Meeting in June: 

• Ms. Agnès Park and Ms. Sylvia Steinmann to join as independent Directors, bringing strong expertise from leading positions in large companies and complex environments
• Mr. Olivier Gavalda, deputy CEO of Credit Agricole SA, to join upon the proposal of Crédit Agricole SA, bringing strong banking, financial and payments industry expertise
• The renewed Board will have a largely international profile with a diversified set of skills to support the Group’s strategic transformation
• As previously announced, Wilfried Verstraete will chair this new Board of Directors, which Interim Chairman Georges Pauget has decided to leave after the AGM and a successful transition period
• In line with its past commitments, Worldline’s Board of Directors will therefore be reduced from 15 to 12 members (excluding two employee representatives), with three new entrants and six leavers

Worldline is continuously adapting its organization and governance to better respond to the rapidly evolving payment industry whilst accelerating the execution of its strategy. In this context, the Group announced that its Board composition would be reduced from 15 to 12 Board members - plus two employee directors whose designation follows a dedicated procedure. While preserving a balanced representation of shareholders and strategic partners, the Board consistently seeks to ensure a balanced representation of skills and expertise and a diversity of its members.

Subject to shareholders’ approval, three new directors are expected to join the Board as of the upcoming AGM:

• Two independent directors, Ms. Agnès Park and Ms. Sylvia Steinmann, with strong international executive backgrounds, including respectively in IT, transformation, finance, and human resources.
• One non-independent director, Mr. Olivier Gavalda, Deputy CEO of Crédit Agricole SA, with extensive financial and banking expertise.

The Board has led this previously announced evolution through a thorough and diligent process over the past months, conducted by the Nomination Committee with the support of a leading international executive search firm. Profiles considered included highly skilled candidates with significant international experience and/or relevant executive positions held.

As part of the proposed changes, three current Board members, Ms. Agnès Audier, Mr. Lorenz Von Habsburg Lothringen and  Ms. Danielle Lagarde have decided not to renew their mandate, and two other Board members, Ms. Caroline Parot and Mr. Gilles Arditti, will resign from their current mandate.

In addition as announced in March 2024, Mr. Wilfried Verstraete has recently been co-opted as a Director, and the Board intends to appoint him as Chairman following the General Meeting to be held on 13 June 2024 at which it will be proposed to ratify his appointment.

As requested by the Board of Directors, Mr. Georges Pauget will remain interim Chairman until Mr. Wilfried Verstraete is elected Chairman in order to facilitate a smooth transition. He will then resign from the Board of Directors.

The Group warmly thanks in advance Mr. Georges Pauget and each of the Board members who will leave the Board for their constant engagement, strong expertise, and highly valuable contributions during the past few years.

Subject to the AGM’s approval, the Board’s profile would be as follows: independent directors (58%), women (42%)—excluding directors representing employees for both—and international directors (75%), with 7 nationalities being represented. The Board will continue to align with applicable law and the AFEP-MEDEF Code recommendations.

Georges Pauget, Interim Chairman of Worldline’s Board of Directors, declared: “In connection with its announced re-sizing, the Board of Directors has worked on putting together a governance adapted for Worldline’s next strategic phase, and I believe this new Board is equipped to form a strong and effective leadership team, guiding the company's new strategic direction, in the interest of all stakeholders. I would also like to thank all the outgoing members of the Board for their fruitful and decisive contributions over the past years which led to building a highly competitive company with leading products and platforms. Their complementary expertise and views have been instrumental in contributing to establish Worldline as a global payments leader.”

Wilfried Verstraete, Director, commented: “I am truly honoured to be asked to chair the Board of Directors and I am committed to support Worldline in getting back on its successful business and value creation trajectory, reflecting the true quality of its assets and the expertise of its management and its teams. I look forward to working with this recomposed Board, which gathers outstanding expertise and track record. I will lead it so that the Chief Executive Officer and his management team can accelerate value creation for all shareholders, leveraging on an outstanding client base and a unique set of technologies and partnerships built over the last ten years, in the growing and promising digital payments market.”

