Market Update

Press Release

Market Update

Paris, France – June 13, 2024 – Further to its press release dated June 11, 2024, Atos SE ("Atos" or the "Company") has engaged in discussions with stakeholders on the financial restructuring proposal submitted by the Onepoint consortium, composed of Onepoint, Butler Industries and Econocom, and a group of some of the Company’s financial creditors (the "Restructuring Proposal") as published by the Company on June 3, 2024.¹

As part of these ongoing discussions, it has been considered in relation to the participation in the new money financing of a total amount of €1.5 billion in the form of secured debt contemplated by the Restructuring Proposal (the "New Secured Financings”), as well as the €75 million new money financing in the form of equity allocated to bondholders of Atos (the "Equity Financings”) in accordance with the Restructuring Proposal, that:

• creditors under the €1.5 billion term loan A maturing in January 2025 (the "Term Loan A") and the €900 million revolving credit facility maturing in November 2025 (the "RCF") would be offered the opportunity to participate in the New Secured Financings exclusively in the form of bank-type loans and facilities (term loan, new revolving credit facility (RCF), and/or receivables financing/factoring, as well as through new bank guarantee lines) on terms which remain to be determined, for a total amount of €750 million (of which €300 million guarantees);
  
  
• holders of bonds issued by Atos maturing in 2024, 2025, 2026, 2028 and 2029 (the "Bonds") would be offered the possibility to participate in the New Secured Financings exclusively in the form of one or more bonds to be issued by Atos for a total amount of €750 million, subject to subscribing the pro rata of their participation in the Equity Financings - the main terms and conditions of which also remain to be determined;
  
  
• in any event, participation in the New Secured Financings and Equity Financings described above would be allocated among the various creditors wishing to participate pro rata to their holding of Bonds and/or the amount of debt held under the RCF and/or the Term Loan A on June 14, 2024, after close of market (the "Record Date"). Any transfer of Bonds or debt under the RCF and/or Term Loan A after the Record Date would not enable the transferee to participate in such financing in respect of the Bonds and/or debt so transferred.
  
  

The Company will inform its creditors of the terms and conditions under which they may participate in the New Secured Financings, the Equity Financings and the timeframe according to which they may communicate their intention to participate.

Besides, in a press release dated 29 April 2024, the Company indicated that it was in the process of securing an incremental interim financing for a total amount of €350 million, redeemable at the latest on the date of completion of its financial restructuring (the "Incremental Interim Financing”). The Restructuring Proposal contemplates a proposal for the Incremental Interim Financing.

As part of this Restructuring Proposal, it was specified that participation in the Incremental Interim Financing would be open to:

• The Company's creditors under the RCF and Term Loan A, up to a maximum amount of €75 million; and
• Holders of Bonds for the remainder.

Participation in the Incremental Interim Financing would be allocated among the creditors wishing to participate prorata to the amount of their claims under the RCF and/or the Term Loan A or, as the case may be, their holding of Bonds as at the Record Date.

The Company invites creditors wishing to participate in the Incremental Interim Financing to liaise as soon as possible with either the Company or the advisors to the group of creditors that submitted the Restructuring Proposal in order to determine the precise terms and conditions of their participation.

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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 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 The restructuring proposal of the Onepoint Consortium, composed of Onepoint, Butler Industries and Econocom, and a group of some of the Company’s financial creditors is available at the following link: https://atos.net/en/investors

Attachment

• PR - Market Update - June 13, 2024