Worldline SaEURONEXT: WLN

2026 - Financial Report (worldline h1 2026 financial report)

· Issued by Worldline SA
2026

Half-Year Financial Report



Contents
  1. ACTIVITY REPORT 3

    1. Worldline in the first half of 2026 4

    2. Operational review 6

    3. FY'26 guidance 13

  2. FINANCIAL REVIEW 14

    1. Income statement 15

    2. Cash flow 19

    3. Financing policy 21

    4. Restatement of comparative information 22

      INTERIM CONDENSED CONSOLIDATED FINANCIAL

  3. STATEMENTS 24

    1. Interim condensed consolidated income statement 25

    2. Interim condensed consolidated statement

      of comprehensive income 26

    3. Interim condensed consolidated statements

      of financial position 27

    4. Interim condensed consolidated cash flow statement 29

    5. Interim condensed consolidated statement

      of changes in shareholder's equity 30

    6. Notes to the interim condensed consolidated financial statements 31

    7. Statutory auditors' report on the financial information for the first half of 2026 60

      RISK FACTORS AND LEGAL

  4. PROCEEDINGS 61

    1. Riks factors 62

    2. Legal Proceedings 63

      GOVERNANCE, COMPENSATION

  5. AND CAPITAL 66

    1. Governance 67

    2. Compensation of Company Officers 69

    3. Information on the Share Capital 81

  6. PERSON RESPONSIBLE 82

    1. Declaration of the person responsible for the

      2026 half-year financial report 83

    2. For the audit 83

  7. APPENDICES 84

    1. Contacts 85

    2. Investor Relations 85

    3. Financial calendar 85

    4. Glossary 86



A ‌Activity Report

ACTIVITY REPORT

Worldline in the first half of 2026

A

  1. ‌Worldline in the first half of 2026

    January

    On January 8, Worldline held an Extraordinary General Meeting at which shareholders approved all resolutions related to the proposed €500 million capital increase. These approvals marked a key milestone in the transaction process, paving the way for its execution alongside strategic investors, reaffirming management's commitment to strengthening the Group's financial position and supporting the delivery of its strategic transformation plan.

    On January 19, Worldline and YouLend launched Merchant Cash Advance, an embedded financing solution that enables small and medium-sized businesses to access working capital quickly through a digital data-driven process. Eligible merchants can obtain up to €250,000 in funding in as little as 48 hours, with repayments automatically adjusted to their

    daily sales volumes. Following successful launches in Belgium and the Netherlands, the solution began its rollout across additional European markets, further enhancing Worldline's value proposition for merchants.

    On January 29, the Company announced the implementation of the share capital reduction through a decrease in the nominal value of each share from €0.68 to €0.02, by decision of the Board of Directors. The share capital was consequently reduced from an amount of €193,095,639 to an amount of €5,679,283.5. This operation represented a key step in the implementation of the c.€500 million capital increase announced during the Capital Markets Day, enabling its completion to be secured.

    February

    On February 25, Worldline announced the proposed strategic divestment of its payment activities in India to BillDesk, based on an estimated equity value at closing of approximately €60 million and an estimated enterprise value of approximately €37 million. As part of the transaction,

    Worldline intends to enter into a long-term technology and software services agreement with BillDesk, while confirming the role of India as a hub for talent, technology, and innovation within the framework of the North Star transformation plan.

    March

    In March, Worldline continued to implement its North Star 2030 strategy, with a particular focus on portfolio rationalisation and capital strengthening.

    On March 2, the Company announced the completion of the divestment of PaymentIQ to Incore Invest, generating approximately €160 million in enterprise value and cash proceeds. On the same day, Worldline also finalized the sale of its North American operations to Shift4 for an enterprise value of approximately €70 million, further sharpening the Group's strategic focus on its core European payment activities.

    On March 3, Worldline enabled the first Wero online payment transaction in Belgium, with Belgian Red Cross-Flanders becoming the first organization supported by Worldline to adopt the pan-European payment solution in the country. The rollout of Wero for e-commerce broadened Worldline's digital payments offering by enabling merchants to provide instant payment confirmation and simplified reconciliation.

    On March 31, Worldline successfully completed its

    €500 million capital increase, a major milestone which contributed to strengthening the Group's financial position. The transaction comprised two tranches: a reserved capital increase of approximately €108 million, launched on March 6 and subscribed by Bpifrance Participations, Crédit Agricole S.A., and BNP Paribas; and a rights issue of approximately

    €392 million, launched on March 12. The rights issue was highly successful, generating total demand of approximately

    €473 million, corresponding to an oversubscription rate of approximately 121%. Together, these transactions strengthened the Company's capital structure and financial flexibility, supporting its ambition to return to sustainable growth and strong cash flow generation.

    April

    In April, Worldline continued to execute its portfolio optimization strategy while continuing to develop its payment solutions and strategic partnerships.

    On April 14, Worldline announced that it had entered into exclusive negotiations with Cuscal regarding the proposed sale of its New Zealand payment activities for an estimated enterprise value of approximately €17 million. The transaction would further streamline the Group's portfolio by divesting a business that operated independently from its core European activities.

    On April 16, Worldline Greece announced that its Split Bill solution had been awarded Product of the Year 2026 in Greece in the Electronic Payments category. Fully integrated into POS terminals, the solution enables bills to be split instantly without the need for third-party applications or manual calculations, with the objective of improving checkout efficiency, reducing errors, and enhancing the overall customer experience.

    4 Worldline 2026 Half-year Financial Report

    ACTIVITY REPORT

    Worldline in the first half of 2026

    A

    On April 21, POST Luxembourg announced the integration of Worldline Tap on Mobile into its financial services offering for professional customers. The solution enables merchants, self-employed professionals, SMEs, associations, and clubs to accept contactless payments directly on NFC-enabled smartphones and tablets, providing an alternative to traditional payment terminals for certain merchant segments.

    On April 30, Westpay announced a strategic partnership with Worldline in the Nordic region aimed at expanding the payment services in the region and creating new recurring revenue opportunities. Under the agreement, Westpay will route payment transactions through Worldline and offer Dynamic Currency Conversion (DCC) to its merchant base. By combining Worldline's acquiring and DCC capabilities with Westpay's gateway, terminal, SoftPOS, and PSP solutions, the partnership is intended to broaden the range of payment services available across the region.

    May

    On May 4, the Company announced the completion of the divestment of its Electronic Data Management activities to SIX. On the same day, Worldline also announced the proposed sale of its 51% stake in ANZ Worldline Payment Solutions in Australia to ANZ, based on an enterprise value of approximately €107 million on a 100% basis. Together, these transactions marked the successful completion of the Group's portfolio pruning program and its strategic refocus on core European payment activities.

    On May 12, Worldline and EcoFlow announced a strategic partnership aimed at covering EcoFlow's global payment infrastructure across Europe, the United Kingdom, the United States, and other international markets. EcoFlow selected Worldline's Global Collect platform to streamline its global payment operations, benefit from local acquiring capabilities, and improve checkout performance and authorization rates.

    June

    On June 1, Worldline announced the completion of the divestment of its Mobility & e-Transactional Services business to Magellan Partners Group. The transaction was completed at an enterprise value of €400 million, generating net cash proceeds of approximately €280 million, and was in line with the Group's strategic refocusing on payments and the execution of its transformation plan.

    On June 2, Worldline and ING, in collaboration with Mastercard, announced the successful execution of Europe's first end-to-end agentic payment transaction in a live production environment. The demonstration showed that secure and compliant payments initiated by merchant AI agents can operate across multiple European markets using Worldline's pan-European payment infrastructure.

    On June 11, Worldline held its Annual General Meeting, during which shareholders approved all resolutions proposed by the Board of Directors, including the renewal of several directors' mandates. Following the meeting, the Company announced an enhanced governance framework, including the creation of a dedicated Technology and Transformation Committee and a standalone Risk Committee, intended to support the execution of the North Star 2030 plan and reinforce the Group's focus on sustainable value creation.

    On May 19, Worldline and Klarna announced the signing of a framework agreement to expand the availability of Klarna's flexible payment solutions across both online and in-store channels served by Worldline. The rollout will begin with an integration into the Global Collect platform, followed by GoPay and, subsequently, extension to in-store POS terminals. This partnership is expected to enable merchants served by Worldline to offer Klarna's payment options, including Buy Now, Pay Later services.

    Also on May 19, Worldline announced the acquisition of the remaining 20% stake held by Eurobank in their Greek joint venture for €72 million, increasing its ownership of the business to 100%. The transaction supports the simplification objectives outlined in the North Star 2030 plan while maintaining a long-term commercial partnership with Eurobank in Greece.

    On May 29, Worldline announced the completion of the divestment of its New Zealand payment activities to Cuscal Limited for an enterprise value of approximately €17 million. The transaction was structured to ensure business continuity through a transitional technology and software services agreement, while further streamlining the Group's portfolio in line with its strategic priorities.

    On June 15, 2026, Worldline completed its reverse share split, automatically consolidating 40 existing shares into 1 new share.

    On June 24, Worldline announced that it had become the first European payment service provider to enable Click to Pay for recurring payments through its Global Collect platform. The solution is designed to support conversion rates and reduce churn by securely tokenizing payment credentials and keeping them automatically updated. Built on EMVCo standards, it provides a secure subscription payment experience.

    On June 25, Worldline, Crédit Agricole, and Mastercard announced the successful execution of the first agentic payment transaction in production in France. The solution illustrates that Worldline's agentic product is scalable and can be rolled out in all our core markets.

    On June 30, Worldline and Crédit Agricole announced the evolution of their merchant payment partnership, pursuant to which Crédit Agricole acquired all of Worldline's stake in CAWL. The transaction simplifies the existing relationship by transitioning from a joint-venture structure to a commercial partnership while preserving strong operational cooperation between the two groups. CAWL will continue to integrate Worldline's acceptance solutions into its offering, in support of the commercial partnership between Worldline and Crédit Agricole in the French market.

    Worldline 2026 Half-year Financial Report 5

    ACTIVITY REPORT

    Operational review

    A

  2. ‌Operational review

    1. Overview of H1 2026 results

      Worldline's H1 2026 revenue reached €1,897 million, 1.3% below H1 2025 at constant scope and exchange rates.

      The Group's Adjusted EBITDA therefore reached

      €328 million in H1 2026 (17.3% of revenue). EBITDA grew driven by recovery of Australian operations. By segment, Merchant Services' adjusted EBITDA came in at €293 million (€272 million in H1 2025), Financial Services' adjusted EBITDA at €69 million (€87 million in H1 2025) and corporate costs amounted to €34 million in H1 2026 (€32 million in H1 2025).

      Net income Group share came in at -€97 million. On a normalized basis (excluding other operating income net of tax and asset impairments), net income Group share reached €65 million.

      Normalized basic and diluted EPS were both €2.04 in H1 2026, versus €12.49 in H1 2025.

      Free cash flow was -€35 million. It mainly reflects:

      • Rationalisation, integration and acquisition costs of €45m (vs €112m in H1'25);

      • Capex of €121m, below last year's level of €125m;

      • A working capital outflow of €61m.

        At the end of H1 2026, Group net debt amounted to

        €1,165 million, including leases under IFRS16, achieving already the reported leverage below 2x.

        The 2026 published scope excludes MeTS (restated on a specific line under IFRS 5), WL North America

        / PaymentIQ starting March 2026, Cetrel starting May 2026 and WL New Zealand starting June 2026.

        (In € million)

        Revenue

        Adjusted EBITDA

        Adjusted EBITDA %

        H1 2026

        H1 2025*

        Organic change

        H1 2026

        H1 2025*

        Organic change

        H1 2026

        H1 2025*

        Organic change

        Merchant Services

        1,530.3

        1,526.3

        +0.3%

        293.4

        271.9

        +7.9%

        19.2%

        17.8%

        +135 bps

        Financial Services

        366.6

        394.6

        -7.1%

        69.0

        86.7

        -20.4%

        18.8%

        22.0%

        -315 bps

        Corporate costs

        (34.3)

        (31.8)

        +7.8%

        (1.8%)

        (1.7%)

        -15 bps

        WORLDLINE

        1,896.9

        1,921.0

        -1.3%

        328.1

        326.8

        0.4%

        17.3%

        17.0%

        +28 BPS

        * At constant scope and rate at june 2026 YTD average exchange rates (see glossary)

        Merchant Services business unit review

        Merchant Services revenue reached €1,530 million in H1 2026, up 0.3% vs H1 2025.

        In Q1 2026, Merchant Services' revenue reached

        €742 million, stable vs Q1 2025, accelerated by non recurring items. Worldline's Merchant activities have shown volume momentum in Q1, driven by both in-store and online channels with 3.5% growth in acquiring Merchant Sales Value growth.

        The performance by go-to market was the following:

      • SMB: Churn stabilized across all geographies, with accelerating momentum in the Nordics and Germany, and continued underlying growth in Greece, Central Europe and Italy while Switzerland and Benelux are still in turnaround. Growth in acquiring revenue is offset by a decrease in acceptance linked to the accelerated migration from Ogone to GoPay, as well as by the year-on-year evolution of the merchant base impacting terminal revenue;

      • Enterprise: Return to growth driven by Mobility and Self-Service, supported by Worldline's embedded position within industry-specific ecosystems, as illustrated by extended partnerships with RATP and ongoing EV-charging deployments with Alpitronic. MSV and transaction volumes, both online and in-store, increased at a mid-single-digit rate, while residual churn in Retail partly offsets the overall performance. In parallel, One Commerce went live in the UK and Poland during the quarter and is generating traction in Germany. The Group also extended its long-term strategic partnership with a tier 1 retailer, covering AXIS in-store, GoPay online and tokenisation, confirming its role as a core infrastructure partner in complex omnichannel environments;

      • Global Commerce: Revenue declined in line with expectations driven by anticipated churn, notably in eRetail as well as voluntary credit derisking, with continued growth in the Travel & Hospitality verticals thanks to new wins and the ramp-up of existing business. A key highlight in Q1 was the signing of Ecoflow to deliver a unified local acquiring infrastructure across regions, ensuring seamless regional compliance and industry-leading authorization rates.

