WORLDLINE : Reverse stock split - Press release
Worldline launches its reverse share split
Paris, La Défense, 29 April 2026– Worldline S.A. [ISIN: FR0011981968 – Euronext : WLN] (the “Company” or “Worldline”), a European leader in payment services, announces today the implementation of a reverse share split of the shares comprising its share capital, through the exchange of forty (40) existing shares with a par value of two euro cents (€0.02) each (the “Existing Shares”) for one (1) new share to be issued with a par value of eighty euro cents (€0.80) (a “New Share”) in accordance with the tenth resolution approved by Worldline’s shareholders at the extraordinary general meeting held on 8 January 2026 (the “Shareholders’ Meeting”).
This reverse share split will have no impact on the amount of the Company’s share capital, and will only result in dividing the number of outstanding shares by forty (40) and the corresponding multiplication by forty (40) of their par value. It has no direct impact on the total value of the Worldline shares held by each shareholder.
The reverse share split will have no impact on the terms of participation in the Annual General Meeting of shareholders to be held on 11 June 2026, the effective date of the reverse share split occurring after 11 June 2026.
Terms and conditions of the reverse share split
All of the terms and conditions of the reverse share split were decided by the Board of Directors on 28 April 2026, and are detailed below as well as in the reverse share split notice published in the Bulletin des Annonces Légales Obligatoires (BALO) on 29 April 2026.
Start date of the reverse share split:14 May 2026
Basis of the reverse share split:exchange of forty (40) Existing Shares with a par value of two euro cents (€0.02) for one (1) New Share with a par value of eighty euro cents (€0.80) and current dividend rights
Number of Existing Shares subject to the reverse share split: two billion two hundred and sixty-two million seven hundred and sixty thousand one hundred and twenty-nine (2,262,760,129)1 Existing Shares with a par value of two euro cents (€0.02) each, corresponding to the total number of shares comprising the Company’s share capital.
Number of New Shares resulting from the reverse share split :fifty-six million five hundred and sixty-nine thousand and three (56,569,003)1 shares with a par value of eighty euro cents (€0.80) each.
It is specified that a shareholder will expressly waive the reverse share split of the necessary number of Existing Shares to obtain a whole number of shares as a result of the application of the above-mentioned exchange ratio.
The final number of New Shares resulting from the reverse share split will be recorded by the Board of Directors or by the Chief Executive Officer at the end of the reverse share split.
Reverse share split period:from 14 May 2026 (included) to 12 June 2026 (included).
Whole shares:the conversion of Existing Shares into New Shares will be carried out automatically (procédure d’office).
Fractional shares:shareholders who do not hold a number of Existing Shares corresponding to a whole number of New Shares must personally purchase or sell fractional Existing Shares in order to obtain a multiple of forty (40) until 12 June 2026 (included). After this deadline, shareholders who have not been able to obtain a number of shares in multiples of forty (40) will be compensated2 by their financial intermediary during the compensation period (i.e., from 17 June 2026 to 17 July 2026), in accordance with Articles L. 228-6-1 and R. 228-12 of the French Commercial Code and market practice, on the basis of the share price during this period.
Existing Shares not subject to the reverse share split will be delisted at the end of the reverse share split period.
Centralization:all transactions relating to the reverse share split will be operated by Société Générale Securities Services, 32, rue du Champ de Tir, CS 30812, 44308 Nantes Cedex 3, France, appointed as centralizing agent for the reverse share split.
In accordance with Articles L. 228-6-1 and R. 228-12 of the French Commercial Code, any New Shares that cannot be allotted individually and that correspond to fractional rights will be sold on the stock market by the account holders (teneurs de compte), and the proceeds of the sale will be allocated in proportion to the fractional rights of the holders of these rights during the compensation period.
The Existing Shares subject to the reverse share split are admitted to trading on the Euronext regulated market in Paris under ISIN code FR0011981968, until 12 June 2026, the last day of trading.
The New Shares resulting from the reverse share split will be admitted to trading on the Euronext regulated market in Paris from 15 June 2026, the first day of trading, and will be assigned the following new ISIN code: FR00140182K6.
