Market Update - 26 June, 2024
Press Release
Market Update
Revised global financial restructuring
proposal received from the representative committee of bondholders
(SteerCo) taking into account the end of discussions with Onepoint,
Butler Industries and Econocom
Business activities in line with the
business plan presented on April 29, 2024
Finalization of the agreement aimed at
protecting the sovereign interests of the French State with respect
to certain activities carried out by the Atos Group
Objective of reaching a definitive
financial restructuring agreement by July 2024 remains
unchanged
EPEI also proposed to restart discussions
with the Company and its financial creditors
Paris, France - June 26, 2024 –
Atos SE (“Atos” or the “Company”)
announces it has received from the representative committee of its
bondholders (Steerco) a revised global financial restructuring
proposal taking into account the decision from Onepoint, Butler
Industries and Econocom to withdraw from discussions on 25 June
2024.
Revised global financial restructuring
proposal received from the representative committee of bondholders
(SteerCo)
As part of the ongoing discussions to reach an
agreement on a financial restructuring plan for the Company, under
the aegis of the conciliator, Hélène Bourbouloux, the Company has
received from the representative committee of its bondholders
(SteerCo) a revised global financial restructuring proposal to meet
the Group’s short and medium-term liquidity requirements and taking
into account the decision from Onepoint, Butler Industries and
Econocom to withdraw from discussions on 25 June 2024.
Discussions are continuing with the
representative committee of bondholders (SteerCo) and certain banks
on the basis of this proposal in order to reach an agreement as
soon as possible.
Once an agreement on a financial restructuring
plan has been reached, a new syndication period for the interim
financing (additional tranches of € 225 million and € 350
million) referred to in the press release issued by the Company on
June 20, 2024 will reopen.
As indicated in previous communications, the
Company reminds that the implementation of the contemplated
financial restructuring plan will result in massive dilution of the
existing shareholders of Atos, who would hold less than 0.1% of the
share capital.
Business activities in line with the
business plan presented on April 29, 2024
Atos confirms that business activities are in
line with the business plan presented on April 29. The Company
would like to thank its employees for their commitment and its
clients and partners for their ongoing support.
Finalization of the agreement aimed at
protecting the sovereign interests of the French State with respect
to certain activities carried out by the Atos Group
Further to the agreement announced on April 9,
2024, Atos announces that it has finalized negotiations with the
French State of an agreement aimed at protecting the sovereign
interests of the French State with respect to certain activities
carried out by the Atos Group. This agreement, approved on June 25
by the Atos Board of Directors, shall be signed today.
The rights granted to the French State will
initially result from the agreement and will be supplemented by the
issuance by Bull SA of a preferred share (action de preference) for
the benefit of the French State.
The French State will benefit from governance
rights at the level of Bull SA, in particular rights of
representation on corporate bodies (without voting rights at this
stage) and prior authorization and approval rights (droits
d’autorisation préalable et d’agrément) designed to protect
sovereign sensitive activities.
The agreement also provides for a right for the
French State to purchase sovereign sensitive activities if a
third-party has acquired 10% or a multiple of 10% of Atos’ or Bull
SA’s share capital or voting rights and that the parties have not
reached a reasonable agreement on how to protect national interests
in relation to these sovereign sensitive activities (without
prejudice to the application of the French FDI regime).
The Company also reminds that, as indicated in
its press release of June 14, 2024, it has received from the French
State a non-binding confirmatory offer letter regarding the
potential acquisition of 100% of the Advanced Computing,
Mission-Critical Systems and Cybersecurity Products activities of
the Company’s BDS (Big Data & Cybersecurity) division.
EPEI proposed to restart discussions
with the Company and its financial creditors
On June 25, 2024, the Company received a letter
from EPEI reiterating its interest to participate in its financial
restructuring.