        6 Worldline 2026 Half-year Financial Report

        A

        ACTIVITY REPORT

        Operational review

        Merchant Services' revenue in Q2 2026 amounted to

        €789 million, up 0.5% vs Q2 2025 and a decline of 2.5% on a net net revenue basis.

        The performance by go-to market was the following:

      • SMB: Good growth in acquiring driven by a continued positive performance in the Nordics, Germany, Greece, Italy and Central & Eastern Europe. Switzerland is showing signs of improvement with Q2 sequentially better than Q1, and Benelux is still turning around. Acceptance is lower, impacted by churn linked to the migration from SMB portfolios to GoPay;

      • Enterprise: Self-service and Mobility is continuing to deliver strong growth, driven by Petrol & transportation and promising geographic expansion, while MSV and transaction volumes, continued to increase at a mid-single-digit rate. Retail is stable. During the quarter, the Group extended certain partnerships in the Mobility & Self-Service and Consumer Goods verticals. Notably, it won a significant contract with the Independent Authority for Public Revenue in Greece to enable the clearing of

        non-domestic cards via the DIAS NSP platform (Greek hub for credit transfers and direct debits). Additionally, Salesforce Commerce Cloud (SFCC) was connected to Worldline's commerce platform, mainly operating in Germany and Austria, opening the omnichannel portfolio for all users of SFCC as their shop system;

      • Global Commerce: While the division remains impacted by anticipated churn and proactive portfolio derisking, it is now well advanced in its turnaround, on the back of the return to growth of the Global Collect entity. The refocused operating model leverages a fully modernised stack and benefits of Worldline acquiring to regain momentum in its two core segments, travel and digital. In the period, Global Collect has increased share of wallets with major brands, through geographic expansion and additional payments methods, while winning new clients. Global Collect has successfully piloted Wero with a major airline, has been the first European operator of Click to pay for recurring payments while being ready for agentic commerce.

        Financial Services business unit review

        Financial Services revenue reached €367 million in H1 2026, representing an organic decline of -7,1%.

        Q1 2026 revenue reached €182 million, -7.4% vs Q1 2025. Q1'26 performance continues to be impacted by previously lost and decommissioned contracts. The performance by division was the following:

      • Issuing : Revenue decline primarily driven by contract terminations. Continued progress in issuing capabilities, with ongoing enhancements in digital, in-app, and value-added features to support future growth;

      • Acquiring : Slight revenue growth supported by new business development and higher underlying transaction volumes, particularly in Germany, France, and Belgium. Continued strengthening of resilience, backup, and offline capabilities;

      • Account & Instant Payments: Lower revenues reflecting legacy contract terminations, partly mitigated by continued growth in Instant Payments and CSM volumes. Ongoing product developments across SWIFT Bureau services, RTP, and liquidity management;

      • Digital Services & Fraud: Revenue growth driven by ACS, wallet solutions, and trusted authentication, with strong volumes in France and Belgium. Continued innovation through next-generation digital identity solutions leveraging FIDO standards and enhanced Wero value-added services for deeper bank integration.

        Q2 2026 revenue reached €184 million, down 6.9% vs Q2 2025, strongly affected by already identified client terminations. Order intakes and build revenue recognition have beentaking more time to materialise in the context of the turnaround. The underlying commercial dynamic is positive, which should lead to a progressive improvement. The performance by segment was the following:

      • Issuing: Revenue decline driven by anticipated contract terminations while new project deliveries are partially offsetting the decline. A major deal was signed in the Netherlands with ABN Amro demonstrating the strength of Worldline value proposition;

      • Acquiring: The company has positive volume developments in most regions (Germany, France and Belgium) and is supporting clients in developing Wero acceptance;

      • Account & Instant Payments: Legacy contract terminations led to lower revenues, though this impact was partly mitigated by volume growth in Instant Payments and CSM, alongside strong commercial momentum in account-to-account (A2A) infrastructure connectivity via the Worldline Service Bureau;

      • Digital Services & Fraud : Revenue growth was driven by ACS, wallet solutions, and trusted authentication, backed by strong volumes in France and Belgium and the successful execution of the first European end-to-end agentic payment transactions.

        Worldline 2026 Half-year Financial Report 7

        ACTIVITY REPORT

        Operational review

        A

        In the second quarter, Worldline recorded a number of wins, including the following:

      • Worldline announced a partnership with ABN Amro/ICS for the outsourcing of payments operations, including credit card issuing, transaction processing, the IT platform and customer services;

      • Worldline also signed a partnership supporting the Centrale Bank van Aruba and the Centrale Bank van Curaçao en Sint Maarten with one domestic Verification of Payee scheme, adding a key fraud layer and protecting on-island and cross-island transactions;

      • Worldline will support BNP Paribas in the Netherlands to migrate to Wero and will continue to process Wero when the Dutch market shifts to Wero in 2028.

    2. Statutory to constant scope and foreign exchange rates reconciliation

      For the analysis of the Group's performance, revenue and adjusted EBITDA for H1 2026 are compared with H1 2025 revenue and adjusted EBITDA at constant scope and exchange rates. Reported performance in the prior year period has been adjusted to exclude the effects of acquisitions, disposals, and changes in consolidation scope, as well as the impact of fluctuations in foreign exchange rates (see definition in the glossary). Reconciliation between the H1 2025 reported revenue and Adjusted EBITDA and the H1 2025 revenue and adjusted EBITDA at constant scope and foreign exchange rates is presented below per Global Business Lines:

      (In € million)

      Revenue

      H1 2025 *

      Scope effect** Exchange rates effect

      H1 2025 ***

      Merchant Services

      1,574.0

      (44.9) (2.7)

      1,526.3

      Financial Services

      396.5

      (3.1) 1.2

      394.6

      WORLDLINE

      1,970.5

      (48.0) (1.5)

      1,921.0

      * In application of IFRS 5, comparative data at June 30, 2025 has been restated due to the classification of the MeTS business and other activities as "discontinued operations" (refer to Note 4 of the consolidated financial statements).

      ** At June 2025 average exchange rates

      *** At constant scope and rate at June 2026 YTD average exchange rates

      (In € million)

      Adjusted EBITDA

      H1 2025 *

      Scope effect** Exchange rates effect

      H1 2025 ***

      Merchant Services

      292.4

      (23.5) 3.0

      271.9

      Financial Services

      86.9

      (1.7) 1.5

      86.7

      Corporate costs

      (32.0)

      0.0 0.2

      (31.8)

      WORLDLINE

      347.3

      (25.1) 4.7

      326.8

      * In application of IFRS 5, comparative data at June 30, 2025 has been restated due to the classification of the MeTS business and other activities as "discontinued operations" (refer to Note 4 of the consolidated financial statements).

      ** At June 2025 average exchange rates

      *** At constant scope and rate at June 2026 YTD average exchange rates

      Over the semester, compared with the same period last year, exchanges rates were mainly driven by:

      • The appreciation of the Swiss franc and Swedish krona against the euro.

      • The depreciation of the Turkish lira against the euro.

      Scope effects in H1 2025 are mainly linked to the disposal of PaymentIQ, North American activities, Electronic Data Management (Cetrel) and New Zealand payment activities up until the closing date.

      8 Worldline 2026 Half-year Financial Report

      ACTIVITY REPORT

      Operational review

      A

    3. Performance by Global Business Line - Fully pruned basis

      To facilitate an understanding of the Group's performance on a basis comparable to its announced outlook, the company has chosen to include analytical data on a "fully pruned" basis, in addition to its standard activity report. For the data "on a fully pruned basis", the 2026 period and the prior year period are restated to exclude the full contributions of the entities for which the divestment has been closed or announced (MeTS, Payment IQ, Worldline North America, Electronic Data Services (ex-Cetrel), Worldline India Merchant Services, Worldline New Zealand and Worldline Australia).

      The table and commentary by global business line below are on a fully pruned basis.

      (In € million)

      Revenue

      Adjusted EBITDA

      Adjusted EBITDA %

      H1 2026

      H1 2025*

      Organic change

      H1 2026

      H1 2025*

      Organic change

      H1 2026

      H1 2025*

      Organic change

      Merchant Services

      1,373.0

      1,348.8

      +1.8%

      260.7

      247.5

      +5.4%

      19.0%

      18.3%

      +64 bps

      Financial Services

      362.5

      390.3

      (7.1%)

      67.0

      83.7

      (20.0%)

      18.5%

      21.4%

      (296 bps)

      Corporate costs

      (33.6)

      (31.8)

      +5.5%

      (1.9%)

      (1.8%)

      (10 bps)

      WORLDLINE

      1,735.5

      1,739.1

      (0.2%)

      294.0

      299.3

      (1.8%)

      16.9%

      17.2%

      (27 BPS)

      * At fully pruned scope and June 2026 YTD average exchange rates

      1. Merchant Services business unit review

        Merchant Services revenue reached €1,373 million in H1 2026, up 1.8% vs H1 2025.

        In Q1 2026, Merchant Services' revenue reached

        €652 million, up 1.6% vs Q1 2025, accelerated by non recurring items. Worldline's Merchant activities have shown volume momentum in Q1, driven by both in-store and online channels with 3.5% growth in acquiring Merchant Sales Value growth.

        The performance by go-to market was the following:

        • SMB: Churn stabilized across all geographies, with accelerating momentum in the Nordics and Germany, and continued underlying growth in Greece, Central Europe and Italy while Switzerland and Benelux are still in turnaround. Growth in acquiring revenue is offset by a decrease in acceptance linked to the accelerated migration from Ogone to GoPay, as well as by the year-on-year evolution of the merchant base impacting terminal revenue;

        • Enterprise: Return to growth driven by Mobility and Self-Service, supported by Worldline's embedded position within industry-specific ecosystems, as illustrated by extended partnerships with RATP and ongoing EV-charging deployments with Alpitronic. MSV and transaction volumes, both online and in-store, increased at a mid-single-digit rate, while residual churn in Retail partly offsets the overall performance. In parallel, One Commerce went live in the UK and Poland during the quarter and is generating traction in Germany. The Group also extended its long-term strategic partnership with a tier 1 retailer, covering AXIS in-store, GoPay online and tokenisation, confirming its role as a core infrastructure partner in complex omnichannel environments;

        • Global Commerce: Revenue declined in line with expectations driven by anticipated churn, notably in eRetail as well as voluntary credit derisking, with continued growth in the Travel & Hospitality verticals thanks to new wins and the ramp-up of existing business. A key highlight in Q1 was the signing of Ecoflow to deliver a unified local acquiring infrastructure across regions, ensuring seamless regional compliance and industry-leading authorization rates.

          Merchant Services' revenue in Q2 2026 amounted to

          €721 million, up 2.0% vs Q2 2025 and a decline of 2.1% on a net net revenue basis.

          The performance by go-to market was the following:

        • SMB: Good growth in acquiring driven by a continued positive performance in the Nordics, Germany, Greece, Italy and Central & Eastern Europe. Switzerland is showing signs of improvement with Q2 sequentially better than Q1, and Benelux is still turning around. Acceptance is lower, impacted by churn linked to the migration from SMB portfolios to GoPay;

        • Enterprise: Self-service and Mobility is continuing to deliver strong growth, driven by Petrol & transportation and promising geographic expansion, while MSV and transaction volumes, continued to increase at a mid-single-digit rate. Retail is stable. During the quarter, the Group extended certain partnerships in the Mobility & Self-Service and Consumer Goods verticals. Notably, it won a significant contract with the Independent Authority for Public Revenue in Greece to enable the clearing of non-domestic cards via the DIAS NSP platform (Greek hub for credit transfers and direct debits). Additionally, Salesforce Commerce Cloud (SFCC) was connected to Worldline's commerce platform, mainly operating in Germany and Austria, opening the omnichannel portfolio for all users of SFCC as their shop system;

          Worldline 2026 Half-year Financial Report 9

          ACTIVITY REPORT

          Operational review

          A

        • Global Commerce: While the division remains impacted by anticipated churn and proactive portfolio derisking, it is now well advanced in its turnaround, on the back of the return to growth of the Global Collect entity. The refocused operating model leverages a fully modernised stack and benefits of Worldline acquiring to regain momentum in its two core segments, travel and digital. In

          the period, Global Collect has increased share of wallets with major brands, through geographic expansion and additional payments methods, while winning new clients. Global Collect has successfully piloted Wero with a major airline, has been the first European operator of Click to pay for recurring payments while being ready for agentic commerce.

      2. Financial Services business unit review

        Financial Services revenue reached €363 million in H1 2026, representing an organic decline of -7.1%.

        Q1 2026 revenue reached €179 million, -7.4% vs Q1 2025. Q1'26 performance continues to be impacted by previously lost and decommissioned contracts. The performance by division was the following:

        • Issuing : Revenue decline primarily driven by contract terminations. Continued progress in issuing capabilities, with ongoing enhancements in digital, in-app, and value-added features to support future growth;

        • Acquiring : Slight revenue growth supported by new business development and higher underlying transaction volumes, particularly in Germany, France, and Belgium. Continued strengthening of resilience, backup, and offline capabilities;

        • Account & Instant Payments: Lower revenues reflecting legacy contract terminations, partly mitigated by continued growth in Instant Payments and CSM volumes. Ongoing product developments across SWIFT Bureau services, RTP, and liquidity management;

        • Digital Services & Fraud: Revenue growth driven by ACS, wallet solutions, and trusted authentication, with strong volumes in France and Belgium. Continued innovation through next-generation digital identity solutions leveraging FIDO standards and enhanced Wero value-added services for deeper bank integration.