Biographies of new directors

Olivier Gavalda

Olivier Gavalda has spent his entire career at Crédit Agricole. He joined Crédit Agricole du Midi in 1988, successively holding the positions of Organisation Project Manager, Branch Manager, Training Manager and Head of Marketing. In 1998, he joined Crédit Agricole Ile-de-France as Regional Director. In 2002, he was appointed Deputy Chief Executive Officer of Crédit Agricole Sud Rhône-Alpes, in charge of Development and Human Resources. In 2007 he became Chief Executive Officer of Crédit Agricole Champagne Bourgogne. In 2010, he joined Crédit Agricole S.A. as Head of the Regional Banks Division. In 2015, he was appointed Deputy Chief Executive Officer in charge of the Development, Customer and Innovation Division. In 2016, he became Chief Executive Officer of Crédit Agricole Ile-de-France. Olivier Gavalda holds a Master's degree in Econometrics and a DESS (post-graduate diploma) in organisation/computing from Arts et Métiers.

Agnès Park (independent)

Born in 1974, Agnès Park is a trained lawyer who has also studied human resources. She is certified in executive coaching. She began her career in 1994 at Daewoo and then at Chevrolet/General Motors as a corporate lawyer in charge of business and antitrust law. In 1999, she was appointed Director of Human Resources for one of General Motors’ subsidiaries in France and Southern Europe. In 2007, she joined Varian Medical System, an American medical equipment company specialized in oncology, where she successively held the positions of HR Director for France, then HR Director for Western Europe and finally HR Director for Europe, Middle East, Africa and India in 2018. In 2019, Park joined the Pierre Fabre Group as Director of Human Resources for the Pharmaceutical Division. The same year, she was appointed Deputy General Manager in charge of Human Resources and Ethics. Agnès Park joined the Valeo Group on July 1, 2022, as Group Chief Human Resources Officer.

Sylvia Steinmann (independent)

Born in 1965, Sylvia Steinmann studied business administration and information technology at the Technische Universität Berlin and the Massachusetts Institute of Technology. She began her career as an IT and financial services consultant with McKinsey, before joining Swiss Re, where she headed the IT Strategy and Planning department. Sylvia Steinmann then spent several years as Chief Information Officer of the Financial Markets Business Group. She continued her career at Zurich Insurance (Chief Operating Officer of Global IT) and the logistics company DHL (Chief Information Officer of Global Forwarding and Freight). Before joining Swiss Life, Sylvia Steinmann had been Chief Information Officer of the medical diagnostics company SYNLAB International in Munich since 2017. From 2018 until 2023, Sylvia Steinmann was the Chief Information and Transformation Officer at Swiss Life Switzerland and a member of the Management Board.

About Worldline

Worldline [Euronext: WLN] helps businesses of all shapes and sizes to accelerate their growth journey – quickly, simply, and securely. With advanced payments technology, local expertise and solutions customised for hundreds of markets and industries, Worldline powers the growth of over one million businesses around the world. Worldline generated a 4.6 billion euros revenue in 2023.

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 document contains forward-looking statements that involve risks and uncertainties, including references, concerning the Group's expected growth and profitability in the future which may significantly impact the expected performance indicated in the forward-looking statements. These risks and uncertainties are linked to factors out of the control of the Company and not precisely estimated, such as market conditions or competitors’ behaviors. Any forward-looking statements made in this document are statements about Worldline’s beliefs and expectations and should be evaluated as such. Forward-looking statements include statements that may relate to Worldline’s plans, objectives, strategies, goals, future events, future revenues or synergies, or performance, and other information that is not historical information. Actual events or results may differ from those described in this document due to a number of risks and uncertainties that are described within the 2022 Universal Registration Document filed with the French Autorité des marchés financiers (AMF) on April 28, 2023 under the filling number: D.23-0371, and its Amendment filed on July 28, 2023.

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