Worldline, a European leader in payment services, announced the approval of all resolutions relating to the contemplated capital increase and the first milestones in the North Star 2030 plan reached.
Wilfried Verstraete, Chairman of Worldline’s Board of Directors, said: “The approval of all the resolutions proposed during the Extraordinary General Meeting reflects the confidence of our shareholders in Worldline’s North Star 2030 strategic roadmap under the drive of Pierre-Antoine Vacheron as CEO and his management team. Consolidation of our shareholder base with the commitment of Bpifrance Participations, Crédit Agricole SA and BNP Paribas and successful execution of the capital increase will further consolidate our financial structure at this tipping point in the transformation journey of Worldline. I would like to warmly thank our shareholders for their support.”
Pierre-Antoine Vacheron, CEO of Worldline, said: “As we have entered into the execution phase of North Star 2030, I would like to thank our shareholders for their support at the EGM today.
End of year has confirmed stabilization of the operations initiated in Q3, with strong platform resilience, commercial successes and improvement of customer satisfaction in many segments. All our teams are committed to a disciplined execution of our transformation with a strong focus on customer excellence, return to growth and robust cash flow generation. With the support of Worldline’s strategic investors and from a large pool of premium international banks, the successful execution of the capital increase will further consolidate our financial profile in the execution of North Star 2030 plan.”
Extraordinary General Meeting held on January 8, 2026
At today’s meeting, shareholders adopted all the resolutions submitted by the Board of Directors, in particular:
Resolution 1: Share capital reduction resulting from losses, by reducing the nominal value of shares and delegation of powers to the Board of Directors to carry out the share capital
reduction;
Resolutions 2 & 3: Delegation of authority to the Board of Directors to issue ordinary shares in the Company, without preferential subscription rights for existing shareholders, for the benefit of Bpifrance Participations for a total nominal amount of €334,494.54 and waiver of shareholders’ preferential subscription rights in favor of Bpifrance Participations;
Resolutions 4 & 5: Delegation of authority to the Board of Directors to issue ordinary shares in the Company, without preferential subscription rights for existing shareholders, for the benefit of Crédit Agricole S.A. for a total nominal amount of €218,450.90 and waiver of shareholders’ preferential subscription rights in favor of Crédit Agricole S.A.;
Resolutions 6 & 7: Delegation of authority to the Board of Directors to issue ordinary shares in the Company, without preferential subscription rights for existing shareholders, for the benefit of BNP Paribas for a total nominal amount of €232,800 and waiver of shareholders’ preferential subscription rights in favor of BNP Paribas;
Resolution 8: Delegation of competence to the Board of Directors to increase the share capital while maintaining preferential subscription rights for shareholders by issuing ordinary shares of the Company;
Resolution 9: Restating of the overall nominal cap on capital increases and the overall nominal cap for issuances of debt securities or equivalent instruments giving access to the Company’s share capital provided for in “paragraphe 2°” of the 20th resolution of the general meeting held on June 5, 2025;
Resolution 10: Reverse share split of the Company’s shares by allocation of one (1) new share with a par value of (€0.80) for forty (40) existing shares with a par value of (€0.02) each; delegation of authority to the Board of Directors for the purpose of implementing the reverse share split;
Resolution 11: Delegation of competence to the Board of Directors to increase the share capital of the Company, without preferential subscription rights for shareholders, for the benefit of employees and/or corporate officers of the Company and/or its affiliated companies, as members of a company or group savings plan;
Resolution 12: Delegation of competence to the Board of Directors to increase the Company’s share capital, without preferential subscription rights for shareholders, for the benefit of people with certain characteristics in the context of an employee shareholding operation;
Resolution 13: Powers.
The voting results of the Shareholders’ Meeting and the full broadcast are available on the Company’s website: investors.worldline.com/en/general-meeting-of-shareholders.
Capital increase anchored by Worldline’s strategic investors and standby underwriting commitment provided by four banks acting as Joint Global coordinators in the upcoming rights issue
To ensure the execution of the transformation plan and strengthen the Company’s financial flexibility, the Group is contemplating a €500m capital increase via:
. A reserved capital increase of c.€110m at a price per share of €2.75, anchored by Bpifrance Participations, Crédit Agricole SA and BNP Paribas, and;
. A capital increase with preferential subscription rights maintained of c.€390m open to all shareholders in proportion to their existing shareholding. Bpifrance Participations, Crédit Agricole SA and BNP Paribas have committed to subscribe c.€135m to the capital increase.
The preparation of the contemplated c.€390m rights issue, which forms part of the broader capital increase of €500m announced at the Capital Market Day on 6 November 2025, is on track.
In this context, Barclays, BNP Paribas, Crédit Agricole Corporate and Investment Bank and J.P. Morgan have provided a standby underwriting for the rights issue amount after deduction of the c.€135m subscription commitments of Bpifrance Participations, Crédit Agricole SA and BNP Paribas, i.e. on c.€255m. This standby underwriting will come into effect from 9 January 2026 and is subject to usual conditions.
The c.€390m rights issue is expected to be launched by the end of Q1 2026.
North Star 2030 plan in full motion
In 2025, decisive actions have been undertaken to address operational challenges and simplify the company with visible results :
. Robustness of the platform with an availability rate above 99.9% on Axis acceptance platform that has crossed 10 billion transactions processed in 2025.
. Improvement of customer satisfaction in many segments and overall stability of Net Promoter Score in 2025 despite challenging times.
. Reduction of our churn rate on SMBs in the course of Q4’25.
. Disposal of 4 businesses in 5 months with closing anticipated in H1 2026.
The Company has now entered into execution mode of North star 2030 transformation journey with initial milestones already delivered and tangible results anticipated in 2026.
2025 Outlook confirmed
For 2025, Worldline confirms its outlook as follow:
. Low single digit percentage organic decline in Group External revenue
. Adjusted EBITDA in the range of €830-855m
. Free cash flow in the range of €(30)-0m+
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