          Q2 2026 revenue reached €183 million, down 6.9% vs Q2 2025, strongly affected by already identified client terminations. Order intakes and build revenue recognition have been taking more time to materialise in the context of the turnaround. The underlying commercial dynamic is positive, which should lead to a progressive improvementThe performance by segment was the following:

        • Issuing: Revenue decline driven by anticipated contract terminations while new project deliveries are partially offsetting the decline. A major externalisation deal was signed in the Netherlands early July with ABN Amro/ICS to manage their credit card portfolio, confirming the positioning and potential of Worldline value proposition in this domain;

        • Acquiring: The company has positive volume developments in most regions (Germany, France and Belgium) and is supporting clients in developing Wero acceptance;

        • Account & Instant Payments: Legacy contract terminations led to lower revenues, though this impact was partly mitigated by volume growth in Instant Payments and CSM, alongside strong commercial momentum in account-to-account (A2A) infrastructure connectivity via the Worldline Service Bureau;

        • Digital Services & Fraud : Revenue growth was driven by ACS, wallet solutions, and trusted authentication, backed by strong volumes in France and Belgium and the successful execution of the first European end-to-end agentic payment transactions.

          In the second quarter, Worldline recorded a number of wins, including the following:

        • Worldline announced a partnership with ABN Amro/ICS for the outsourcing of payments operations, including credit card issuing, transaction processing, the IT platform and customer services;

        • Worldline also signed a partnership supporting the Centrale Bank van Aruba and the Centrale Bank van Curaçao en Sint Maarten with one domestic Verification of Payee scheme, adding a key fraud layer protecting on-island and cross-island transactions.

        • Worldline will support BNP Paribas in the Netherlands to migrate to Wero and will continue to process Wero when the Dutch market shifts to Wero in 2028.

          10 Worldline 2026 Half-year Financial Report

          ACTIVITY REPORT

          Operational review

          A

      3. Reconciliation from published figures to fully pruned figures

        In the following tables, the Group's fully pruned revenue and adjusted EBITDA figures per Global Business Line for H1 2026 are reconciled with H1 2026 published revenue and adjusted EBITDA figures :

        In € million

        Revenue

        H1 2026 published

        Scope effects

        H1 2026 fully pruned

        Merchant Services

        1,530.3

        -157.3

        1,373.0

        Financial Services

        366.6

        -4.1

        362.5

        WORLDLINE

        1,896.9

        -161.4

        1,735.5

        In € million

        Adjusted EBITDA

        H1 2026 published

        Scope effects

        H1 2026 fully pruned

        Merchant Services

        293.4

        -32.7

        260.7

        Financial Services

        69.0

        -2.1

        67.0

        Corporate costs

        -34.3

        +0.7

        -33.6

        WORLDLINE

        328.1

        -34.0

        294.0

        In the following tables, the Group's fully pruned revenue and adjusted EBITDA figures per Global Business Line for H1 2025 are reconciled with H1 2025 published revenue and adjusted EBITDA figures :

        In € million

        Revenue

        H1 2025 published

        Scope effects**

        Exchange rates

        effects

        H1 2025 fully

        pruned*

        Merchant Services

        1,574.0

        -229.0

        +3.8

        1,348.8

        Financial Services

        396.5

        -7.3

        +1.2

        390.3

        WORLDLINE

        1,970.5

        -236.3

        +5.0

        1,739.1

        * At June 2026 YTD average exchange rates

        ** At 2025 average exchange rates

        In € million

        Adjusted EBITDA

        H1 2025 published

        Scope effects**

        Exchange rates

        effects

        H1 2025 fully

        pruned*

        Merchant Services

        292.4

        -48.8

        +3.8

        247.5

        Financial Services

        86.9

        -4.7

        +1.5

        83.7

        Corporate

        -32.0

        +0.0

        +0.2

        -31.8

        WORLDLINE

        347.3

        -53.5

        +5.5

        299.3

        * At June 2026 YTD average exchange rates

        ** At 2025 average exchange rates

        Worldline 2026 Half-year Financial Report 11

        ACTIVITY REPORT

        Operational review

        A

    4. Human resources

      The total headcount is 14 528 at the end of June 2026, -451 staff over the semester, a decrease compared to December 2025. This variation is mainly driven by the disposal of businesses (Note 4 - Assets Held for Sale) and disciplined workforce management.

      Headcount

      Global Competence Center

      Other scope

      Dec 2025

June 2026

effects Hiring Voluntary Involuntary Others

Asia Pacific

1,337

+13

+117

-11

-45

-1

1,410

Central & Eastern Europe

1,307

+1

+347

-17

-62

-11

1,565

Total GCC *

2,644

+14

+464

-28

-107

-12

2,975

Non Global Competence Center

Americas

202

-132

+0

-5

-5

+0

60

Asia Pacific

2,143

-187

+46

-18

-80

-6

1,898

Central & Eastern Europe

3,556

+0

+47

-39

-52

-16

3,496

Northern Europe

3,031

-43

+35

-45

-93

-32

2,853

Southern Europe

3,403

-84

+65

-42

-65

-31

3,246

Total non GCC *

12,335

-446

+193

-149

-295

-85

11,553

WORLDLINE

14,979

-432

+657

-177

-402

-97

14,528

* GCC : Global Competence Center (India & Romania) - offshore internal supplier

12 Worldline 2026 Half-year Financial Report

ACTIVITY REPORT

FY'26 guidance

A

  1. ‌FY'26 guidance

Now that all the divestments are mostly done, with 5 assets already closed (MeTS, Worldline North America, Cetrel, PaymentIQ and Worldline NZ) and 2 others signed (MS India and ANZ Worldline), the 2026 outlook is presented for the fully pruned scope.

The Company's outlook for 2026 on a fully pruned basis is :

  • Revenue growth outlook for the year from flat to marginally positive (previously low-single digit organic growth), confirming anticipated dynamics in Merchant Services while reflecting timing effects from Financial Services' commercial rebound;

  • Adj. EBITDA guidance of €630M to €650M confirmed, supported by strong cost discipline and continued North Star execution;

  • Free cash flow guidance improved to €(60)M-€(40)M, driven by tighter capital allocation and enhanced operational discipline.

Worldline 2026 Half-year Financial Report 13

B ‌Financial Review

FINANCIAL REVIEW

Income statement

B

In this financial review, the financial statements as of and for the period ended June 2026 are compared with the consolidated financial statements as issued for the similar period in 2025.

  1. ‌Income statement

    The Group reported a net loss attributable to continued operations (attributable to owners of the parent company Worldline SA) of €96.7 million for the half year 2026 (compared to a net loss to continued operations of €4,246.6 million for the half year 2025 restated).

    The normalized net income attributable to owners of the parent before unusual and infrequent items (net of tax) in June 2026 is

    €65.3 million, representing 3.4% of revenue, compared to €87.5 million in June 2025 restated.

    1. Reconciliation from operating margin to net income

      In € million

      6 months ended June 30, 2026

      % of revenue

      6 months ended June 30, 2025 *

      % of revenue

      Operating margin

      165.4

      8.7%

      167.4

      8.5%

      Other operating income/(expenses)

      (228.2)

      (4,260.9)

      Operating income

      (62.8)

      -3.3%

      (4,093.5)

      -207.7%

      Net financial income/(expenses)

      (64.1)

      (183.2)

      Tax income/(charge)

      30.8

      15.7

      Share of net profit/(loss) of associates

      (1.6)

      2.5

      Non-controlling interests

      0.9

      11.9

      Net income/(loss) - Attributable to continued operations

      (96.7)

      -5.1%

      (4,246.6)

      -215.5%

      Net income/(loss) - Attributable to discontinued operations

      37.7

      2.0%

      28.8

      1.5%

      Net income/(loss) - Attributable to owners of the parent

      (59.0)

      -3.1%

      (4,217.8)

      -214.0%

      Normalized net income - Attributable to owners of the parent

      65.3

      3.4%

      87.5

      4.4%

      * In application of IFRS 5, comparative data at June 30, 2025 has been restated due to the classification of the MeTS business and other activities as "discontinued operations" (refer to Note 4).

      Worldline 2026 Half-year Financial Report 15

      FINANCIAL REVIEW

      Income statement

      B

    2. Adjusted EBITDA

      Adjusted EBITDA represents the underlying operational performance of the current business and is analyzed in the operational review.

      (In € million)

      6 months ended June 30, 2026

      6 months ended June 30, 2025*

      Variation

      Operating margin

      165.4

      167.4

      (2.0)

      + Depreciation of fixed assets

      154.7

      171.1

      (16.4)

      + Net book value of assets sold/written off

      1.2

      1.4

      (0.2)

      +/- Net charge/(release) of pension provisions

      (0.8)

      2.3

      (3.1)

      +/- Net charge/(release) of provisions

      7.5

      5.1

      2.5

      Adjusted EBITDA

      328.1

      347.2

      (19.2)

      * In application of IFRS 5, comparative data at June 30, 2025 has been restated due to the classification of the MeTS business and other activities as "discontinued operations" (refer to Note 4).

    3. Other operating income and expenses

      Other operating income and expenses represent a net expense of €228.2 million for the six-month period ended June 2026. The following table presents this amount by nature:

      (In € million)

      6 months ended June 30, 2026

      6 months ended June 30, 2025*

      Goodwill impairment

      -

      (4,060.0)

      Customer relationships and acquired technologies amortization

      (120.0)

      (115.7)

      Rationalization and associated costs

      (15.1)

      (42.3)

      Integration and acquisition costs

      (17.4)

      (29.6)

      Equity based compensation & associated costs

      (5.3)

      (13.1)

      Other items

      (70.4)

      (0.2)

      TOTAL OTHER OPERATING INCOME AND EXPENSES

      (228.2)

      (4,260.9)

      * In application of IFRS 5, comparative data at June 30, 2025 has been restated due to the classification of the MeTS business and other activities as "discontinued operations" (refer to Note 4).

      In June 2025, goodwill impairment of €4,060.0 million was related to the decrease in value of Merchant Services GBL (see note 9 "Goodwill").

      Rationalization and associated costs of €15.1 million are mainly related to costs incurred in the High Business Risk (HBR) sector to strengthen the management of risks associated with merchants for €7.5 million, and transformation costs for €5.4 million.

      Integration and acquisition costs reached €17.4 million, decreasing by €12.2 million, in relation with the ramp-down of integration and synergy implementation related to past acquisitions. The main costs of the period were related to :

      • Costs in relation with integration representing €9.3 million, principally for the platform convergence of the jointly held entity in Australia with ANZ;

      • Risk and compliance costs for €5.8 million related to projects to reinforce Risk and AML/CFT (Anti Money Laundering / Countering Financing of Terrorism), and other risk and compliance costs mainly for operationalization, in particular on previously acquired scopes. These costs consist mainly of expenses to adjust and harmonize processes and systems like merchant onboarding diligences, processes of storage of related information, etc.

      Other items totaled €70.4 million and are mainly related to a loss resulting from the various divestitures carried out during the half-year generated largely by cumulative translation adjustment reserves booked in P&L (€56.5 million mainly due to New Zealand dollar). Refer to Note 3 "Main changes in the scope of consolidation".

      16 Worldline 2026 Half-year Financial Report

      FINANCIAL REVIEW

      Income statement

      B

    4. Net financial result

      Net financial expenses amounted to €64.1 million for the period (compared to an expense of €183.2 million for the 6 months ended June 30, 2025), and were made up of:

      • Expenses of net financial debt of €33.3 million (against expenses of €13.2 million for the 6 months ended June 30, 2025); and

      • Net other financial expenses (including the impact of foreign exchange) of €30.8 million (against €170 million for the 6 months ended June 30, 2025).

        The expenses of net financial debt of €33.3 million are mainly made up by the following effects:

      • The interests expenses linked to straight bonds (€44.7 million) and convertible bonds (€1.6 million);

      • The income interests from cash and cash equivalents (€11.0 million) ;

        Other items of financial result were mainly composed of:

      • Foreign exchange losses for €13.4 million (€8.4 million loss for the first half of 2025), mainly driven by hyperinflation in Argentina and Turkey for a negative impact of €11.7 million;

      • Net Financial interests on lease liabilities for €6.5 million (€6.3 million for the first half of 2025);

      • The change in the fair value of other financial instruments amounted to nil, compared with a negative fair value of

        €144.2 million as of June 30, 2025, mainly reflecting the full impairment of the Poseidon Holdco preferred shares recognized in 2025.

      • Pension financial costs for €2.7 million;

      • Other financial expenses for €10.1 million (€12.3 million in June 2025), mainly due to financial expenses associated to financial agreements entered into with merchants, notably in Australia; and

      • Other financial income for €2.2 million (€3.2 million in June 2025).

    5. Corporate tax

      The tax income for the six-month period ended June 30, 2026, was €30.8 million with a loss before tax of €126.8 million. The annualized Effective Tax Rate (ETR) was 24.3% compared with 0.4% after the reclassification of the MeTS business and other activities as "discontinued operations" for the first semester of 2025. In 2025, after the restatement of the goodwill impairment of €4,060.0 million euros and the fair value of the Poseidon Holdco's preferred shares of €141.7 million, the annualized Effective Tax Rate (ETR) was 20.9%.

