Unique negotiations with the French State for the potential acquisition of 100% of BDS’s Superior Computing actions
- Proposed enterprise worth of €500 million and as much as €625 million together with earn-outs
- Earlier non-binding provide despatched by the French State was on a wider perimeter together with Mission Crucial System and Cybersecurity Merchandise companies, along with the Superior Computing enterprise
- Exclusivity granted till Could 31, 2025
- Goal to signal a Share Buy Settlement by Could 31, 2025 upon reception of customary business, worker and administrative authorizations
- Preliminary cost of €150 million to be made accessible upon signing of the Share Buy Settlement
Dedication to launch a proper sale course of for BDS’s Mission-Crucial Techniques and Cybersecurity Merchandise companies
Impact of the sale of Superior Computing on the present monetary restructuring course of and timetable
- 2027 monetary leverage[1] anticipated to be between 1.8x and a pair of.1x relying on the result of the continuing €233 million rights situation
- Complement to the prospectus regarding the continuing €233 million rights situation to be filed with the French Autorité des Marchés Financiers (“AMF”), in accordance with relevant laws
- Subscription interval of the continuing rights situation to be prolonged, in accordance with the indicative timetable that will probably be included within the complement
- Indicative time limit of the monetary restructuring transactions nonetheless deliberate by year-end or early January 2025
Paris, France – November 25, 2024 – Additional to its press launch dated October 7, 2024, Atos SE (“Atos” or the “Firm”) broadcasts it has acquired a non-binding provide from the French State for the potential acquisition of 100% of the Superior Computing actions of its BDS division, based mostly on an enterprise worth of €500 million, to be doubtlessly elevated to €625 million together with earn-outs.
Atos’ Superior Computing enterprise regroups the Excessive-Efficiency Computing (HPC) & Quantum in addition to the Enterprise Computing & Synthetic intelligence divisions. The enterprise at present employs approximatively 2,500 staff and generated income of circa €570 million in 2023.
The provide acquired from the French State gives for an exclusivity interval till Could 31, 2025. If the unique negotiations result in an settlement and topic to acquiring the customary business, worker and administrative authorizations, a Share Buy Settlement could also be signed by that date. An preliminary cost of €150 million is predicted to be made accessible to Atos upon signing of the Share Buy Settlement.
As agreed upon with monetary collectors, a valuation of the disposed perimeter will probably be carried by an impartial knowledgeable appointed by the Firm to evaluate notably that the phrases of the transaction displays a good market worth. As well as, in accordance with the judgement approving the Firm’s accelerated safeguard plan and within the absence of a considerable change within the targets and sources of the plan, the transaction is topic to the data of the specialised business court docket of Nanterre by way of the SELARL AJRS, represented by Mr Thibaut Martinat, performing as plan supervisor (commissaire à l’exécution du plan).
As well as, Atos would decide to launch a proper sale course of for its Cybersecurity merchandise and Mission Crucial Techniques, which generated income of circa €340 million in 2023.
Influence of the sale of Superior Computing on the present monetary restructuring course of and timetable
The accelerated safeguard plan, authorized by the courses of affected events on 27 September 2024 and by the specialised business court docket of Nanterre on 24 October 2024, included the opportunity of the disposal of the Group’s Superior Computing actions. The forecasts introduced within the accelerated safeguard plan, nevertheless, didn’t take this disposal under consideration contemplating the continuing discussions.
On the idea of an enterprise worth of €500 million, the proposed transaction is predicted to result in a 2027 monetary leverage[2] of between 1.8x and a pair of.1x, relying on the result of the continuing €233 million rights situation.
The Firm will file with the French Autorité des Marchés Financiers (the “AMF”) a complement to the prospectus regarding the continuing €233 million rights situation, authorized by the AMF below quantity 24-474 on 7 November 2024:
- Traders who’ve already positioned subscription orders can have the choice of withdrawing them for 2 (2) buying and selling days following the approval of the complement by the AMF.
