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Other related party transactions
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Worldline
2016 Registration Document
Other related party transactions
19.2
Agreements with the Atos Group
19.2.1
Tax Agreements
19.2.1.1
group as of January
1, 2014.
listing of the Company’s shares on Euronext Paris removed the
Company and its subsidiaries from the Atos SE consolidated tax
to the various group taxes for which Atos SE is the sole
taxpayer, in its capacity as the Group’s parent company. The
Prior to the Company’s listing on Euronext Paris, the Company
and its subsidiaries that were members of the Atos SE
consolidated tax group were parties to a tax consolidation
agreement with Atos SE governing the Company’s contribution
income tax installments and additional contributions payable in
2014.
of any proposed assessments on their own results for the period
during which they belonged to the Group, as if they had not
been consolidated. The tax consolidation termination
agreement also governs the terms for payment of corporate
tax consequences of the de-neutralizations triggered by the exit
of the Company and its subsidiaries from the tax consolidation
group, and (ii) the exiting companies will bear the consequences
consequences of the exit of the Company and its subsidiaries
from the Atos SE tax group and the reciprocal relations that will
exist between Atos SE and the exiting companies. This
agreement provides, in particular, (i) that Atos SE will bear the
Accordingly, the previous tax consolidation agreement which
included was terminated. The parties entered into a tax
consolidation termination agreement that defines the
agreements with each of the member companies of its
consolidated tax group to govern the subsidiaries’ contribution
to the Group’s taxes, for which the Company is the sole taxpayer
in its capacity as the new parent company.
consolidated tax group is in place in France between the
Company and its French subsidiaries in which it holds at least
95% of the share capital, as from January
1, 2015. Upon creation
of this group, the Company entered into tax consolidation
Since the listing of the Company’s shares on Euronext Paris, a
Assistance Agreements
19.2.1.2
dedicated exclusively to Worldline activities prior to the
Reorganization Transactions, the Group and the Atos group
have entered into local assistance agreements, in particular with
respect to shared premises, equipment and services.
In France, Belgium and Germany, where the Group had entities
services provided under the Regional Services Agreement
In the Asia-Pacific region, the Atos SE subsidiary in Singapore
and the local subsidiaries of the Company located in China,
Hong Kong, Malaysia, Singapore and Taiwan are parties to a
services agreement (the “Regional Services Agreement”). The
months and is automatically renewable for successive
twelve-month periods. It may be terminated at any time by the
Atos SE subsidiary in Singapore, by providing two months’ prior
notice.
Agreement are invoiced monthly on the basis of the costs borne
directly or indirectly by the Atos SE subsidiary in Singapore in
order to provide these services, plus a margin. The Regional
Services Agreement was entered into for a term of twelve
include financial, legal, marketing, communications and IT
services. The services provided under the Regional Services
under the Group Services Agreement (see Section
19.1.1.1, “Group
Services Agreement”). The services provided under these
agreements are invoiced for a fixed monthly fee, with the fee
The services provided under these agreements include the
provision of financial, legal, management, sales, marketing, IT,
telecommunications and human resources services, with the
exception of the services provided by Atos International SAS
The Company’s subsidiaries in Argentina and Chile also benefit
from the assistance of the Atos SE subsidiary in Brazil, which is
the regional hub for the Atos group’s activities in Latin America.
reviewed at the beginning of each half-year period. The
agreements were entered into with the Atos SE subsidiary in
Brazil for an indefinite term and may be terminated by either
party by providing six months’ notice.
group were repaid upon the listing of the Company’s shares on
Euronext Paris.
The Group entities entered into agreements with Atos SE and its
subsidiaries in connection with certain Worldline Group
financing aspects, in particular cash management and certain
loans. Existing borrowings between the Group and the Atos
group’s securitization program.
correspond to proceeds from the sale of trade receivables
under the Atos group’s securitization program. These loans
were reimbursed before the listing of the Company’s shares on
Euronext Paris and the Group no longer participates in the Atos
The Atos group has extended loans to Group entities that
the Company level a notional multicurrency cash pooling
Since the listing of the Company’s shares on Euronext Paris, the
Group is no longer party to the Atos group’s cash pooling
arrangements. Following this listing, the Group put in place at
with the Atos group at market conditions.
arrangement covering most Group entities. The Group will
nevertheless have the possibility of placing short-term deposits
liquidity requirements, including temporary fluctuations in its
working capital needs.
Since the listing of the Company’s shares on Euronext Paris, the
Group benefits from a €
300
million revolving credit facility
granted by the Atos group, in order to cover the Group’s