      On the first half of 2026, the impact related to Pillar 2 was not significant in both value and in the calculation of the ETR.

    6. Non-controlling interests and associates

      The non-controlling interests and associates at the end of June 2026 constituted a loss of €0.9 million, compared to a loss of

      €11.9 million at the end of the first semester 2025.

      Worldline 2026 Half-year Financial Report 17

      FINANCIAL REVIEW

      Income statement

      B

    7. Normalized net income

      The normalized net income attributable is defined as net income excluding other operating income and expenses (Group share), net of tax. For the first semester 2026, the amount was €65.3 million compared to €87.5 million for the first half of 2025.

      (In € million)

      6 months ended June 30, 2026

      6 months ended June 30, 2025*

      Net income - Attributable to owners of the parent

      (96.7)

      (4 246.6)

      Other operating income and expenses (Group share)

      214.0

      4 233.7

      Financial loss on fair value of preferred shares (Group's share)

      -

      141.7

      Tax impact on other operating items

      (52.0)

      (41.3)

      Normalized net income - Attributable to owners of the parent

      65.3

      87.5

      * In application of IFRS 5, comparative data at June 30, 2025 has been restated due to the classification of the MeTS business and other activities as "discontinued operations" (refer to Note 4).

    8. Half year Earning Per Share

      Basic and diluted earnings per share (EPS) are reconciled in the table below. As at June 30, 2026 (same as June 30, 2025), there is no potentially dilutive instruments as all equity instruments are potentially relutive.

      In € million - attribuable to the owner of the parent from continuing operations

      6 months ended June 30, 2026

      % of revenue

      6 months ended June 30, 2025*

      % of revenue

      Net income - continued [a]

      (96.7)

      (5.1%)

      (4,246.6)

      (192.6%)

      Diluted net income - continued [b]

      (96.7)

      (5.1%)

      (4,246.6)

      (192.6%)

      Normalized net income - continued [c]

      65.3

      3.4%

      87.5

      4.0%

      Normalized diluted net income - continued [d]

      65.3

      3.4%

      87.5

      4.0%

      Average number of shares [e]

      31,940,805

      7,004,333**

      Diluted average number of shares [f]

      31,940,805

      7,004,333**

      In €

      Basic EPS [a] / [e]

      (3.03)

      (606,28)**

      Diluted EPS [b] / [f]

      (3.03)

      (606,28)**

      Normalized basic EPS [c] / [e]

      2.04

      12,49**

      Normalized diluted EPS [d] / [f]

      2.04

      12,49**

      * In application of IFRS 5, comparative data at June 30, 2025 has been restated due to the classification of the MeTS business and other activities as "discontinued operations" (refer to Note 4).

      ** In application of IAS 33 comparative data at June 30, 2025 has been restated due to reverse share split (refer to Note 14)

      18 Worldline 2026 Half-year Financial Report

      FINANCIAL REVIEW

      Cash flow

      B

  2. ‌Cash flow

    (in € million)

    6 months ended June 30, 2026

    6 months ended June 30, 2025

    (Restated)(*)

    Adjusted Earnings Before Interest, Taxes, Depreciation, and Amortization (Adjusted EBITDA)

    328.1

    347.2

    Capital expenditures

    (120.5)

    (125.0)

    Lease expenditures (Lease under IFRS16)

    (57.5)

    (62.0)

    Change in working capital requirement

    (60.9)

    37.2

    Cash from operation

    89.2

    197.4

    Taxes paid

    (37.2)

    (49.7)

    Net interest paid on financial debt

    (35.2)

    (13.7)

    Integration and acquisition costs

    (17.7)

    (33.9)

    Rationalization & associated costs in other operating income

    (27.5)

    (77.8)

    Other changes

    (6.6)

    (1.4)

    Free Cash Flow

    (35.0)

    20.8

    Net material acquisitions and disposal

    271.0

    (135.2)

    Capital increase

    489.1

    (0.0)

    Portion of convertible bonds in equity / debt

    (1.6)

    (8.0)

    Net Long term financial investments

    (12.9)

    (2.1)

    Variance in lease liabilities

    56.3

    18.2

    Dividends (paid) / received

    (18.1)

    (14.7)

    Change in net cash/(debt)

    748.9

    (121.1)

    OPENING NET CASH/(DEBT) - DECEMBER 31, 2025 PUBLISHED

    (2,219.2)

    (2,012.0)

    OPENING NET CASH/(DEBT) - AFTER IFRS9 AMENDMENT(**)

    (2,208.4)

    (2,012.0)

    Change in net cash/(debt)

    748.9

    (121.1)

    Reclassification of cash and cash equivalents from Asset held for sale

    26.2

    19.2

    Foreign exchange rate fluctuation on net cash/(debt)

    (12.1)

    (10.8)

    Reclassification of cash and cash equivalents from discontinued operations

    280.7

    (66.6)

    CLOSING NET CASH/(DEBT)

    (1,164.8)

    (2,191.4)

    (*) In application of IFRS 5, comparative data at June 30, 2025 has been restated due to the classification of the MeTS business and other activities as "discontinued operations" (refer to Note 4).

    (**) Following the first-time application of the IFRS 9 amendments (see note 1 Accounting rules and policies), the opening balance of cash and cash equivalents presented in the consolidated statement of cash flows has been adjusted by €10.8 million. The adjustment relates to payment instructions that had been initiated and derecognized before December 31, 2025 but did not meet the conditions of the accounting policy option for electronic payment systems applied by the Group from January 1, 2026.

    Free cash flow represented the change in net cash or net debt, excluding equity changes, dividends paid, impact of foreign exchange rate fluctuations on opening net cash balance, and net acquisitions and disposals. The free cash flow reached a negative amount of €35.0 million during the first semester 2026, compared to a positive amount of

    €20.8 million during the first semester 2025.

    Adjusted EBITDA of €328.1 million, representing 17.3% of revenue.

    Capital expenditures amounted to €120.5 million, or 6.4% of revenue. The part related to investments in software platforms through capitalized costs, in connection with the modernization of proprietary technological platforms, amounted to €83.5 million.

    The negative change in working capital requirement

    amounted to €60.9 million.

    The Group may factor part of its account receivables in the normal course of its day-to-day treasury management. As at June 30, 2026, the amount received for factored receivables is €24.9 million.

    Cash out related to taxes paid reached €37.2 million.

    Cash outflows linked to rationalization and associated costs represented €27.5 million, mainly related to Power24 payment of the 2025's accrual.

    Integration and acquisition costs of €17.7 million are mainly explained by :

    • the set-up of the jointly held entity in Australia with ANZ;

    • Compliance costs mainly for operationalization, in particular on previously acquired scopes, and to reinforce operationalisation of AML/CFT (Anti Money Laundering / Countering Financing of Terrorism).

      Worldline 2026 Half-year Financial Report 19

      FINANCIAL REVIEW

      Cash flow

      B

      Other changes affecting the Free Cash Flow resulted in a negative impact of €6.6 million, compared to a negative impact of €1.4 million for the six-months ended June 2025.

      Net outflow related to cost of net debt of €35.2 million includes interests on bonds, cashpooling and other financial debts.

      The net material acquisitions and disposal included mainly:

    • The net impacts of the sales of (see note 3 - Main changes in the scope of consolidation) :

      • Divestment of payments orchestration platform PaymentIQ for €157.5 million ;

      • Divestment of North America activities for

        €68.9 millions ;

      • Divestment of Electronic Data Management (Cetrel) for

        €35.2 million ; and

      • Divestment of New Zealand Payment activities for

        €20.8 million.

    • The acquisition of a merchant portfolio from Credito Emiliano S.p.A (Credem);

    In the first semester 2026, the €489.1 million Capital increase mainly corresponds to Worldline SA reserved capital increase for €108 million and the capital increase with preferential subscription rights for €392 million (see note 2

    - Significant events of the semester).

    Negative net debt effect of convertible bonds reached

    €1.6 million, representing related interests. Net long term financial investments amounted to €12.9 million.

    The positive change in lease liabilities amounting to

    €56.3 million euros is due to the decrease in lease liabilities, mainly as a result of fewer major leases being signed in the real estate sector than rental payments.

    Foreign exchange rate fluctuation, which is determined on debt or cash exposure by country, had a negative impact of

    €12.1 million.

    The information reported for the six-month period ended June 30, 2025 has been restated to reflect the classification of the MeTS business and certain other activities as discontinued operations (see Note 4), as follows:

    (in € million)

    6 months ended June 30, 2025

    (Published)

    IFRS 5

    6 months ended June 30, 2025

    restated

    Adjusted Earnings Before Interest, Taxes, Depreciation, and Amortization (Adjusted EBITDA)

    400.8

    (53.6)

    347.2

    Capital expenditures

    (134.5)

    9.4

    (125.0)

    Lease expenditures (lease under IFRS 16)

    (68.4)

    6.4

    (62.0)

    Change in working capital requirement

    25.1

    12.0

    37.2

    Cash from operation

    223.1

    (25.7)

    197.4

    Taxes paid

    (50.3)

    0.6

    (49.7)

    Net interest paid on financial debt

    (12.2)

    (1.5)

    (13.7)

    Rationalization & associated costs in other operating income

    (82.6)

    4.8

    (77.8)

    Integration and acquisition costs

    (36.8)

    2.9

    (33.9)

    Other changes

    (1.3)

    (0.1)

    (1.4)

    Free Cash Flow

    39.8

    (18.9)

    20.8

    Net material acquisitions and disposal

    (135.2)

    -

    (135.2)

    Capital increase

    (0.0)

    -

    (0.0)

    Portion of convertible bonds in equity/debt

    (8.0)

    -

    (8.0)

    Net long term financial investments

    (2.3)

    0.2

    (2.1)

    Variance in lease liabilities

    18.6

    (0.4)

    18.2

    Dividends (paid) / received

    (14.7)

    -

    (14.7)

    Change in net cash/(debt)

    (101.9)

    (19.2)

    (121.1)

    Opening net cash/(debt)

    (2,012.0)

    -

    (2,012.0)

    Change in net cash/(debt)

    (101.9)

    (19.2)

    (121.1)

    Foreign exchange rate fluctuation on net cash/(debt)

    (10.8)

    -

    (10.8)

    Reclassification of cash and cash equivalents from Asset held for sale

    -

    19.2

    19.2

    Reclassification of cash and cash equivalents from discontinued operations

    -

    (66.6)

    (66.6)

    CLOSING NET CASH/(DEBT)

    (2,124.8)

    (66.6)

    (2,191.4)

    20 Worldline 2026 Half-year Financial Report

    FINANCIAL REVIEW

    Financing policy

    B

  3. ‌Financing policy

    Financing structure

    Worldline's expected liquidity requirements are covered by its gross cash position, its long-term committed credit facilities, access to commercial paper programs and bond market, and operating cash generation.

    Worldline has entered a "Negotiable European Commercial Papers" program (NEU CP) on April 12, 2019 to optimize its financial charges and improve Group's cash for a maximum initial amount of €600 million increased to €1,000 million in December 2020. At June 30, 2026, €2 million was outstanding under the program while no amount was outstanding as at December 31, 2025. NEU CP issuances are executed on a rolling basis depending on short-term needs and market conditions.

    On July 4, 2024, Worldline entered into a €1,125 million Revolving Credit Facility ("RCF") maturing in July 2029, with two one-year extension options at the lenders' discretion. This facility is supported by a pool of 17 international banks.

    In May 2025, Worldline obtained approval of all lenders for an extension of one year (from July 2029 to July 2030) regarding its €1,125 million Revolving Credit Facility (RCF).

    In June 2026, the second extension has been requested and approved for a total amount of € 900 million. Therefore, the total Facility amount until July 31st 2030 is € 1,125 million and between August 1st, 2030 and the final maturity of August 1st, 2031 is € 900 million. As of June 30, 2026, the RCF was fully undrawn. Drawdowns under the RCF may be requested at any time, subject to compliance with usual conditions precedent.

    In the bond market, Worldline has issued several instruments, some of which falling under its €4 billion EMTN program. The terms and conditions of these bonds reflect standard Investment Grade documentation :

    In June 2020, in the context of the financing of the cash component of the acquisition of Ingenico, Worldline completed two bonds issuances listed on the Luxembourg Stock Exchange for an amount of €500 million each. The first bond issue matured on June 30, 2023. The second bond matures on June 30, 2027, and bears interest of 0.875% per year on the outstanding principal amount.

    In September 2023, Worldline issued a new €600 million bond under the existing EMTN program, maturing on September 12, 2028, and bearing interest at 4.125% per annum on the outstanding principal amount.

    In November 2024, Worldline issued a new €500 million bond under the existing EMTN program, maturing on November 27, 2029, and bearing interest at 5.25% per annum on the outstanding principal amount.

    In June 2025, Worldline issued a new €550 million bond under the existing EMTN program, maturing on June 10, 2030, and bearing interest at 5.50% per annum on the outstanding principal amount. The amount will be repayable at the maturity date (See note 17.2 Financial liabilities).

    Worldline proactively manages its debt profile and has therefore repurchased some of its outstanding bonds ahead of maturity:

    • In July 2025, Worldline reimbursed at maturity its 2025 OCEANE bonds, issued in 2020, and partially repurchased in November 2024 for an amount of approximately

      €200 million. The reimbursement amounted to €395 million.

    • In June 2025, Worldline partly repurchased the 2026 OCEANE bonds for an amount of approximately

      €332 million after having already repurchased in November 2024 an amount of approximately €50 million. The 2026 OCEANE has a remaining principal amount of

      €414 million maturing in July 2026.

