Worldline - OCEANEs Repurchase Launch
NOT FOR PUBLICATION, DISTRIBUTION OR
RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF
AMERICA, AUSTRALIA, CANADA, JAPAN OR ANY OTHER JURISDICTION IN
WHICH THE REPURCHASE INVITATION WOULD BE PROHIBITED BY APPLICABLE
LAW
Worldline launches a repurchase
invitation with respect to its outstanding OCEANEs due July 2025
and July 2026 via a reverse bookbuilding
Paris La Défense, 25 November 2024 -
Worldline [Euronext: WLN], a global leader in payment services,
today announces the launch of a repurchase invitation with respect
to its existing bonds convertible into new shares and/or
exchangeable for existing shares (OCEANEs) maturing in July 2025
and July 2026 via a reverse bookbuilding.
On 21 November, Worldline successfully placed
€500 million bond maturing in 2029 to be issued under its EMTN
Programme (the “Bonds”).
The net proceeds of the issue of the Bonds will
be used by Worldline for general corporate purposes, which may
include, in whole or in part, refinancing of existing indebtedness,
including its outstanding 2025 OCEANEs and 2026 OCEANEs (as defined
below).
Worldline announces today the launch of a
repurchase invitation with respect to its outstanding bonds
convertible into new shares and/or exchangeable for existing shares
due 30 July 2025 (FR0013526803) (the “2025
OCEANEs”) and its outstanding bonds convertible into new
shares and/or exchangeable for existing shares due 30 July 2026
(FR0013439304) (the “2026 OCEANEs” and, together
with the 2025 OCEANEs, the “Existing OCEANEs”) for
a target amount of approximately €250 million, by conducting today
a reverse bookbuilding process to collect irrevocable orders from
bondholders willing to sell their Existing OCEANEs
(the “Repurchase”).
As at the close of business on 22 November 2024,
there was €599,999,912.48 in aggregate principal amount of the 2025
OCEANEs outstanding and €800,000,001.60 in aggregate principal
amount of the 2026 OCEANEs outstanding.
Repurchase price
The repurchase price will be at least €116.50
per 2025 OCEANE and €96.25 per 2026 OCEANE and will be determined
by Worldline in accordance with a modified Dutch auction
procedure.
The results of the reverse bookbuilding process
are expected to be announced today.
Transaction conditions
The settlement of the Repurchase is expected to
take place on 29 November 2024 and is conditional upon the
settlement of the issue of the Bonds which is expected to occur on
27 November 2024.
The 2025 OCEANEs and the 2026 OCEANEs accepted
in the Repurchase will be cancelled in accordance with their
respective terms and conditions.
Worldline may decide to purchase less than €250
million in aggregate principal amount of Existing OCEANEs. In
addition, Worldline will determine, in its sole and absolute
discretion, the allocation of the aggregate principal amount of the
repurchased OCEANEs between each of the 2025 OCEANEs and the 2026
OCEANEs.
This press release does not constitute or form
part of any offer or solicitation to purchase or subscribe for or
to sell securities.
FORTHCOMING EVENTS
- 26 February
2025: FY 2024
results
INVESTOR RELATIONS
Laurent Marie
E laurent.marie@worldline.com
Peter Farren
E peter.farren@worldline.com
Guillaume Delaunay
E guillaume.delaunay@worldline.com
COMMUNICATION
Sandrine van der Ghinst
E sandrine.vanderghinst@worldline.com
Hélène Carlander
E helene.carlander@worldline.com
ABOUT WORLDLINE
Worldline [Euronext: WLN] helps businesses of
all shapes and sizes to accelerate their growth journey – quickly,
simply, and securely. With advanced payment technology, local
expertise, and solutions customised for hundreds of markets and
industries, Worldline powers the growth of over one million
businesses worldwide. Worldline generated a 4.6 billion euros
revenue in 2023. 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.
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DISCLAIMER
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 Repurchase may be
distributed to the public in a country where a registration or
approval is required. No action has been or will be taken in any
country in which such registration or approval would be
required.
The Repurchase is addressed solely to qualified
investors, excluding the United States of America, Australia,
Canada and Japan and any other jurisdiction where the Repurchase
would be prohibited by applicable law.
No communication and no information in respect
of the repurchase of the 2025 OCEANEs and the 2026 OCEANEs may be
distributed to the public in any jurisdiction where a registration
or approval is required.
This press release does not constitute an
invitation to participate in the Repurchase in or from any
jurisdiction in or from which, or to or from any person to or from
whom, it is unlawful to make such repurchase or offer under
applicable securities laws. The release, publication or
distribution of this press release in certain jurisdictions may be
restricted by law. Consequently, any persons in such jurisdiction
in which this press release is released, published or distributed
are required by each of Worldline and the financial intermediaries
to inform themselves about, and to observe, any such
restrictions.
None of Worldline and the financial
intermediaries makes any recommendation as to whether or not the
holders of the 2025 OCEANEs and the 2026 OCEANEs should participate
in the Repurchase.
- 20241125 - Worldline - OCEANEs Repurchase Launch - Press
Release
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