Suspension of the rights of holders of bonds convertible into and/or exchangeable for new and/or existing shares of the Company issued on 30 July 2019 and 4 December 2020 (the “OCEANEs”) and of holders of share subscription or purchase options granted by the Company currently exercisable under plans established since 25 May 2016 (the “Options”):the exercise of the OCEANEs and the Options is suspended from 6 May 2026 until 16 June 2026 (included).
Adjustment of the rights of (i) the OCEANEs, (ii) the Options, (iii) performance share allocation plans and (iv) free share allocation plans:following the reverse share split, in order to preserve the rights of the holders of the OCEANEs, the holders of Options, the beneficiaries of performance shares allocated under plans decided by the Company since 8 June 2023, the vesting period of which is currently in progress (the “Performance Shares”), the beneficiaries of free shares allocated under plans decided by the Company since 25 July 2023, the vesting period of which is currently in progress (the “Free Shares”), the conversion/exchange ratio of the OCEANEs, the exercise parity of the Options and the allocation rights of the Performance Shares and Free Shares will be automatically adjusted to take account of the reverse share split, in accordance with the terms and conditions applicable to each of the concerned instruments.
Voting rights:the New Shares will immediately carry double voting rights, provided they are held in registered form, if at the date of the reverse share split each of the Existing Shares from which they are issued carried double voting rights. In the event of a reverse share split of Existing Shares that have been registered since different dates, the period used to assess the double voting rights of the New Shares will be deemed to begin on the most recent date on which the Existing Shares were registered. Consequently, the acquisition of a fractional right has the effect of cancelling the double voting right that may have been attached to the old share or its seniority, with regard to the period required to benefit from such right.
Frequently Asked Questions (FAQ) relating to the reverse share split are available on the Company’s website in the “Investors” section.
Reverse share split timetable
| 29 April 2026 | Publication of the reverse share split notice in the Bulletin des Annonces Légales Obligatoires (BALO), also announcing the suspension of the right to exercise the OCEANEs and the Options |
| 30 April 2026 | Publication by Euronext of the notice announcing the reverse share split of the shares issued by Worldline and that the Existing Shares issued by Worldline will no longer be eligible for the Deferred Settlement Service (DSS) and will have to be settled in cash from 27 May 2026 (included) until their last day of trading |
| 6 May 2026 | Opening of the period of suspension of the exercise of the OCEANEs and the Options |
| 14 May 2026 | Launch of the reverse share split |
| From 14 May to 12 June 2026 (included) | Exchange period (30 days): shareholders can buy and sell Existing Shares in order to obtain a number of Existing Shares in multiples of 40 to manage their fractional shares |
| From 27 May 2026 | Suspension of the Deferred Settlement Service (DDS) for Existing Shares |
| 12 June 2026 | Last day of the exchange period and last trading day for Existing Shares prior to the reverse share split |
| 15 June 2026 | Effective date of the reverse share split First day of trading of the New Shares (under new ISIN code FR00140182K6) Delisting of Existing Shares |
| 16 June 2026 | Record date Closing of the period of suspension of the exercise of the OCEANEs and the Options |
| 17 June 2026 | Delivery of New Shares Resumption of the right to exercise the OCEANEs and the Options |
| 17 June 2026 to 17 July 2026 | Period of compensation of shareholders with fractional rights by their financial intermediaries |
ABOUT WORLDLINE
Worldline [Euronext: WLN] is Europe 's leading operator of critical infrastructure and payment services. With a presence across the entire value chain, the Group offers its customers unique expertise in processing and securing their payments, thereby promoting their growth. Worldline is leveraging its 2030 strategic plan and its technological innovation capabilities to build the European reference payment partner for merchants and financial institutions. With over 1.2 million customers, Worldline achieved €4bn in revenue in 2025. worldline.com
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.
Virginie Bonnet
T +33 6 18 70 72 12
E virginie.bonnet@worldline.com
or
teamworldline@taddeo.fr
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1 The number of Existing Shares subject to the reverse share split and the number of New Shares resulting from the reverse share split may be adjusted in the event that holders of securities giving access to the capital or holders of stock-options of the Company exercise their rights outside the period of suspension of their exercise, or free shares are issued as from this notice until prior to the reverse share split operations. The final number of New Shares resulting from the reverse share split will be recorded by the Board of Directors or by the Chief Executive Officer at the end of the reverse share split.
2 With the exception of beneficiaries of free shares allocated under Worldline free share allocation plans during the holding period, in accordance with tax doctrine.
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