      Capital increase

      As indicated in Note 2, Worldline has executed over the first semester of 2026 a €500 million capital increase in two separate steps:

    • On March 6, 2026 Worldline launched a c. €108 million reserved capital increase through the issuance of 39,287,272 new ordinary shares, at a price per share of

      €2.75 subscribed by some strategic investors. This capital increase settled on March 10, 2026 after the subscription of Bpifrance participations for c. €46 million, Credit Agricole SA for c. €30 million and BNP Paribas for c. € 32 million.

    • On March 12, 2026 Worldline launched a share capital increase with preferential subscription rights for an amount of approximately €392 million. On March 31, 2026 Worldline announced the successful placement of the capital increase through the issuance of 1,939,508,682 new shares at a subscription price of €0.202 per ordinary share.

    Credit rating

    Worldline's corporate credit rating is BB (negative outlook) with a short-term rating of B, supporting its continued access to capital markets.

    On August 25, 2025 S&P Global Ratings has adjusted Worldline rating. S&P Global Ratings' adjusted long-term credit rating of Worldline to BB with a negative outlook (from BBB-, negative outlook) and short-term credit rating to B (from A-3). According to the latest S&P publication (March 9, 2026, following Equity increase announcement), this rating remains unchanged as of the reporting date.

    Investment policy

    Worldline's policy is to lease its offices and other property, whether administrative or technical. Certain other fixed assets such as IT equipment and company cars may be financed through leases depending on the cost of financing and the most appropriate type of financing for each new investment.

    Worldline 2026 Half-year Financial Report 21

    FINANCIAL REVIEW

    Restatement of comparative information

    B

  4. ‌Restatement of comparative information

IFRS 5 - Discontinued operations

As required by IFRS 5, the comparative consolidated statement of profit or loss and consolidated statement of cash flows for the six-month period ended June 30, 2025 have been restated to present the Mobility & e-Transactional Services (MeTS) Global Business Line and certain Digital Banking activities as discontinued operations. The impact of this restatement on the comparative financial information is presented below.

Restated consolidated income statement

6 months ended June 30, 2025

(In € million)

Reported

IFRS 5

Restated

Revenue

2,204.7

(234.2)

1,970.5

Personnel expenses

(760.7)

110.9

(649.8)

Operating expenses

(1,236.2)

83.0

(1,153.2)

Operating margin

207.7

(40.3)

167.4

% of revenue

9.4%

17.2%

8.5%

Other operating income and expenses

(4,266.5)

5.6

(4,260.9)

Operating income / (loss)

(4,058.8)

(34.7)

(4,093.5)

% of revenue

-184.1%

14.8%

-207.7%

Financial expenses

(251.8)

3.7

(248.1)

- Of which Income / (cost) of net financial debt

(11.7)

(1.5)

(13.2)

Financial income

68.2

(3.4)

64.8

Financial result

(183.5)

0.3

(183.2)

Net income / (loss) before tax

(4,242.3)

(34.4)

(4,276.7)

Tax income / (expense)

10.1

5.6

15.7

Share of net profit / (loss) of associates

2.5

-

2.5

Net income / (loss) from continuing operations

(4,229.7)

(28.8)

(4,258.5)

Net income / (loss) from discontinued operations

-

28.8

28.8

Net Income / (loss)

(4,229.7)

(4,229.7)

Of which:

- owners of the parent company of continuing operations

(4,217.8)

(28.8)

(4,246.6)

- owners of the parent company of discontinued operations

-

28.8

28.8

- attributable to owners of the parent

(4,217.8)

(4,217.8)

- non-controlling interests in continuing operations

(11.9)

(11.9)

- non-controlling interests in discontinued operations

-

-

- attributable to non-controlling interests

(11.9)

(11.9)

Weighted average number of shares

280,173 301

280,173 301

Basic earnings per share - attributable to owners of the parent in euros from continuing operations

(15.05)

(0.10)

(15.16)

Basic earnings per share - attributable to owners of the parent in euros from discontinued operations

-

0.10

0.10

Basic earnings per share (in €)

(15.05)

(15.05)

Diluted weighted average number of shares

280,173 301

280,173 301

Diluted earnings per share - attributable to owners of the parent from continuing operations

(15.05)

(0.10)

(15.16)

Diluted earnings per share - attributable to owners of the parent from discontinued operations

-

0.10

0.10

DILUTED EARNINGS PER SHARE (IN €)

(15.05)

(15.05)

22 Worldline 2026 Half-year Financial Report

FINANCIAL REVIEW

Restatement of comparative information

B

Restated Consolidated cash flow statement

6 months ended June 30, 2025

(In € million)

Reported

IFRS 5

Restated

Net income / (loss) before tax

(4,242.3)

(34.4)

(4,276.7)

Depreciation of assets

124.5

(8.4)

116.1

Depreciation of right-of-use

58.9

(3.9)

55.0

Net charge / (release) to operating provisions

8.3

(0.9)

7.4

Net charge / (release) to financial provisions

3.2

(0.4)

2.8

Net charge / (release) to other operating provisions

(43.2)

3.1

(40.0)

Impairment of long - term assets /Customer relationships amortization (PPA)

4,175.7

-

4,175.7

Losses / (gains) on disposals of fixed assets

1.6

(0.0)

1.6

Net charge for equity-based compensation

13.7

(0.9)

12.8

Losses / (gains) on financial instruments and other financial items

192.1

1.5

193.7

Income / (cost) of net financial debt

(11.7)

(1.5)

(13.2)

Cash from operating activities before change in working capital requirement, financial interest and taxes

280.7

(45.7)

235.0

Taxes paid

(50.3)

0.6

(49.7)

Change in working capital requirement

25.1

12.0

37.2

Net cash from (used in) operating activities from continued operations

255.5

(33.1)

222.4

Net cash from (used in) operating activities from discontinued operations

-

33.1

33.1

NET CASH FROM/ (USED IN) OPERATING ACTIVITIES

255.5

-

255.5

Payment for tangible and intangible assets

(134.5)

9.4

(125.0)

Net operating investments

(134.5)

9.4

(125.1)

Amounts paid for acquisitions

(79.9)

-

(79.9)

Proceeds from disposals of financial investments

(4.5)

-

(4.5)

Amounts paid for long-term financial investments

(4.0)

1.9

(2.1)

Amounts received for long-term financial investments

1.7

(1.7)

-

Cash and cash equivalents of companies sold during the period

(0.4)

-

(0.4)

Dividend received from long-term investments

0.1

-

0.1

Net long-term investments

(87.0)

0.2

(86.8)

Net cash from (used in) investing activities from continued operations

(221.5)

9.6

(211.9)

Net cash from (used in) investing activities from discontinued operations

-

(9.6)

(9.6)

NET CASH FROM/ (USED IN) INVESTING ACTIVITIES

(221.5)

-

(221.5)

Purchase and sale of treasury stock

(20.1)

-

(20.1)

Dividends paid to non-controlling interests

(14.8)

-

(14.8)

New borrowings

545.3

-

545.3

Lease payments

(60.5)

4.8

(55.7)

Financial interests on lease liability

(7.9)

1.6

(6.3)

Repayment of long and medium-term borrowings

(409.5)

-

(409.5)

Net interest paid

11.5

(1.5)

10.0

Other flows related to financing activities

(4.2)

0.0

(4.2)

Net cash from (used in) financing activities from continued operations

39.6

4.9

44.6

Net cash from (used in) financing activities from discontinued operations

(4.9)

(4.9)

NET CASH FROM/ (USED IN) FINANCING ACTIVITIES

39.6

0.0

39.6

Increase/ (decrease) in net cash and cash equivalents

- continued activities

73.7

(18.5)

55.1

Increase/ (decrease) in net cash and cash equivalents

- discontinued activities

18.5

18.5

OPENING NET CASH AND CASH EQUIVALENTS

1,508.3

(0.0)

1,508.3

Increase/ (decrease) in net cash and cash equivalents

73.7

(18.5)

55.1

Impact of exchange rate fluctuations on cash and cash equivalents

(15.0)

(0.0)

(15.0)

Change in cash related to discontinued activities

18.5

18.5

CLOSING NET CASH AND CASH EQUIVALENTS

1,567.0

-

1,567.0

Worldline 2026 Half-year Financial Report 23

C ‌Interim condensed consolidated financial statements

INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Interim condensed consolidated income statement

C

  1. ‌Interim condensed consolidated income statement

    (In € million)

    6 months ended June 30, 2026

    6 months ended June

    30, 2025*

    Revenue

    Note 5

    1,896.9

    1,970.5

    Personnel expenses

    Note 6

    (628.2)

    (649.8)

    Operating expenses

    Note 6

    (1,103.2)

    (1,153.2)

    Operating margin

    165.4

    167.4

    % of revenue

    8.7%

    8.5%

    Other operating income and expenses

    Note 6

    (228.2)

    (4,260.9)

    Operating income

    (62.8)

    (4,093.5)

    % of revenue

    (3.3)%

    (207.7)%

    Financial expenses

    (102.9)

    (248.1)

    - Of which Income / (cost) of net financial debt

    (33.3)

    (13.2)

    Financial income

    38.9

    64.8

    Net financial expenses

    Note 7

    (64.1)

    (183.2)

    Net income before tax

    (126.8)

    (4,276.7)

    Tax income/(charge)

    Note 8

    30.8

    15.7

    Share of net profit/(loss) of associates

    (1.6)

    2.5

    Net income from continuing operations

    (97.7)

    (4,258.5)

    Net income / loss from discontinued operations

    37.7

    28.8

    Net Income / loss

    (60.0)

    (4,229.7)

    Of which:

    - owners of the parent company of continuing operations

    (96.7)

    (4,246.6)

    - owners of the parent company of discontinued operations

    37.7

    28.8

    - attributable to owners of the parent company

    (59.0)

    (4,217.8)

    - non-controlling interests in continuing operations

    (0.9)

    (11.9)

    - non-controlling interests in discontinued operations

    -

    -

    - attributable to non-controlling interests

    (0.9)

    (11.9)

    Weighted average number of shares

    31,940,805

    7,004,333**

    Basic earnings per share - attributable to owners of the parent from continuing operations (in €)

    (3.03)

    (606.28)**

    Basic earnings per share - attributable to owners of the parent from discontinued operations (in €)

    1.18

    4.11**

    Basic earnings per share (in €)

    Note 14

    (1.85)

    (602.17)**

    Diluted weighted average number of shares

    31,940,805

    7,004,333**

    Diluted earnings per share - attributable to owners of the parent from continuing operations (in €)

    (3.03)

    (606.28)**

    Diluted earnings per share - attributable to owners of the parent from discontinued operations (in €)

    1.18

    4.11**

    Diluted earnings per share (in €)

    Note 14

    (1.85)

    (602.17)**

    * In application of IFRS 5, comparative data at June 30, 2025 has been restated due to the classification of the MeTS business and other activities as "discontinued operations" (refer to Note 4).

    ** In application of IAS 33 comparative data at June 30, 2025 has been restated due to reverse share split (refer to Note 14)

    Worldline 2026 Half-year Financial Report 25

    INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

    Interim condensed consolidated statement of comprehensive income

    C

  2. ‌Interim condensed consolidated statement of comprehensive income

    (In € million)

    6 months ended June 30, 2026

    6 months ended June 30, 2025

    Net Income / (loss)

    (60.0)

    (4,229.7)

    Other comprehensive income

    - Items that may be reclassified to profit / (loss):

    58.2

    (40.5)

    Cash flow hedging

    (3.0)

    (0.1)

    Exchange differences on translation of foreign operations(*)

    58.4

    (40.5)

    Recyclable items from discontinued operations

    2.8

    - Items that will not be reclassified in profit / (loss ):

    9.7

    19.0

    Actuarial gains and (losses) generated in the period on defined benefit plan

    10.6

    24.6

    Deferred tax on items non-recyclable

    (4.3)

    (5.6)

    Non-recyclable items from discontinued operations

    3.3

    TOTAL OTHER COMPREHENSIVE INCOME

    67.9

    (21.6)

    TOTAL COMPREHENSIVE INCOME FOR THE PERIOD

    7.9

    (4,251.2)

    Of which:

    - attributable to owners of the parent

    7.1

    (4,225.9)

    - attributable to non-controlling interests

    0.7

    (25.3)

    (*) The amount includes €1.2 million of exchange differences attributable to non-controlling interests, which is not recyclable to profit or loss upon disposal in accordance with IFRS 10 and IAS 21)

    26 Worldline 2026 Half-year Financial Report

    INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

    Interim condensed consolidated statements of financial position

    C

  3. ‌Interim condensed consolidated statements of financial position

    Assets

    (In € million)

    June 30, 2026

    December 31, 2025

    Goodwill Note 9.1

    3,827.1

    3,840.4

    Other Intangible assets Note 9.2

    1,712.2

    1,839.3

    Tangible assets

    137.7

    147.8

    Right-of-use Note 10

    211.8

    250.2

    Investments in associates

    33.1

    34.8

    Non-current financial assets Note 17

    121.7

    106.9

    Deferred tax assets

    107.6

    51.1

    TOTAL NON-CURRENT ASSETS

    6,151.1

    6,270.5

    Inventories Note 11

    33.9

    32.8

    Trade accounts and notes receivables Note 12

    510.6

    546.8

    Current taxes

    97.1

    78.4

    Other current assets Note 12.2

    242.3

    227.9

    Assets linked to intermediation activities Note 13

    3,580.5

    3,510.7

    Current financial instruments Note 17

    100.0

    48.6

    Cash and cash equivalents Note 17

    1,847.3

    898.2

    TOTAL CURRENT ASSETS

    6,411.8

    5,343.4

    Assets classified as held for sale

    551.4

    1,531.2

    TOTAL ASSETS

    13,114.4

    13,145.1

    Worldline 2026 Half-year Financial Report 27

    INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

    Interim condensed consolidated statements of financial position

    C

    Liabilities and shareholders' equity

    (In € million)

