(AOF) – Atos SE, a global player in digital transformation, high performance computing and IT infrastructure, has entered into a put option agreement with EP Equity Investment (“EPEI”), providing for exclusive negotiations to sell to EPEI 100% of its subsidiary, which will hold its Tech Foundations (“TFCo”) activity following the internal reorganization currently being finalized. The contemplated global and transformative transaction would result in the effective separation of Eviden and TFCo and the strengthening of the capital structure of the Group.
The planned disposal would have a net positive impact on cash of €0.1 billion with the transfer of €1.9 billion of liabilities to the balance sheet, which would lead to an enterprise value of €2.0 billion. euros. TFCo will continue to use the Atos brand and will become its sole owner.
The operation aims to give Eviden a solid foundation to pursue its growth trajectory and strengthen its unique strategic positioning, while ensuring the good commercial continuity of the operations of the two perimeters.
With the proposed sale of Tech Foundations, the Group would become Eviden, a pure-play leader in the high-growth markets of digital transformation, big data and cybersecurity.
The Group would be listed on Euronext Paris through Eviden’s parent company, Atos SE, which would be renamed Eviden SE following the transaction.
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Key points
– International leader in digital transformation, high performance computing and infrastructures related to information technologies, created in 1997, European leader in cloud, cybersecurity and supercomputers;
– Activity of €11.3 billion, divided into 2 divisions: Evidian – digital transformation, big data and security – for 47% of sales, and Tech Foundations for 53% – infrastructures and connected work environments;
– Value maximization business model via the division, at the end of 2023, of the group into 2 separate entities – Tech Fondations for outsourcing and Evidian for digital, cloud and security;
– Open capital (9.96% for the Siemens pension fund and 2.2% for employees), Bertrand Meunier chairing the 14-member board of directors, with Nourdine Bihmane as managing director, Philippe Oliva as deputy CEO and Diane Galbe Deputy CEO;
– Financial situation under control with €2.7 billion in credit facilities covering needs estimated at €1.8 billion for restructuring, hence the exclusion by management of any capital increase but debt up to €1.45 billion €, i.e. a leverage effect of 3.75%.
Challenges
– Strategy for the second half of 2023 to split the group into 2 companies, Tech Fondations:
– Tech Fondations: turnaround financed to the tune of €1.1 billion targeting an operating margin of 6% (1.3% of revenue in 2022), a return to revenue growth and free cash flow of €150 million in 2026,
– Evidian: repositioning of the portfolio and strengthening of leading positions with high margins via a €400m plan to accelerate its growth to 7% per year until 2026, with an operating margin of 12% and free cash flow of €700m €,
– end of 2023, distribution to Atos shareholders of 100% of the shares of Tech Fondations and 70% of those of Evidian which will then be listed on Euronext Paris;
– Innovation strategy developed in 18 R&D centers with a portfolio of 3,000 patents:
– open innovation via partnerships with university centers (quantum computing, exascale computers, artificial intelligence, HPC, multicultural leadership, etc.), with alliances with other players (AWS, Dell, Google, Huma, Microsoft, OVHCloud, Sparkle…) and with customers,
– 2 scientific communities of expert collaborators of the group,
– Scaler program of collaboration with + 50 start-ups;
– Environmental strategy of carbon neutrality in 2028 and halving of emissions by 2025 vs 2021,
– sales of decarbonization solutions, reinforced by the acquisition of EcoAct,
– investments in hydrogen supercomputers and quantum technologies,
– launch of the 1st “green” loan;
– Execution of the €800 million disposal plan and outcome of negotiations with Airbus for the sale of 29.9% of the capital of Evidian;
– Acceleration of Evidian’s profitable growth and return to profits for Tech Fondations, 3 years ahead of expectations.
Challenges
– Employee attrition rate of 21.6%;
– Confirmation of the commercial momentum at the end of 2022 – order intake on turnover at 90% and gain of 1.3% in revenue;
– 2023 objective of stable revenues and an operating margin of 4 to 5%.
– Abolition of the dividend for 2022.
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