Market Update
- Group’s strategy
adjusted in light of financial constraints to ensure the repayment
and refinancing of its financial debts while maintaining an
attractive business mix.
- Ongoing
exclusive negotiations with EPEI on the sale of Tech Foundations,
with no certainty of an agreement being reached.
- Implementation
of an additional asset disposal program, of which the sale of the
BDS (Big Data & Security) business would be a key element.
- Opening of a due
diligence phase with Airbus for a potential sale of the entire BDS
perimeter.
- Discussions with
banks to maintain financing and obtain refinancings.
- Risk factor:
should the outcome of these discussions prove uncertain, Atos does
not rule out the use of available legal protection mechanisms to
frame these discussions.
- During the first
quarter of 2024, Atos will assess whether these measures are
sufficient to cover financing maturities and cash requirements on a
long-term basis.
- Reduction in the
planned size of Eviden's capital increase, as a result of changing
market conditions and reactions.
- Changes to the
Group’s Board of Directors with the appointment of Françoise
Mercadal-Delasales and Jean-Jacques Morin strengthening its skills
in the strategic areas of finance and major transformation
projects.
Paris, France - January 3, 2024
- Atos provides a Market Update today to inform its stakeholders of
development in the ongoing business transformation and
corresponding workstreams.
The priority of the company’s management and
Board of Directors is to pursue Atos’ corporate interests, and to
preserve the interests of its stakeholders. To achieve these
priorities, and in view of the company’s financial constraints, the
Group is adjusting its strategy in order to:
- maintain
an attractive business mix for employees, customers, creditors and
shareholders,
- while
ensuring the repayment and refinancing of its financial
debts:
- the €1.5
billion term loan A, maturing in January 2025, subject to two
extensions of 6 months each, available to Atos under standard
conditions (notably no event of default and payment of an extension
fee). The first 6-month extension will take effect on January 29,
2024,
- €500 million
bonds maturing in November 2024,
- €750 million
bonds maturing in May 2025,
- €900 million
revolving credit facility maturing in November 2025,
- €350 million
bonds maturing in November 2028, and
- €800 million
bonds maturing in November 2029.
The company intends to cover its financial debt
maturities by taking into account available cash at the end of
2023, the amount of which includes specific working capital
actions, which due to their nature are not permanent and cannot be
taken into account in addressing the reduction of debt.
As indicated in the press release of November
28, 2023, the company will need to take the following
actions, either individually or in combination, in order to meet
these financing maturities:
- obtain new bank
financing,
- access capital
markets (debt and/or equity),
- implement a
major asset disposal program, and
- continue
specific actions to optimize its working capital, particularly at
half-year and annual closings, including continued factoring.
Sale of Tech Foundations
The company confirms that exclusive negotiations with EPEI on
the sale of Tech Foundations are continuing. Discussions continue
around the price to be paid, the structure of the transaction and
the transfer of a very large proportion of Tech Foundations
liabilities. As with any negotiation, there is no certainty that
these negotiations will result in an agreement.
Regarding the planned capital increase for
Eviden, changing market conditions and reactions require a
reduction in its initially planned size. In addition, the company
is examining with EPEI the legal and financial conditions under
which EPEI could be released, in whole or in part, from its
commitment to participate in the capital increase.
Bank financing
With the view to avoid uncertainties about its
long-term outlook, that is tied to the ongoing negotiations, the
company will, in parallel to the additional asset disposal program
described below, enter into discussions with the Group’s banks,
taking into account the various scenarios currently under
consideration, the implementation of which will require the
commitment of these banks to maintain financings and provide
refinancings.
The objective is also to avoid a potential
downgrade of the Group’s credit rating.
Implementation of an additional asset disposal
program
As there is no certainty whether an agreement
with EPEI will be reached for the sale of Tech Foundations, and
given the envisaged reduction in Eviden’s capital increase, the
company is considering the disposal of other assets, well in excess
of the €400 million mentioned in the press release of July 28,
2023, in order to meet its financing maturities.
The company’s management and the Board of
Directors consider that among the various potential divestments,
the sale of BDS would be a key factor, and would maintain the
strategic interest of the remaining activities.
In this respect, the company has received two
letters indicating non-binding interest in its BDS business, one of
which relates only to part of BDS’s perimeter. The company will
open a due diligence phase with Airbus, whose indicative offer of
an enterprise value of €1.5 to €1.8 billion relates to the entire
BDS perimeter. Discussions with Airbus are currently at a
preliminary stage and will progress, and the company will update
the market on their outcome in due course.
Furthermore, the company does not rule out the
sale of additional assets, particularly if the transaction with
EPEI does not go ahead.
Risk factors
In all these scenarios, the company’s management
and the Board of Directors will endeavor to manage the significant
risks involved. If necessary, should the outcome of discussions
with all its banks prove uncertain, the company does not rule out
the use of available legal protection mechanisms to frame
discussions with its creditors. The options available to Atos
should be assessed during the first quarter of 2024 to confirm that
they will be sufficient to cover the Group's financing maturities
and cash requirements on a long-term basis.