    June 30, 2026

    December 31, 2025

    Common stock

    45.3

    193.1

    Additional paid-in capital

    5,979.3

    5,540.3

    Consolidated retained earnings

    (2,445.8)

    2,524.3

    Translation adjustments

    210.0

    150.2

    Net income attributable to the owners of the parent

    (59.0)

    (5,156.5)

    Equity attributable to the owners of the parent

    3,729.7

    3,251.4

    Non-controlling interests

    781.4

    790.5

    Total shareholders' equity Note 14

    4,511.2

    4,042.0

    Provisions for pensions and similar benefits Note 15

    144.4

    152.3

    Non-current provisions Note 16

    112.7

    84.8

    Non-current financial liabilities Note 17

    1,639.2

    2,140.8

    Deferred tax liabilities

    240.6

    255.7

    Non-current lease liabilities Note 10

    154.2

    191.3

    Non-current financial instruments

    -

    -

    Other non-current liabilities

    1.4

    1.5

    Total non-current liabilities

    2,292.4

    2,826.3

    Trade accounts and notes payables Note 18

    545.7

    563.0

    Current taxes

    100.3

    97.1

    Current provisions Note 16

    4.5

    3.0

    Current financial instruments Note 17

    3.8

    2.0

    Current portion of borrowings Note 17

    1,133.5

    693.1

    Liabilities linked to intermediation activities Note 13

    3,580.5

    3,510.7

    Current lease liabilities Note 10

    85.4

    92.2

    Other current liabilities Note 17

    454.1

    487.3

    Total current liabilities

    5,907.8

    5,448.3

    Liabilities directly associated with assets classified as held for sale

    403.1

    828.5

    TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY

    13,114.4

    13,145.1

    28 Worldline 2026 Half-year Financial Report

    INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

    Interim condensed consolidated cash flow statement

    C

    (in € million)

    6 months ended June 30, 2026

    6 months ended June 30, 2025*

    Profit before tax

    (126.8)

    (4,276.7)

    Depreciation of assets

    Note 6

    108.1

    116.1

    Depreciation of right-of-use

    Note 6

    45.3

    55.0

    Net charge / (release) to operating provisions

    6.6

    7.4

    Net charge / (release) to financial provisions

    3.6

    2.8

    Net charge / (release) to other operating provisions

    (0.1)

    (40.0)

    Impairment of long - term assets /Customer relationships amortization (PPA)

    Note 6

    120.0

    4,175.7

    Losses / (gains) on disposals of fixed assets

    42.3

    1.6

    Net charge for equity-based compensation

    Note 6

    5.9

    12.8

    Losses / (gains) on financial instruments and other financial items

    27.2

    193.7

    Net cost of financial debt

    Note 7

    33.3

    (13.2)

    Cash from operating activities before change in working capital requirement, financial interest and taxes

    265.3

    235.0

    Taxes paid

    (37.2)

    (49.7)

    Change in working capital requirement

    Note 12

    (60.9)

    37.2

    Net cash from (used in) operating activities from continued operations

    167.2

    222.4

    Net cash from (used in) operating activities from discontinued operations

    (22.9)

    33.1

    NET CASH FROM/ (USED IN) OPERATING ACTIVITIES

    144.3

    255.5

    Payment for tangible and intangible assets

    (120.5)

    (125.0)

    Proceeds from disposals of tangible and intangible assets

    0.0

    (0.0)

    Net operating investments

    (120.5)

    (125.1)

    Amounts paid for acquisitions

    (7.2)

    (79.9)

    Proceeds from disposals of financial investments

    Note 3

    280.4

    (4.5)

    Amounts paid for long-term financial investments

    (14.0)

    (2.1)

    Amounts received for long-term financial investments

    1.2

    Cash and cash equivalents of companies sold during the period

    Note 3

    (18.5)

    (0.4)

    Dividend received from long-term investments

    0.5

    0.1

    Net long-term investments

    242.4

    (86.8)

    Net cash from (used in) investing activities from continued operations

    121.9

    (211.9)

    Net cash from (used in) investing activities from discontinued operations

    22.9

    (9.6)

    NET CASH FROM/ (USED IN) INVESTING ACTIVITIES

    144.8

    (221.5)

    Capital Increase

    Note 14

    489.1

    -

    Purchases of treasury stocks

    -

    (20.1)

    Dividends paid to non controlling interests

    (18.6)

    (14.8)

    New borrowings

    Note 17

    4.0

    545.3

    Lease payments

    (50.9)

    (55.7)

    Financial interests on lease liability

    Note 7

    (6.6)

    (6.3)

    Repayment of long and medium-term borrowings

    Note 17

    (72.4)

    (409.5)

    Net cost/Income of financial debt (paid) / received

    (28.0)

    10.0

    Other flows related to financing activities

    (4.8)

    (4.2)

    Net cash from (used in) financing activities from continued operations

    311.9

    44.6

    Net cash from (used in) financing activities from discontinued operations

    257.3

    (4.9)

    NET CASH FROM/ (USED IN) FINANCING ACTIVITIES

    569.2

    39.6

    Increase/ (decrease) in net cash and cash equivalents - continued activities

    601.0

    55.1

    Increase/ (decrease) in net cash and cash equivalents - Discontinued activities

    257.2

    18.5

    OPENING NET CASH AND CASH EQUIVALENTS - DECEMBER 31, 2025, PUBLISHED

    885.9

    1,508.3

    OPENING NET CASH AND CASH EQUIVALENTS - AFTER IFRS 9 AMENDMENT(**)

    896.7

    1,508.3

    Increase/ (decrease) in net cash and cash equivalents - continued

    Note 17

    601.0

    55.1

    Impact of exchange rate fluctuations on cash and cash equivalents

    (3.2)

    (15.0)

    Increase/ (decrease) in net cash and cash equivalents - discontinued

    257.2

    18.5

    Cash and cash equivalents reclassified at end of period in "Assets held for sale"

    83.0

    -

    CLOSING NET CASH AND CASH EQUIVALENTS

    NOTE 17

    1,834.7

    1,567.0

  4. ‌Interim condensed consolidated cash flow statement

    * In application of IFRS 5, comparative data at June 30, 2025 has been restated due to the classification of the MeTS business and other activities as "discontinued operations" (refer to Note 4).

    (**) Following the first-time application of the IFRS 9 amendments (see note 1 Accounting rules and policies), the opening balance of cash and cash equivalents presented in the consolidated statement of cash flows has been adjusted by €10.8 million. The adjustment relates to payment instructions that had been initiated and derecognized before December 31, 2025 but did not meet the conditions of the accounting policy option for electronic payment systems applied by the Group from January 1, 2026.

    Worldline 2026 Half-year Financial Report 29

    INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

    Interim condensed consolidated statement of changes in shareholder's equity

    C

  5. ‌Interim condensed consolidated statement of changes in shareholder's equity

    (in € million)

    Number of shares at period-end

    (**)

    (in thousands)

    Common

    Stock

    Additional

    paid-in capital

    Retained earnings

    Translation adjustments

    Net income

    Equity attributable

    to the owners of the parent

    Non controlling interests

    Total shareholders

    ' equity

    At January 1, 2025

    283,568.0

    192.8

    5,922.7

    2,266.7

    160.7

    (297.0)

    8,245.9

    975.9

    9,221.9

    Increase of capital

    396.2

    0.3

    (0.3)

    -

    -

    -

    0.0

    -

    0.0

    Appropriation of prior period net income

    -

    (297.0)

    297.0

    -

    -

    -

    Dividends paid to the shareholders

    -

    -

    -

    (14.8)

    (14.8)

    Equity-based compensation

    13.7

    13.7

    13.7

    Remeasurment effects of put option

    (30.3)

    (30.3)

    (30.3)

    Changes in Treasury stock and others

    -

    (20.2)

    -

    -

    (20.2)

    -

    (20.2)

    Other

    (382.1)

    378.8

    -

    (3.3)

    19.1

    15.7

    Transactions with owners

    396.2

    0.3

    (382.4)

    45.0

    -

    297.0

    (40.1)

    4.2

    (35.9)

    Net income

    (4,217.8)

    (4,217.8)

    (11.9)

    (4,229.7)

    Other comprehensive income

    18.9

    (27.0)

    (8.1)

    (13.4)

    (21.5)

    Total comprehensive income for the period

    -

    -

    -

    18.9

    (27.0)

    (4,217.8)

    (4,225.9)

    (25.3)

    (4,251.2)

    At June 30, 2025

    283,964.2

    193.1

    5,540.3

    2,330.6

    133.7

    (4,217.8)

    3,979.9

    954.9

    4,934.8

    AT JANUARY 1, 2026

    283,964.2

    193.1

    5,540.3

    2,524.3

    150.2

    (5,156.5)

    3,251.4

    790.5

    4,042.0

    Change in Share nominal value

    (187.4)

    187.4

    -

    -

    Variation of capital (*)

    49,492.7

    39.6

    439.0

    478.6

    478.6

    Appropriation of prior period net income

    (5,156.5)

    5,156.5

    -

    -

    -

    Dividends paid to the shareholders

    -

    (18.6)

    (18.6)

    Equity-based compensation

    4.5

    4.5

    4.5

    Remeasurment effects of put option

    (5.3)

    (5.3)

    (5.3)

    Scope changes

    (7.8)

    (7.8)

    6.8

    (1.0)

    Changes in Treasury stock and others

    2.8

    2.8

    2.8

    Other

    (276,865.1)

    -

    (1.7)

    (1.7)

    1.9

    0.2

    Transactions with owners

    (227,372.4)

    (147.8)

    439.0

    (4,976.6)

    -

    5,156.5

    471.1

    (9.9)

    461.2

    Net income

    (59.0)

    (59.0)

    (1.0)

    (60.0)

    Other comprehensive income

    6.5

    59.7

    66.2

    1.7

    67.9

    Total comprehensive income for the period

    6.5

    59.7

    (59.1)

    7.1

    0.7

    7.9

    AT JUNE 30, 2026

    56,591.8

    45.3

    5,979.3

    (2,445.8)

    210.0

    (59.1)

    3,729.7

    781.4

    4,511.1

    (*) See note 2 for more information about the variation in capital of the period

    (**) The number of shares has been adjusted in the line "other" to reflect the 1-for-40 reverse share split effective on June 15, 2026 (see Note 14 Shareholder equity)

    30 Worldline 2026 Half-year Financial Report

    INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

    Notes to the interim condensed consolidated financial statements

    C

  6. ‌Notes to the interim condensed consolidated financial statements

General information

Worldline S.A., the Worldline Group's parent company, is a public limited company under French law whose registered office is located at Tour Voltaire, 1 place des Degrés, 92800 Puteaux, France. The Company is registered with the Registry of Commerce and Companies of Nanterre under the reference 378 901 946 RCS Nanterre. Worldline S.A. shares are traded on the Euronext Paris market under ISIN code FR0011981968. The shares are not listed on any other stock exchange and Worldline S.A. is the only listed company in the Group. The Company is governed by a Board of Directors.

Worldline activities were organized around three Global Business Lines: Merchant Services, Financial Services and Mobility & e-Transactional Services. The MeTS activity was sold on May, 29 2026 and it is presented under IFRS 5 (refer to Note 4 Assets held for sale and discontinued operations).

These interim condensed consolidated financial statements were approved by the Board of Directors on July 30, 2026.

NOTE 1 Accounting rules and policies

Basis of preparation of interim condensed consolidated financial statements

Pursuant to European Regulation No. 1606/2002 of July 19, 2002, the consolidated financial statements for the six-month period ended June 30, 2026 have been prepared in accordance with International Financial Reporting Standards (IFRS Accounting Standards) as issued by the International Accounting Standards Board (IASB) and adopted by the European Union as of June 30, 2026, together with the interpretations issued by the IFRS Interpretations Committee (IFRS IC). The accounting policies applied by the Group are consistent with those used in the preparation of the consolidated financial statements for the year ended December 31, 2025, except for the new standards and amendments effective from January 1, 2026.

Changes in accounting policies

New standards and amendments applicable from January 1, 2026

The Group applied the following amendments for the first time from January 1, 2026:

Amendments to IFRS 9 and IFRS 7 - Classification and measurement of financial assets: These amendments provide clarifications on the classification and measurement of certain financial assets and on settlements in cash using an electronic payment system, and introduce additional disclosure requirements. The amendments introduce, among other changes, an accounting policy option allowing an entity to derecognize a financial liability settled through an electronic payment system before the settlement date, subject to specified conditions. The Group has elected to apply this accounting policy option. The first-time

application of these amendments did not have a material impact on the Group's condensed consolidated interim financial statements. In accordance with the transition of the amendment, the opening balance of cash and cash equivalents presented in the consolidated statement of cash flows has been adjusted to reflect the first-time application of this accounting policy. In accordance with IFRS 9 paragraph BC7.103, comparative information has not been restated. Consequently, the adjustment is reflected only in the opening balance presented in the consolidated statement of cash flows.

Amendments to IFRS 9 and IFRS 7 - Contracts Referencing Nature-dependent Electricity: These amendments introduce requirements relating to contracts referencing nature-dependent electricity. As the Group is not party to such contracts, the first-time application of these amendments did not have any impact on the Group's condensed consolidated interim financial statements.

