Market update - July 5, 2024
Syndication of short-term interim financing program closed successfully
Secured waiver from the banks under the €1.5 billion term loan of the Company
Update on New Financings[1]
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Syndication process for the backstop of the New Financings to be provided by Bondholders[2] finalized
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Syndication process for the backstop of the New Secured Financings to be provided by the Banks[3] extended to July 11, 2024, 6:00 p.m. CET, to take into account possible modifications related to bank guarantees
Objective of reaching a definitive financial restructuring agreement by July 2024 remains unchanged
Paris, France – July 5, 2024
Atos SE (“Atos” or the “Company”) provides today an update on the short-term interim financing program and on the New Financings.
Syndication of short-term interim financing program closed successfully
Following its press release dated June 30, 2024 and as part of its interim financing process, Atos announces the close of the syndication of the additional tranches for €225 million and €350 million and the receipt of the required waiver from the banks under the €1.5 billion term loan of the Company.
These additional tranches of €225 million and €350 million of revolving credit facility are subject to an amendment of the facilities previously provided by a group of bondholders, which is expected to be signed shortly.
Update on New Financings
The syndication process for the backstop of the New Financings (New Secured Financings and Equity Financings Backstop) to be provided by Bondholders has been completed on July 3, 2024, as planned.
The Syndication process for the backstop of the New Secured Financings to be provided by the Banks has been extended to July 11, 2024, 6:00 p.m. CET, to take into account possible modifications related to bank guarantees.
All Banks wishing to backstop or participate in the subscription to this New Financings are now invited to formalize, by July 11th, 2024 6:00 p.m. Paris time by completing the following form: https://forms.kroll.com/orbeon/fr/is/atos-form-backstop/new?form-version=1.
Banks who have already participated and completed their form will be able to modify their response form by July 11th, 2024 6:00 p.m. Paris time. To this end, Banks willing to modify their earlier response are invited to contact Kroll to have their initial form deleted. They will then be able to formalize a new commitment by filling-in a new form via the same link: https://forms.kroll.com/orbeon/fr/is/atos-form-backstop/new?form-version=1.
The terms and conditions of the New Financings are set out in the Agreement published on the Company’s website. Further information concerning the New Financing will be available to Banks via the following website: https://deals.is.kroll.com/atos.
Next steps
As indicated in its press release of June 30, 2024, the Company expects the signing of the lock-up agreement allowing all financial creditors to support the proposed restructuring plan during the week starting July 8.
The definitive financial restructuring agreement with the financial creditors would then be implemented through a dedicated accelerated procedure[4] from the week starting July 22.
The restructuring operations will then be implemented during the second half of 2024 with a view to effective completion by the end of 2024 or during Q1 2025.
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Appendix
Bondholders (the “Bondholders”) are defined as all the holders of the following notes as at June 14, 2024, after close of market (the “Record Date”).
- 2024 Exchangeable Notes: €500 million of zero per cent. exchangeable bonds due 6 November 2024, issued pursuant to terms and conditions dated 6 November 2019 admitted to clearing under number ISIN: FR0013457942;
- 2025 Notes: €750 million 1.75 per cent. bonds due 7 May 2025, issued pursuant to a prospectus dated 5 November 2018 admitted to clearing under number ISIN: FR0013378452;
- 2026 Notes: €50 million NEU MTN (Negotiable European Medium-Term Note) due 17 April 2026, issued pursuant to the €600,000,000 Negotiable European Medium-Term Note program admitted to clearing under number ISIN: FR0125601643;
- 2028 Notes: €350,000,000 2.50 per cent. bonds due 7 November 2028, issued pursuant to a prospectus dated 5 November 2018 admitted to clearing under number ISIN: FR0013378460;
- 2029 Notes: €800 million 1.00 per cent. sustainability-linked bonds due 12 November 2029, issued pursuant to a prospectus dated 10 November 2021 admitted to clearing under number ISIN: FR0014006G24;
Banks (the “Banks”) are defined as all the lenders under the following credit facilities as at the Record Date:
- Term loan A: €1.5 billion term loan facility agreement dated July 2022 maturing in January 2025;
- RCF: €900 million revolving facility agreement dated November 2014 maturing in November 2025.
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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.
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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] As defined in its press release of June 30, 2024: provision of secured new money debt in an amount from €1.5 billion to €1.675 billion in the form of new secured financings (the “New Secured Financings”) as well as €75 million in the form of backstop in cash of the Rights Issue (the “Equity Financings Backstop”, together with the New Secured Financings, the “New Financings”)
[2] See definition in appendix
[3] See definition in appendix
[4] 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.