This letter will be published today on the Atos
website and will be accessible through the following link:
https://atos.net/fr/investisseurs
Next steps
The Company confirms its objective of reaching a
definitive financial restructuring agreement with a majority of
financial creditors during the week of July 22, 2024 and expects
that:
- An in-principle
financial restructuring agreement with the financial creditors
would be reached during the week starting June 24;
- The new money
backstop process for the €1.5 billion new money debt and €75
million new money equity to be provided as part of the
restructuring plan starts during the week starting June 24;
- The lock-up
agreement would be expected during the week starting July 8;
- The accession to
the lock-up agreement would be open from the week starting July 8
to the week ending July 19.
The definitive financial restructuring agreement
would then be implemented through a dedicated accelerated
procedure1 from the week starting July 22.
*
Atos SE confirms that information that could be
qualified as inside information within the meaning of Regulation
No. 596/2014 of 16 April 2014 on market abuse and that may have
been given on a confidential basis to its financial creditors has
been published to the market, either in the past or in the context
of this press release, with the aim of re-establishing equal access
to information relating to the Atos Group between the
investors.
***
Disclaimer
This document contains forward-looking
statements that involve risks and uncertainties, including
references, concerning the Group’s expected growth and
profitability in the future which may significantly impact the
expected performance indicated in the forward-looking statements.
These risks and uncertainties are linked to factors out of the
control of the Company and not precisely estimated, such as market
conditions or competitors’ behaviors. Any forward-looking
statements made in this document are statements about Atos’s
beliefs and expectations and should be evaluated as such.
Forward-looking statements include statements that may relate to
Atos’s plans, objectives, strategies, goals, future events, future
revenues or synergies, or performance, and other information that
is not historical information. Actual events or results may differ
from those described in this document due to a number of risks and
uncertainties that are described within the 2023 Universal
Registration Document filed with the Autorité des Marchés
Financiers (AMF) on May 24, 2024 under the registration number
D.24-0429. Atos does not undertake, and specifically disclaims, any
obligation or responsibility to update or amend any of the
information above except as otherwise required by law. This
document does not contain or constitute an offer of Atos’s shares
for sale or an invitation or inducement to invest in Atos’s shares
in France, the United States of America or any other
jurisdiction.
This document includes information on specific
transactions that shall be considered as projects only. In
particular, any decision relating to the information or projects
mentioned in this document and their terms and conditions will only
be made after the ongoing in-depth analysis considering tax, legal,
operational, finance, HR and all other relevant aspects have been
completed and will be subject to general market conditions and
other customary conditions, including governance bodies and
shareholders’ approval as well as appropriate processes with the
relevant employee representative bodies in accordance with
applicable laws.
***
About Atos
Atos is a global leader in digital
transformation with c. 94,000 employees and annual revenue of c. €
11 billion. European number one in cybersecurity, cloud and
high-performance computing, the Group provides tailored end-to-end
solutions for all industries in 69 countries. A pioneer in
decarbonization services and products, Atos is committed to a
secure and decarbonized digital for its clients. Atos is a SE
(Societas Europaea), and listed on Euronext Paris.
The purpose of Atos is to help design the future
of the information space. Its expertise and services support the
development of knowledge, education and research in a multicultural
approach and contribute to the development of scientific and
technological excellence. Across the world, the Group enables its
customers and employees, and members of societies at large to live,
work and develop sustainably, in a safe and secure information
space.
Contacts
Investor relations: David Pierre-Kahn | investors@atos.net | +33
6 28 51 45 96
Individual shareholders: 0805 65 00 75
Press contact: globalprteam@atos.net
1 The Company may request the opening of
accelerated safeguard proceedings – whose effects would be limited
to financial creditors and shareholders only – with the sole view
to implement and obtain a Court approval on the terms of the
financial restructuring plan agreed in the lock-up agreement. The
accelerated safeguard proceedings would concern only the financial
indebtedness of Atos and would not impact in any way suppliers,
employees, the governance of the Company, or other creditors of the
Company or its subsidiaries.
- PR - Atos - Market Update - 26 June 2024
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