- The subscription interval for the rights situation, which was supposed to shut on 25 November 2024, will probably be prolonged, in accordance with the indicative timetable that will probably be included within the complement.
The indicative time limit of the monetary restructuring transactions continues to be deliberate by year-end or early January 2025.
The Firm will proceed to tell the market sooner or later of the following steps of its monetary restructuring.
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Atos SE confirms that data that might be certified as inside data inside the which means of Regulation No. 596/2014 of 16 April 2014 on market abuse and which will have been given on a confidential foundation to its monetary collectors has been revealed to the market, both prior to now or within the context of this press launch, with the intention of reestablishing equal entry to data regarding the Atos Group between the traders.
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Disclaimer
This doc incorporates forward-looking statements that contain dangers and uncertainties, together with references, regarding the Group’s anticipated progress and profitability sooner or later which can considerably influence the anticipated efficiency indicated within the forward-looking statements. These dangers and uncertainties are linked to components out of the management of the Firm and never exactly estimated, equivalent to market situations or rivals’ behaviors. Any forward-looking statements made on this doc are statements about Atos’s beliefs and expectations and must be evaluated as such. Ahead-looking statements embody statements which will relate to Atos’s plans, targets, methods, objectives, future occasions, future revenues or synergies, or efficiency, and different data that’s not historic data. Precise occasions or outcomes might differ from these described on this doc attributable to numerous dangers and uncertainties which might be described inside the 2023 Common Registration Doc filed with the Autorité des Marchés Financiers (AMF) on Could 24, 2024 below the registration quantity D.24-0429, within the June 30, 2024 half-year monetary report revealed by Atos SE on August 5, 2024 and within the modification to the 2023 Common Registration Doc filed on 7 November 2024 with the Autorité des Marchés Financiers (AMF). Atos doesn’t undertake, and particularly disclaims, any obligation or duty to replace or amend any of the data above besides as in any other case required by regulation.
This doc doesn’t include or represent a suggestion of Atos’s shares on the market or an invite or inducement to spend money on Atos’s shares in France, the US of America or every other jurisdiction. This doc consists of data on particular transactions that shall be thought of as initiatives solely. Specifically, any resolution regarding the data or initiatives talked about on this doc and their phrases and situations will solely be made after the continuing in-depth evaluation contemplating tax, authorized, operational, finance, HR and all different related points have been accomplished and will probably be topic to common market situations and different customary situations, together with governance our bodies and shareholders’ approval in addition to acceptable processes with the related worker consultant our bodies in accordance with relevant legal guidelines.
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About Atos
Atos is a worldwide chief in digital transformation with circa 82,000 staff and annual income of circa €10 billion. European primary in cybersecurity, cloud and high-performance computing, the Group gives tailor-made end-to-end options for all industries in 69 nations. A pioneer in decarbonization providers and merchandise, Atos is dedicated to a safe and decarbonized digital for its purchasers. Atos is a SE (Societas Europaea) and listed on Euronext Paris.
The purpose of Atos is to assist design the way forward for the data area. Its experience and providers assist the event of information, training and analysis in a multicultural strategy and contribute to the event of scientific and technological excellence. The world over, the Group permits its clients and staff, and members of societies at giant to stay, work and develop sustainably, in a protected and safe data area.
Contacts
Investor relations:
David Pierre-Kahn | investors@atos.net | +33 6 28 51 45 96
Sofiane El Amri | investors@atos.net | +33 6 29 34 85 67
Particular person shareholders: 0805 65 00 75
Press contact: globalprteam@atos.net
[1] Ratio internet debt pre-IFRS16 over EBITDA pre-IFR16; EBITDA computed as OMDA pre-IFRS16 minus anticipated RRI (restructuring, rationalization, integration) prices and Different modifications
[2] Ratio internet debt pre-IFRS16 over EBITDA pre-IFR16; EBITDA computed as OMDA pre-IFRS16 minus anticipated RRI (restructuring, rationalization, integration) prices and Different modifications
