Worldline launches share capital increase with preferential subscription rights for €392M
Payment services provider Worldline S.A. (EPA:WLN) announced today the launch of a share capital increase with preferential subscription rights open to all its shareholders for a gross amount of approximately 392 million (including issue premium).
This is the final step of its circa €500 million share capital increase, and follows the €108 million reserved capital increases completed on 10 March 2026.
The Rights Issue will be carried out with shareholders’ preferential subscription rights, and will result in the issuance of 1,939,508,682 new shares of the Company (the “New Shares”) at a subscription price of €0.202 per New Share (i.e., a nominal value of €0.02, plus an issue premium of €0.182), to be fully paid up upon subscription, representing gross proceeds, including the issue premium, of c. €392 million.
Preferential subscription rights will be detached from the existing shares on 13 March 2026. Existing shares will therefore trade ex-right as from 13 March 2026.
Each shareholder will receive one preferential subscription right per share recorded in its securities account at the end of the day falling on 16 March 2026. In order to ensure that the shares are recorded in the securities account on that date, purchases of existing shares on the market must be executed at the latest on 12 March 2026.
Each existing share will entitle its holder to receive one (1) preferential subscription right. One (1) preferential subscription right will entitle holders to subscribe to six (6) New Shares on a pro rata basis, not subject to reduction (à titre irréductible), at a subscription price of €0.202 per New Share.
Subscription subject to reduction (à titre réductible) will be accepted but remains subject to reduction in the event of oversubscription.
The Rights Issue will be open to the public in France only.
The New Shares will immediately entitle their holders, from the date of issuance, to receive all dividends and distribution decided by the Company from this date.
After taking into account the completion of the Reserved Capital Increases, Bpifrance Participations, Crédit Agricole S.A. (via Delfinances) and BNP Paribas respectively hold 9.6%, 9.5% and 7.9% of the share capital of Worldline as of today. The Strategic Investors have each committed to subscribe to the Rights Issue on a pro rata basis (à titre irréductible), by exercising their preferential subscription rights in proportion to their respective shareholding in the Company following completion of the Reserved Capital Increases, and for an additional amount of up to €29 million in aggregate (i.e., up to €11.4 million for Bpifrance Participations, €10.7 million for Crédit Agricole S.A. (via Delfinances) and €6.9 million for BNP Paribas) which may be fulfilled, in whole or in part, to facilitate the execution of the Rights Issue.
In addition, on 9 March 2026, Banque Fédérative du Crédit Mutuel (who is not a shareholder of the Company as of today) agreed to purchase from SIX Group AG all of the preferential subscription rights (the “Acquired Rights”) attached to SIX Group AG’s 29,853,529 Company’s shares (representing as of today 9.2% of the share capital of the Company). Banque Fédérative du Crédit Mutuel has undertaken to exercise all the Acquired Rights on a not subject to reduction basis (à titre irréductible), after ownership of the Acquired Rights has been transferred to it. Banque Fédérative du Crédit Mutuel will thus subscribe to 179,121,174 New Shares.
Such subscription commitments represent in aggregate up to 43.7% of the amount of the Rights Issue (assuming the additional commitment of €29 million is fulfilled exclusively by way of subscribing to New Shares), for an aggregate amount of up to c. €171 million in total.
Worldline is not aware of the subscription intentions of any other shareholder.
The Rights Issue will be underwritten by a syndicate of banks.