Governance changes in the composition of the Board of
Directors
Valérie Bernis, Aminata Niane, Vernon Sankey and
René Proglio decided to resign from the Board of Directors.
The Board of Directors has appointed Françoise
Mercadal-Delasalles and Jean-Jacques Morin to replace them.
Jean-Jacques Morin has been appointed Chairman of the Audit
Committee. Full biographies of each new director are included in
the appendix to this release.
The term of office of Vesela Asparuhova, who was
an employee director, came to an end, following the new number of
directors on the Board and the expiry of the second employee
director's term of office.
The Board of Directors has decided to appoint
Mandy Metten - HR Head of Group Executives and Strategic Functions
- as censor to the Board of Directors.
The company intends to further engage with its
anchor shareholder Onepoint to discuss its governance demands.
***
Contacts
Investor Relations:
investors@atos.net
Individual
shareholders: 0805
65 00 75
Media:
globalprteam@atos.net
***
Appendix
Mrs Françoise
Mercadal-Delasalles
Co-Chairwoman of the Conseil National du
Numérique and Senior Advisor
Françoise Mercadal-Delasalles gained her
experience in senior civil service with the Ministry of Finance
(1988-1992) and the Caisse des Dépôts (2002-2008), as well as in
the private sector with BNP Paribas. In 2008, she joined Société
Générale as Head of Group Resources and Innovation, and in this
capacity was a member of the Group's Executive Committee.
As Chief Operating Officer, she was responsible
for IT, real estate and purchasing. A facilitator of the Group's
innovation strategy, Françoise Mercadal-Delasalles also steered
Société Générale's digital transformation project. In particular,
she is responsible for deploying the Digital for All program, an
ambitious project to equip employees and a vast program to support
change and the adoption of digital technology.
She was CEO of Crédit du Nord from 2018 to 2021.
She is co-chair of the Conseil National du Numérique. Françoise
Mercadal-Delasalles is a graduate of the Institut d'études
politiques (IEP) in Paris and the École nationale d'administration
(ENA).
She is a Knight of the Legion of Honor, an
Officer of the Order of Merit and a Knight of the Order of
Agricultural Merit.
Mr. Jean-Jacques Morin
Group Executive Vice President and General
Manager of the Premium, Midscale and Economy Division at Accor.
Jean-Jacques Morin began his career with
Deloitte, where he spent five years in auditing and consulting,
first in Paris and then in Montreal. He went on to work
internationally in the semiconductor sector for 13 years: first at
Motorola, then at ON Semi in Arizona, and finally at Communicant
AG, a start-up based in Berlin. He joined Alstom in 2005 as CFO of
the Power Division in Zurich, then of the Transport Division,
before being appointed Group Corporate Controller in 2013. In 2014,
he was appointed Group CFO.
Jean-Jacques Morin joined Accor's Executive
Committee as CFO in 2015 and was subsequently appointed Executive
Vice President in charge of finance, strategy, IT, legal affairs,
purchasing and communications. In 2023, he was appointed Executive
Vice President in charge of Premium, Midscale and Economy for the
Group.
Jean-Jacques Morin is a graduate of the Ecole
Nationale Supérieure de l'Aéronautique et de l'Espace and ESCP
Business School, holds an MBA from the Thunderbird School of Global
Management (Arizona State University) and is a member of the Ordre
des Experts-comptables.
Jean-Jacques Morin was a member of Vallourec's
Board of Directors and Chairman of the Audit Committee (2018 -
2021).
Mrs Mandy Metten
Mandy has a Master in Social and Organizational
Psychology with focus on Organizational Design, Leadership and Team
Dynamics & Motivation. She completed the multi-level curriculum
Strategy, Economy and Finance at the LeFebvre Institute.
She specialized in strategic, people-oriented
roles. Mandy advised clients regarding organizational change and
digital transformation. She designed, implemented and managed a new
business unit fostering graduates. It received Great Place to Work
certificates. As Head of Group Campus Management, Mandy was
responsible for innovation, defining and driving the group campus
strategy worldwide. Her current role is HR Head of Group Executives
and Strategic Functions.
Mandy was a member of the Atos Societas Europaea
Council since 2012 and a member of the Board Participating
Committee since 2017.
***
Analyst and investor conference
call
Atos’ Management invites you to an international
conference call, on Wednesday, January 3, 2024 at 08:00 am (CET –
Paris).
You can join the webcast of the conference:
via the following link:
https://edge.media-server.com/mmc/p/drcnpo92
by telephone with the dial-in, 10 minutes prior the starting
time. Please note that if you want to join the webcast by
telephone, you must register in advance of the conference using the
following link:
https://register.vevent.com/register/BIfe6771ffb4894d0b98eafe76e124f978
Upon registration, you will be provided with
Participant Dial In Numbers, a Direct Event Passcode and a unique
Registrant ID.
During the 10 minutes prior to the beginning of
the call, you will need to use the conference access information
provided in the email received upon registration.
After the conference, a replay of the webcast
will be available on atos.net, in the Investors section.
***
About Atos
Atos is a global leader in digital
transformation with c.105,000 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.
- PR - Market Update - 03-01-2024
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