New pronouncements issued by the IASB and applicable from 2027 or later

The Group has not early adopted the following standard, which was not yet mandatory as of June 30, 2026:

IFRS 18 - Presentation and Disclosure in Financial Statements. Standard applicable for annual periods beginning on or after 1 January 2027. It introduces significant changes to the presentation of the primary financial statements, including mandatory categories in the statement of profit or loss, new required subtotals, enhanced principles on aggregation and disaggregation of information, and new disclosure requirements for Management-defined Performance Measures (MPMs).

Worldline 2026 Half-year Financial Report 31

INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Notes to the interim condensed consolidated financial statements

C

The Group has launched a dedicated project to assess the impact of IFRS 18 on the presentation of its consolidated financial statements and related disclosures. The assessment is currently underway and includes the review of the presentation of the primary financial statements, including the statement of profit or loss, the statement of financial position and the statement of cash flows, as well as the presentation of Management-defined Performance Measures (MPMs) and the related financial reporting processes. As part of the implementation project, the Group will present its operating expenses by nature in the statement of profit or loss.

As of June 30, 2026, the assessment has not yet been finalized and no quantified impacts can be disclosed. The Group will provide further information as the implementation project progresses.

IFRS 19 and Amendment: Subsidiaries without Public Accountability: Disclosures. The Group does not expect significant impact from this standard on its consolidated financial statements.

Accounting estimates and judgments

The preparation of the interim condensed consolidated financial statements requires management to make judgments, estimates and assumptions to determine the value of assets and liabilities, income and expense in the financial statements and disclosures of contingent assets and liabilities at the closing date.

Due to uncertainties inherent in the estimation process, the Group regularly revises its estimates based on currently available information. Final outcomes could differ from those estimates. Material judgments made by the management on accounting principles applied, as well as the main sources of uncertainty related to the estimates used, to elaborate the 2026 interim consolidated financial statements remain identical to those described in the last annual report.

The key estimates and judgments used in preparing the Group's consolidated financial statements relate mainly to:

  • Impairment assets (Note 9);

  • Assets held for sale and discontinued operations (Note 4).

    Worldline - U.S. Tariff Exposure

    During the first half of 2026, global trade tensions continued to evolve, following the implementation and subsequent developments affecting certain U.S. customs tariffs, including the suspension or partial invalidation of certain measures. The Group has assessed the potential impact of these measures on its operations. As of June 30, 2026, no material direct or indirect impact has been identified, and no significant accounting consequences have been recognized. The Group continues to closely monitor these developments and their potential implications.

    Worldline - Middle East Geopolitical Situation

    Geopolitical tensions in the Middle East continued during the first half of 2026. The Group has assessed its exposure to these events and, as of June 30, 2026, has not identified any material impact on its operations, financial position or results. The Group remains vigilant and continues to monitor the situation and its potential implications.

    Worldline's exposure to the situation in Ukraine and Russia

    Following the liquidation of its remaining legal entity in Russia in February 2025, the Group no longer has any assets, activities or obligations in Russia. Accordingly, the Group no longer considers its exposure to Russia to be material.

    32 Worldline 2026 Half-year Financial Report

    INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

    Notes to the interim condensed consolidated financial statements

    C

    NOTE 2 Significant events of the semester

    Share capital variation

  • Share capital reduction by reducing the nominal value of Worldline's shares

    On January 29, 2026, Worldline announced the implementation of the share capital reduction by reducing the nominal value of the shares from sixty-eight euro cents (€0.68) to two euro cents (€0.02), and the share capital is consequently reduced from an amount of €193.1 million to an amount of €5.7 million.

    This transaction is purely technical and had no impact on the stock price of the Company's shares, the number of shares outstanding, or the value of the Company's equity. It was part of the preparations for the total capital increase.

  • Reserved capital increase

    On March 10, 2026, Worldline completed the reserved capital increase of c. €108 million subscribed by three designated beneficiaries, being Bpifrance Participations, Crédit Agricole S.A. and BNP Paribas (the "Strategic Investors"), representing the first step in its contemplated c.

    €500 million share capital increase. A total of 39,287,272 new ordinary shares were issued at a price of €2.75 per share, subscribed by the Strategic Investors.

  • Share capital increase

On March 31, 2026, Worldline completed the share capital increase of c. €392 million with preferential subscription rights (the "Rights Issue"). The gross proceeds of the Rights Issue amount to €391.8 million (including issue premium) through the issuance of 1,939,508,682 new shares of the Company (the "New Shares") at a subscription price of

€0.202 per ordinary share (i.e., a nominal value of €0.02 plus an issue premium of €0.182), and a subscription ratio of six

(6) New Shares for one (1) existing share of the Company.

Following the c. €108 million reserved capital increases, the execution of the Rights Issue constitutes the final step of the Company's c. €500 million share capital increase aimed at strengthening the Worldline group's capital and financial structure and supporting its North Star 2030 ambition for a return to growth and strong cash flow generation.

  • Reverse Share Split

    On May 14, 2026, the Reverse Share Split was implemented and became fully effective on June 15, 2026. Previous capital increases had significantly increased the number of Worldline shares in circulation. The intention in implementing the Reverse Share Split of Worldline shares, which resulted in a mechanical adjustment of the reference share price by a factor of 40, was to reduce the number of shares in circulation to a more customary level, reduce share price volatility, support a new stock market dynamic, and improve the market perception of the Company's shares.

    As of June 30, 2026, the effects on shareholders' equity consist of a capital reduction of €187.4 million through the offset of reserves and a net capital increase of €478.6 million. Refer to C.5. Interim condensed consolidated statement of changes in shareholder's equity.

    Exercise of the call option on 20% non-controlling interests in Eurobank

    In May 2026, Worldline exercised its call option on the remaining 20% of non-controlling interests in Eurobank, a leading bank in Greece, and paid €72.2 million. This transaction is fully in line with the agreement signed by both parties in 2022. The operation has been funded using existing cash. As a result, the Group now holds 100% of its Greek subsidiary. The non-controlling interests of €7.8 million was reclassified to the Group's equity.

    Employee shareholding plan "ASTERIA 2026"

    On June 16, 2026, Worldline announced the launch of its new employee shareholding plan "ASTERIA 2026", reserved for members of the Worldline Group Savings Plan. Refer Note 6.3 Equity-based compensations.

    Worldline 2026 Half-year Financial Report 33

    INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

    Notes to the interim condensed consolidated financial statements

    C

    NOTE 3 Main changes in the scope of consolidation

    2026 scope changes

    Divestment of PaymentIQ

    On February 27, 2026, Worldline sold to Incore Invest PaymentIQ, a payment orchestration platform, for

    €160.3 million. As of December 31, 2025, this operation was classified as assets held for sale, refer to Note 4 Assets held for sale and discontinued operations.

    Divestment of North American activities

    On March 3, 2026, Worldline sold to Shift4 its North American activities for €77.3 million. As of December 31, 2025, this operation was classified as assets held for sale, refer to Note 4 Assets held for sale and discontinued operations.

    Divestment of Electronic Data Management (Cetrel)

    On April 30, 2026,Worldline sold to SIX its Electronic Data Management activities for €36.5 million, plus an estimated tax loss carryforward compensation of €11.8 million. As of December 31, 2025, this operation was classified as assets held for sale, refer to Note 4 Assets held for sale and discontinued operations.

    Planned divestment of ANZ Worldline Payment Solutions JV in Australia to ANZ

    On April 28, 2026, Worldline announced the planned divestment of its 51% stake in Worldline Australia Pty Ltd (trading as ANZ Worldline Payment Solutions) to its JV partner ANZ, for an enterprise value of c.€107M (on a 100% basis). This business had been classified as an asset held for sale in December 2025.

    Divestment of New Zealand payment activities

    On May 29, 2026, Worldline sold to Cuscal Limited its New Zealand payment activities for €19.4 million. As of December 31, 2025, this operation was classified as assets held for sale, refer to Note 4 Assets held for sale and discontinued operations.

    Divestment of the Mobility & e-Transactional Services perimeter

    On May 29, 2026,Worldline sold to Magellan Partners Group, a French and European consulting and technology company, the Mobility & e-Transactional Services perimeter for €406.0 million. The amount received as of June 30, 2026, is €355.5 million.

    As of December 31, 2025, this operation was classified as discontinued operations in accordance with IFRS 5, refer to Note 4 Assets held for sale and discontinued operations.

    Worldline's partnership with Crédit Agricole

    On June 30, 2026, Worldline and Crédit Agricole announced an evolution of their partnership for merchant payment services in France, with Crédit Agricole acquired Worldline's 50% + 1 share interest in CAWL, thereby becoming the sole shareholder of CAWL while CAWL was previously consolidated by Worldline prior to this transaction. The two groups are launching a new phase of their collaboration to continue the commercial momentum initiated by the partnership, while simplifying its operating structure, thus evolving their cooperation from an equity-based model to a commercial partnership.

    34 Worldline 2026 Half-year Financial Report

    INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

    Notes to the interim condensed consolidated financial statements

    C

    2025 scope changes

    Classification of the Mobility & e-Transactional Services (MeTS) as assets held for sale

    In line with management's commitment to shape a more focused company, the Group announced on July 29, 2025, the divestment of a scope mainly comprising the Mobility & e-Transactional Services (MeTS) Global Business Line and certain Digital Banking activities to Magellan Partners, for an enterprise value of up to €410 million, following a competitive process. The transaction is expected to be completed in the first half of 2026.

    On November 25 2025, the Board of Directors considered that the disposal group met the criteria to be classified as held for sale for the following reasons:

    • The assets and liabilities of the sub-group will be available for immediate sale and can be sold to the buyer;

    • The sale is highly probable, with a binding agreement expected and completion anticipated within one year;

    • The transaction forms part of a plan approved by the Board of Directors and publicly announced.

    Accordingly, the disposal group has been presented as "assets and liabilities held for sale" as from November 25, 2025, once all conditions precedent to the transaction had been met, in accordance with IFRS 5.

    This operation has been classified as discontinued operations in accordance with IFRS 5, as it represents a separate major line of business and a distinct component of the Group. MeTS constitutes a significant and identifiable operational segment with dedicated assets, liabilities and results, and its disposal forms part of the Group's strategic plan to refocus its activities. Consequently, its results and cash flows are presented separately as discontinued operations in the consolidated financial statements (see note 5 Asset held for sale for discontinued operations).

    Classification of certain activities as assets held for sale

  • Worldline North America: On October 21, 2025, the Group signed a sale agreement for the disposal of its North American online and in-person payment services business, for an estimated consideration of approximately

    €72 million;

  • Worldline Europe S.A (Cetrel): On November 5, 2025, the Group signed a sale agreement relating to its subsidiary Worldline Europe S.A., for an expected consideration of

    €37 million, plus an estimated tax loss carryforward compensation of €11 million;

  • Worldline Payment IQ: On December 7, 2025, the Group signed a sale agreement relating to its subsidiary PaymentIQ, for an expected consideration of €160 million;

  • Worldline India (Worldline India Private Ltd and Worldline ePayments India Private Limited): On February 25, 2026, the Group announces a strategic sale of its indian payment activities, for an estimated cash proceeds of approximately €60 million;

  • Other expected disposals: Management has committed to a plan to dispose some additional entities related to Merchant Services activities located outside Europe. Binding offers have been received and the signing of the related sale and purchase agreements is in progress or the sale process is well-advanced.

Based on management's assessment that these disposals are highly probable and expected to be completed within the next twelve months, and considering the progress of the disposal processes, the related assets and liabilities have been classified as held for sale in accordance with IFRS 5.

The other disposal groups classified as held for sale do not qualify as discontinued operations within the meaning of IFRS 5, as they do not represent a separate major line of business or geographical area of operations. These disposals relate to individual entities or activities that are not constitute a distinct component whose results and cash flows can be clearly distinguished from the rest of the Group. Accordingly, they are presented as assets held for sale without separate presentation as discontinued operations.

Worldline 2026 Half-year Financial Report 35

INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Notes to the interim condensed consolidated financial statements

C

NOTE 4 Assets held for sale and discontinued operations

  1. Discontinued operations: Mobility & e-Transactional Services (MeTS) Global Business Line and Digital banking activities

    In line with management's commitment to shape a more focused company, the Group announced on July 29, 2025, the divestment of a scope mainly comprising the Mobility & e-Transactional Services (MeTS) Global Business Line and certain Digital Banking activities to Magellan Partners, for an enterprise value of €406 million.

    Following the approval of the transaction by the Board of Directors on November 25, 2025, the related disposal group met the criteria for classification as held for sale under IFRS 5 in 2025. As the disposal represented a separate major line of business, its results and cash flows were also presented as from December 2025 as discontinued operations in accordance with IFRS 5.

    As indicated in Note 3 (Main changes in the scope of consolidation), the disposal of the Mobility & e-Transactional Services (MeTS) Global Business Line and Digital Banking activities, previously presented as a discontinued operations, was completed on May 29, 2026 for an consideration of €406 million, including a differed consideration of €40.5 million, corresponding to a €50.5 million deferred payment net of €10 million of potential price adjustments (see Note 17.1.2 - Current financial assets).

    The disposed scope mainly comprised the sub-group formed by Worldline France and its subsidiaries (MeTS Global Business Line and Digital Banking activities), representing a separate major line of business in accordance with IFRS 5. Accordingly, the related assets and liabilities were derecognized upon completion of the transaction.

    Recyclable and non-recyclable items relating to discontinued operations are presented separately, on specific lines of the statement of comprehensive income as at June 30, 2026 and June 30, 2025.

    Cash flows attributable to discontinued operations are presented separately as at June 30, 2026 and June 30, 2025.

