4
Risk Factors
Regulatory and legal risks
23
Worldline
2016 Registration Document
also comply with the PCI-SSC standard entitled “PCI-DSS
(Payment Card Industry – Data Security Standard)”. The aim of
the PCI-DSS is to ensure that stored cardholder data and
sensitive transaction data are always processed in a fully secure
manner by systems and data bases. The new standard is
compulsory for all systems that handle, store or route such data,
whether the payment is made by chip card or not. Like PCI-PTS,
maintaining compliance with this standard could require the
Group to make changes in the architecture of data processing
systems, networks and servers entailing substantial investment.
As a provider of payment solutions, particularly centralized
payment solutions deployed in large-scale retail, the Group must
The Group maintains an on-going relationship with the PCI-SSC
to ensure that the Group can address all aspects of current and
forthcoming standards under the best possible conditions,
including being able to anticipate trends and prepare for future
investments and remedial expenditures. Despite this close
relationship, the Group might not be able to avoid fraud or
tampering with its certified payment terminals and solutions.
Such occurrences could damage the Group’s reputation and
results of operations.
standards could adversely affect the Group’s business.
Changes in credit card association or other network rules or
condition could be materially adversely affected. The
termination of the Group’s registration, or any changes in the
payment schemes rules that would impair the Group’s
registration, could require the Group to stop providing payment
schemes services to the Visa, MasterCard or other payment
schemes, which would have a material adverse effect on the
Group’s business, financial condition and results of operations.
A significant source of the Group’s revenue comes from
processing transactions through payment schemes, including, in
particular, Visa, MasterCard, Bancontact/Mister Cash (in Belgium)
and Groupement des Cartes Bancaires CB (in France). In order
to provide its transaction processing services, the Group must
be registered with, or certified by, such card schemes as
members or service providers for member institutions. As such,
the Group and many of its customers are subject to card
association and network rules that could subject them to a
rules could have a material adverse effect on the Group’s cash
flows and liquidity if the payment schemes impose delays in
their processing of payments that are longer than the amount of
time the Group takes to process payments on behalf its
merchant clients. On occasion, the Group has received notices
of non-compliance and fines, which have typically related to
excessive chargebacks by a merchant or data security failures
on the part of a merchant. If the Group is unable to recover fines
from or pass through costs to its merchants or other associated
participants, the Group’s results of operations and financial
variety of fines or penalties that may be levied by the card
associations or networks for certain acts or omissions by the
Group, acquirer customers, processing customers and
merchants. Payment schemes such as Visa, MasterCard,
Bancontact/Mister Cash and Groupement des Cartes Bancaires
CB, some of which are the Group’s competitors, set the
compliance standards and periodically update and modify them.
Changes in the standards may increase the Group’s operating
costs that it may not be able to pass on to its clients or other
scheme participants. Additionally, changes to payment scheme
the Group’s continued registration with Visa and
MasterCard.
The Group’s revenue from the sale of services to merchants
that accept Visa and MasterCard cards are dependent upon
In order to provide its Visa, MasterCard and other payment
schemes transaction processing services, the Group must be a
member (commercial acquirer), and be registered as a
processor, of Visa, MasterCard and other payment schemes in
the territories where the Group provides such services. If the
Group is unable to maintain its membership as a commercial
acquirer or registration as processor of such payment schemes,
which may be due to none-compliance with the payment
schemes’ rules or guidelines (including major security or fraud
incidents) resulting in the suspension or cancellation of the
Group’s registration, the Group may no longer be able to
provide acquiring or processing services to the affected
customers, which would have a material adverse effect on the
Group’s business, financial condition and results of operations.
Changes in the regulation of interchange fees could have a
material adverse effect on the Group’s revenue.
card market by removing barriers to entry IFR could have a
significant impact on the structure of card payments market in
Europe, including card acceptance, cross-border acquiring,
domestic versus international card schemes and issuing
business models concerning profitability, increased competition
and the ability to launch new products.
transactions, negotiated in the trilogue process between the EU
Commission, EU Parliament and EU Council was adopted by the
EU Parliament on March
10, 2015. Provisions within the IFR take
effect on different dates. The interchange fee caps came into
effect on December
9, 2015 and the majority of provisions
relating to business rules on June
9, 2016. As a general rule, the
regulation set a cap on interchange fees at 0.2% of the
transaction value for consumer debit cards and at 0.3% for
consumer credit cards. As well as capping interchange fees, the
IFR also aims to improve transparency and competition in the
The European Regulation n°2013/0265 of July
24, 2013 on
interchange fees (the “Regulation”) for card-based payment
in scheme membership costs, which could have a material
adverse effect on the Group’s business, financial condition and
results of operations.
The adopted Regulation will have material adverse effect on the
amount of fees collected by card issuers and payment schemes
operators. Accordingly, such issuers or operators might seek to
pass on these fee decreases through corresponding increases