Market Update - June 11, 2024

Press Release

Market update

Atos’ Board of Directors has decided to proceed with the financial restructuring proposal submitted by the Onepoint consortium consisting of Onepoint, Butler Industries and Econocom, and a group of some of the Company’s financial creditors.

Atos’ Board of Directors has concluded, under the aegis of the Conciliator, that the proposal received from the Onepoint consortium:

• Aligns with the corporate interest of the Company, particularly its employees and clients;
• Is generally consistent with the key financial parameters outlined in April by the Company, notably providing adequate financial liquidity to fund the business and ensuring a stronger capital structure;
• Has the support of a large number of Atos’ financial creditors and thus gives greater confidence in reaching a definitive financial restructuring agreement.
  
  
  
  

Atos will work with the Onepoint consortium to reach a definitive financial restructuring agreement to be subsequently implemented by a dedicated accelerated procedure by July 2024.

Paris, France – June 11, 2024 – Further to its press releases dated June 3 and June 6, 2024, Atos has decided to proceed with the financial restructuring proposal submitted by the Onepoint consortium consisting of Onepoint, Butler Industries and Econocom, and a group of some of the Company’s financial creditors (the “Onepoint consortium”).

The Company was considering two financial restructuring proposals as part of the conciliation process from:

• EPEI in consortium with Attestor Limited (the “EPEI consortium”);
• The Onepoint consortium.

The Board of Directors has concluded, under the aegis of the Conciliator, that the proposal received from the Onepoint consortium aligns with the corporate interest of Atos, including its employees, customers, suppliers, creditors, shareholders and other stakeholders. The proposal is generally consistent with the key financial parameters outlined by the Company, ensures a stronger capital structure and notably provides adequate financial liquidity to fund the business. The proposal submitted by the Onepoint consortium also has the support of a large number of Atos’ financial creditors and thus gives greater confidence that a definitive financial restructuring agreement will be reached.

Jean-Pierre Mustier, Chairman of Atos’ Board of Directors, declared: “Today is an important milestone in our financial restructuring process. A solution has emerged, which aligns with the interest of the Company’s stakeholders, particularly our employees and clients. This solution gives us a clear path to reach a final financial restructuring agreement by July. I would like to thank all bidders for their interest and everyone involved in the conciliation for their constructive engagement”.

Paul Saleh, Atos’ Chief Executive Officer, declared: “The proposal submitted by the Onepoint consortium is generally consistent with the key financial parameters outlined by the Company in April. In particular, it will adequately fund the business and allow Atos to extend its leadership position in the market and continue to deliver outstanding services and solutions to its clients”.

The proposal from the Onepoint consortium provides for a restructuring of Atos's financial debt and establishes a sustainable capital structure. It includes, subject to final adjustments, the following parameters:

• €2.9 billion of existing debt to be converted into equity;
• €1.5 billion of new money debt (including €300 million bank guarantees);
• €250 million of new money equity, split as follows:
  • €175 million from the Onepoint consortium, for 21% of the fully-diluted equity;
  • €75 million from creditors, for 9% of the fully-diluted equity.
    
    
    
    

The proposal is generally consistent with the key financial parameters outlined by the Company in April.

Atos, under the aegis of the Conciliator, will work with the Onepoint consortium to finalize the contractual documentation¹ with the aim to reach a definitive financial restructuring agreement to be subsequently implemented by a dedicated accelerated procedure² by July 2024.

As indicated by the Company in its previous communications, the implementation of the contemplated financial restructuring proposal will result in a massive dilution of the existing shareholders of Atos, who would hold less than 0.1% of the share capital.

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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 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 | | 96

Individual shareholders: 0805 65 00 75

Press contact:

¹ The contractual documentation will comprise in particular a lock-up agreement, which is an agreement under the terms of which the signatories undertake to support and carry out any steps or actions reasonably necessary for the implementation and completion of the Company's financial restructuring. This agreement makes it possible to secure the support of restructuring stakeholders who are not directly involved in the discussions.

² 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.

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