    For the period ending June 30, 2026, the net profit from discontinued operation amounts to €37.7 million including the net income from the MeTS and Digital Banking activities for the five-month period ended May 29, 2026, amounting to

    €20.5 million ; The difference is mainly explained by the gain on disposal recognized as part of the transaction and the recycling to profit or loss of cumulative currency translation adjustments (CTA);

    The information provided below details the contribution of the MeTS and Digital banking activities business being sold on the main Group aggregates.

    The results and cash flows of the discontinued operations include the five-month period from January 1, 2026 to May 29, 2026, corresponding to the period prior to the completion of the disposal.

    36 Worldline 2026 Half-year Financial Report

    INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

    Notes to the interim condensed consolidated financial statements

    C

    Net income from discontinued operations

    (In € million)

    6 months ended June 30, 2026

    6 months ended June 30, 2025

    Revenue

    185.6

    234.2

    Personnel expenses

    (103.0)

    (110.9)

    Operating expenses

    (53.9)

    (83.0)

    Operating margin

    28.8

    40.3

    % of revenue

    15.5%

    17.2%

    Other operating income and expenses

    6.0

    (5.6)

    Operating income

    34.8

    34.7

    % of revenue

    18.7%

    14.8%

    Financial expenses

    (1.3)

    Financial income

    -

    (0.3)

    Financial result

    (1.3)

    (0.3)

    Net income before tax

    33.4

    34.4

    Tax Income / (Charge)

    4.3

    (5.6)

    Net income

    37.7

    28.8

    As requested by IFRS 5, Worldline has no longer recognized any depreciation and amortization expense on the property, plant and equipment and intangible assets of MeTS and Digital banking activities since end of November 2025, resulting in savings before tax of €13.7 million during the 5 months of 2026 and €6.6 million in 2025 (one month).

    In June 2026, other operating income and expenses mainly included the accounting impacts arising from the completion of the disposal transaction, including the recognition of the gain on disposal, transaction-related costs, provisions and transitional service arrangements. The gain on disposal remains preliminary as of June 30, 2026, as the closing accounts are subject to the contractual completion mechanism, which allows for adjustments during the 150-day period following Closing.

    In June 2025, other operating income mainly included expenses in connection with restructuration costs.

    In June 2026, the tax income mainly includes a €9.0 million reduction in the tax provision initially recognized in 2025 in connection with the contemplated disposal. Following the completion of the transaction and the final assessment of its tax consequences, including taxable outside basis differences and related registration duties, the estimated tax liability was revised from €13.1 million at December 31, 2025 to €4.0 million as of June 30, 2026.

    Cash flow from discontinued operations

    (In € million)

    6 months ended June 30, 2026

    6 months ended June 30, 2025

    Net cash from/ (used in) operating activities

    (22.9)

    33.1

    Net cash from/ (used in) investing activities

    22.9

    (9.6)

    Net cash from/ (used in) financing activities

    257.3

    (4.9)

    Cash flow attributable to discontinued activities

    257.2

    18.5

    The increase in cash flow is mainly driven by :

    • the refinancing (in the parent company sold to Magellan), of the €255.5 million vendor loan owed to Worldline SA, financed through a new liability contracted with Magellan Partners at closing;

    • the cash consideration received upon the disposal of the MeTS and Digital Banking activities amounted to

      €100 million;

    • a negative change in working capital of €35.4 million, primarily reflecting the absence of a factoring program in June 2026, and the absence, at the disposal date, of the favorable year-end working capital effects recorded at December 31, 2025

      Worldline 2026 Half-year Financial Report 37

      INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

      Notes to the interim condensed consolidated financial statements

      C

  2. Assets and liabilities held for sale

    As at June 30, 2026, assets held for sale (and associated liabilities) comprise businesses and entities for which disposal plans remain ongoing in accordance with IFRS 5. (see Note 2 - Main changes in the scope of consolidation).

    During the period, the Group completed the disposal of the following entities:

    • Worldline PaymentIQ for a sale price of €160.3 million;

    • Worldline North America for a sale price of €77.8 million;

    • Worldline Europe S.A (Cetrel) for a sale price of €48.3 million;

    • Paymark Limited for a sale price of €19.4 million.

    • MeTS Global Business Line and Digital banking activities : (see note 4.1 Discontinued operations),

      Assets and liabilities held for sale are detailed as follows:

      The net loss on disposal (of continuing activities) amounted to €54.1 million, including €56.5 million relating to the negative recycling of cumulative currency translation adjustments (CTA).

      Accordingly, these businesses are no longer presented as assets and liabilities held for sale as of June 30, 2026.

      The remaining net assets and liabilities held for sale relate to Worldline India (Worldline India Private Ltd & Worldline ePayments India Private Limited).

      (In € million)

      June 30, 2026

      December 31, 2025

      Goodwill

      21.3

      443.2

      Other Intangible assets

      72.1

      156.1

      Tangible assets

      17.4

      26.7

      Right-of-use

      21.3

      68.5

      Non-current financial assets

      1.0

      2.6

      Deferred tax assets

      30.9

      31.9

      Total non-current assets

      163.9

      729.1

      Inventories

      0.3

      7.7

      Trade accounts and notes receivables

      14.3

      137.3

      Current taxes

      7.4

      11.7

      Other current assets

      7.4

      66.1

      Assets linked to intermediation activities

      268.4

      333.8

      Current financial instruments

      0.0

      0.3

      Cash and cash equivalents

      89.7

      245.2

      Total current assets

      387.5

      802.1

      TOTAL ASSETS

      551.4

      1,531.2

      (In € million)

      June 30, 2026

      December 31, 2025

      Provisions for pensions and similar benefits

      0.1

      24.5

      Non-current provisions

      0.8

      1.4

      Non-current financial liabilities

      33.0

      30.8

      Deferred tax liabilities

      17.2

      21.8

      Non-current lease liabilities

      14.9

      60.5

      Total non-current liabilities

      66.1

      139.1

      Trade accounts and notes payables

      41.3

      95.9

      Current taxes

      8.3

      5.0

      Current provisions

      0.0

      0.4

      Current financial instruments

      0.0

      59.3

      Liabilities linked to intermediation activities

      268.4

      333.8

      Current lease liabilities

      5.2

      12.8

      Other current liabilities

      13.8

      182.1

      Total current liabilities

      337.0

      689.4

      TOTAL LIABILITIES

      403.1

      828.5

      38 Worldline 2026 Half-year Financial Report

      INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

      Notes to the interim condensed consolidated financial statements

      C

  3. Measurement of the disposal group classified as held for sale and discontinued operations under IFRS 5

    In accordance with IFRS 5, no impairment loss was recognized as of June 30, 2026, as the carrying amount of the disposal group classified as held for sale did not exceed its fair value less costs to sell.

    In December 2025, In accordance with IFRS 5, the comparison between the carrying amount of the disposal group classified as held for sale and its fair value less costs to sell resulted in the recognition of an impairment loss of €442.8 million, of which €378 million was recognised in continuing operations and €64.8 million in discontinued operations.

    Cumulative translation adjustments relating to disposal groups classified as held for sale remain recognized in equity in accordance with IAS 21. Upon completion of the disposal, the portion attributable to the Group will be reclassified to profit or loss, while the portion attributable to non-controlling interests will remain recognized in equity in accordance with IAS 21 and IFRS 10.

  4. Restatement of comparative information

As required by IFRS 5, the comparative consolidated statement of profit or loss and consolidated statement of cash flows for the six-month period ended June 30, 2025 have been restated to present the Mobility & e-Transactional Services (MeTS) Global Business Line and certain Digital Banking activities as discontinued operations. The impact of this restatement on the comparative financial information is presented below:

Restated consolidated income statement

6 months ended June 30, 2025

(In € million)

Reported

IFRS 5

Restated

Revenue

2,204.7

(234.2)

1,970.5

Personnel expenses

(760.7)

110.9

(649.8)

Operating expenses

(1,236.2)

83.0

(1,153.2)

Operating margin

207.7

(40.3)

167.4

% of revenue

9.4%

17.2%

8.5%

Other operating income and expenses

(4,266.5)

5.6

(4,260.9)

Operating income / (loss)

(4,058.8)

(34.7)

(4,093.5)

% of revenue

-184.1%

14.8%

-207.7%

Financial expenses

(251.8)

3.7

(248.1)

- Of which Income / (cost) of net financial debt

(11.7)

(1.5)

(13.2)

Financial income

68.2

(3.4)

64.8

Financial result

(183.5)

0.3

(183.2)

NET INCOME / (LOSS) BEFORE TAX

(4,242.3)

(34.4)

(4,276.7)

Tax income / (expense)

10.1

5.6

15.7

Share of net profit / (loss) of associates

2.5

-

2.5

Net income / (loss) from continuing operations

(4,229.7)

(28.8)

(4,258.5)

Net income / (loss) from discontinued operations

-

28.8

28.8

NET INCOME / (LOSS)

(4,229.7)

(4,229.7)

Of which:

- owners of the parent company of continuing operations

(4,217.8)

(28.8)

(4,246.6)

- owners of the parent company of discontinued operations

-

28.8

28.8

- attributable to owners of the parent

(4,217.8)

(4,217.8)

- non-controlling interests in continuing operations

(11.9)

(11.9)

- non-controlling interests in discontinued operations

-

-

- attributable to non-controlling interests

(11.9)

(11.9)

Weighted average number of shares

280,173,301

280,173,301

Basic earnings per share - attributable to owners of the parent in euros from continuing operations

(15.05)

(0.10)

(15.16)

Basic earnings per share - attributable to owners of the parent in euros from discontinued operations

-

0.10

0.10

BASIC EARNINGS PER SHARE (In €)

(15.05)

(15.05)

Diluted weighted average number of shares

280,173,301

280,173,301

Diluted earnings per share - attributable to owners of the parent from continuing operations

(15.05)

(0.10)

(15.16)

Diluted earnings per share - attributable to owners of the parent from discontinued operations

-

0.10

0.10

DILUTED EARNINGS PER SHARE (In €)

(15.05)

(15.05)

Worldline 2026 Half-year Financial Report 39

INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Notes to the interim condensed consolidated financial statements

C

Restated Consolidated cash flow statement

6 months ended June 30, 2025

(In € million)

Reported

IFRS 5

Restated

Net income / (loss) before tax

(4,242.3)

(34.4)

(4,276.7)

Depreciation of assets

124.5

(8.4)

116.1

Depreciation of right-of-use

58.9

(3.9)

55.0

Net charge / (release) to operating provisions

8.3

(0.9)

7.4

Net charge / (release) to financial provisions

3.2

(0.4)

2.8

Net charge / (release) to other operating provisions

(43.2)

3.1

(40.0)

Impairment of long - term assets /Customer relationships amortization (PPA)

4,175.7

-

4,175.7

Losses / (gains) on disposals of fixed assets

1.6

(0.0)

1.6

Net charge for equity-based compensation

13.7

(0.9)

12.8

Losses / (gains) on financial instruments and other financial items

192.1

1.5

193.7

Income / (cost) of net financial debt

(11.7)

(1.5)

(13.2)

Cash from operating activities before change in working capital requirement, financial interest and taxes

280.7

(45.7)

235.0

Taxes paid

(50.3)

0.6

(49.7)

Change in working capital requirement

25.1

12.0

37.2

Net cash from (used in) operating activities from continued operations

255.5

(33.1)

222.4

Net cash from (used in) operating activities from discontinued operations

-

33.1

33.1

Net cash from/ (used in) operating activities

255.5

-

255.5

Payment for tangible and intangible assets

(134.5)

9.4

(125.0)

Net operating investments

(134.5)

9.4

(125.1)

Amounts paid for acquisitions

(79.9)

-

(79.9)

Proceeds from disposals of financial investments

(4.5)

-

(4.5)

Amounts paid for long-term financial investments

(4.0)

1.9

(2.1)

Amounts received for long-term financial investments

1.7

(1.7)

-

Cash and cash equivalents of companies sold during the period

(0.4)

-

(0.4)

Dividend received from long-term investments

0.1

-

0.1

Net long-term investments

(87.0)

0.2

(86.8)

Net cash from (used in) investing activities from continued operations

(221.5)

9.6

(211.9)

Net cash from (used in) investing activities from discontinued operations

-

(9.6)

(9.6)

Net cash from/ (used in) investing activities

(221.5)

-

(221.5)

Purchase and sale of treasury stock

(20.1)

-

(20.1)

Dividends paid to non-controlling interests

(14.8)

-

(14.8)

New borrowings

545.3

-

545.3

Lease payments

(60.5)

4.8

(55.7)

Financial interests on lease liability

(7.9)

1.6

(6.3)

Repayment of long and medium-term borrowings

(409.5)

-

(409.5)

Net interest paid

11.5

(1.5)

10.0

Other flows related to financing activities

(4.2)

0.0

(4.2)

Net cash from (used in) financing activities from continued operations

39.6

4.9

44.6

Net cash from (used in) financing activities from discontinued operations

(4.9)

(4.9)

Net cash from/ (used in) financing activities

39.6

0.0

39.6

Increase/ (decrease) in net cash and cash equivalents

- continued activities

73.7

(18.5)

55.1

Increase/ (decrease) in net cash and cash equivalents

- discontinued activities

18.5

18.5

Opening net cash and cash equivalents

1,508.3

(0.0)

1,508.3

Increase/ (decrease) in net cash and cash equivalents

73.7

(18.5)

55.1

Impact of exchange rate fluctuations on cash and cash equivalents

(15.0)

(0.0)

(15.0)

Change in cash related to discontinued activities

18.5

18.5

Closing net cash and cash equivalents

1,567.0

-

1,567.0

40 Worldline 2026 Half-year Financial Report

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