“Creating a European Leader in Payment Services: Atos Origin Acquisition of Banksys and BCC”

Paris / Brussels, 20 July 2006

Atos Origin, Banksys and Bank Card Company (BCC), as well as the four major shareholders of Banksys and BCC (Dexia, Fortis, ING, KBC), announce the agreement of the acquisition of Banksys and BCC by Atos Origin, an international information technology services company. This new partnership will allow Banksys and BCC to play a key role in the current international market and it will allow Atos Origin to become a European leader in payment services. The agreement, for an undisclosed amount, was signed on Wednesday 19 July 2006 and the acquisition is expected to be finalized by the end of 2006, subject to approval by the European Competition Authorities.

Within the context of SEPA, the process of European standardisation, the four major shareholders seek to leverage Banksys and BCC's positioning in the new pan-European market for transactions processing, commercial affiliation for electronic payments and payment terminals. The acquisition of Banksys and BCC by Atos Origin, through its subsidiary Atos Worldline, reinforces their role as powerful and innovative forerunners, which is key in the strategic positioning in the future European market of electronic payments.

Atos Origin was selected based on the following strict criteria:

  • its extensive experience in payment operations in Germany, France and the United Kingdom, Spain, Italy and Asia Pacific;
  • its ambition to develop the payment activities on a European scale;
  • its reputation as a professional European partner in the banking sector;
  • its ability to accompany the transition to SEPA, in particular, the migration of the Bancontact/Mister Cash payment scheme to Maestro (as a first step) and at a later stage to all SEPA-compliant schemes;
  • its proven ability to develop the companies it acquires;
  • its commitment to ensure the business continuity of Banksys and BCC and to develop their activities;
  • its proven complementarity with the activities and company culture of the two companies.

Banksys and BCC are currently owned by a consortium of Belgium Banks including Fortis, Dexia, KBC and ING. They have combined 2005 revenues of EUR 309 million under Belgian GAAP and employ 1,100 people.

Atos Worldline's and Banksys' / BCC's operational fit is excellent both from a business and geographical perspective. The new entity will be part of Atos Worldline. The combination will deliver substantial development synergies and will be able to respond to the challenges and opportunities presented by SEPA. The selling banks will remain customers of the new group for the processing of their credit and debit transactions and for related services such as CardStop.

Bernard Bourigeaud, Atos Origin's Chief Executive Officer commented: “This transaction allows Atos Origin to acquire a strong payment processor while also entering into long term commercial relationships with the selling banks. It represents a major step forward in our strategy to become a leader in the payment processing areas in the post-SEPA environment. We are pleased to welcome Banksys and BCC staff into the Group and I am confident that the integration of the companies will be successful.”

Michel Bouteille and Pierre Jolie, Chairmen of the Board of Directors of Banksys and BCC, have declared that “ It was essential for the new partner to guarantee, in the European area which is currently being outlined, the preservation of the quality of electronic payment standards and the level of security Banksys and BCC are used to. The Belgian banks are confident in the ability of the new group to further improve the already high service level and their future positioning on the European market.”

Vincent Roland, CEO of Banksys and Dirk De Cock, General Manager of Bank Card Company add: “ This partnership will allow an acceleration of our European expansion. With a partner of the size of Atos Origin, our know-how and competitiveness will be extended to Europe at large. This will strengthen our ability to meet the needs of our customers who are already present in Europe and wish to concentrate their payments on a European scale”.

Fortis Corporate Finance and Linklaters De Bandt acted respectively as financial and legal advisors to the Sellers, while ABN AMRO Corporate Finance and Debevoise & Plimpton acted respectively as financial and legal advisors to the Buyer.

About Atos Origin
Atos Origin is an international information technology services company. Its business is turning client vision into results through the application of consulting, systems integration and managed operations.
The company's annual revenues are more than EUR 5,5 billion and it employs over 47,000 people in 40 countries. Atos Origin is the Worldwide Information Technology Partner for the Olympic Games and has a client base of international blue-chip companies across all sectors. Atos Origin is quoted on the Paris Eurolist Market and trades as Atos Origin, Atos Euronext Market Solutions, Atos Worldline and Atos Consulting.

Atos Worldline, an Atos Origin company
Atos Worldline is a major European player in the processing of large-volume electronic exchanges, specialising in electronic payment services, CRM and e-services (internet, voice and mobile services). With the focus on technological innovation, Atos Worldline implements its solutions in processing or integration mode. Atos Worldline has 2,600 employees in Europe and has an annual turnover of €400 million.

About Banksys
Banksys was founded in 1989, as the result of the merger of the Mister Cash and Bancontact networks. Its principal mission is the authorization, security and guarantee of electronic payments in Belgium. Next to its processing activities, Banksys capitalizes on its know-how for the development of terminals and payment applications like “banxafe” and “Mobile banxafe”. Banksys also operates a wide set of services such as terminal maintenance and CardStop to merchants and cardholders. Banksys has approximately 1,000 employees nowadays. In 2005, Banksys performed over 986 million transactions through an acceptance network of 120,000 merchants.

About Bank Card Company
Bank Card Company (BCC) manages the payment systems linked to the two largest credit card networks: Visa and MasterCard on behalf of nearly forty Belgian banks. BCC affiliates merchants to accept Visa, MasterCard, Maestro, V Pay and Visa Electron. To meet the needs of the cardholders BCC is continually diversifying its acceptance network of 55.000 active merchants.

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Atos Origin Contact for Press:
Marie-Tatiana Collombert, Tel : +33 (0) 1 55 91 26 33, marie-tatiana.collombert@atosorigin.com

Atos Origin Contact for Investors:
Virginia Jeanson, Tel: +33 (0) 1 55 91 26 32, virginia.jeanson@atosorigin.com
Bertrand Labonde, Tel : +33 (0) 1 55 91 24 45, bertrand.labonde@atosorigin.com

Banksys Contact :
Jean-Michel Dasnoy, Tel: +32 2 727 68 22, jeanmichel.dasnoy@banksys.be

BCC Contact :
Ante Rimac, Tel : +32 2 205 83 36, ante.rimac@bcc.be

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