Very strong support of Atos SE’ shareholders and financial creditors meeting as classes of affected parties vote on the draft accelerated safeguard plan

Press release

Very strong support of Atos SE’ shareholders and financial creditors meeting as classes of affected parties vote on the draft accelerated safeguard plan

Favorable vote of all classes of affected parties of the draft accelerated safeguard plan

As planned, the draft accelerated safeguard plan will be presented to the commercial court on October 15, 2024

Paris, France – September 27, 2024 – Atos SE ("Atos” or the "Company”) announces today that Atos’ shareholders and financial creditors, meeting as classes of affected parties, have strongly supported the proposed draft accelerated safeguard plan (the "Draft Plan”) and that all of the three classes of affected parties have voted in favor of the Draft Plan by the required majority (more than 2/3 of the votes cast).

Maître Hélène Bourbouloux and Maître Thibaut Martinat, in their capacity as judicial administrators of Atos, have transmitted to Atos the results of the vote of all classes of affected parties on Atos’ Draft Plan, which are set out in the Schedule 1 to this press release, and are as follows:

• the class of financial unsecured claims n°1 voted in favor of the Draft Plan by 100.00% of the votes cast;
• the class of financial unsecured claims n°2 voted in favor of the Draft Plan by 97.64% of the votes cast;
• the class of shareholders voted in favor of the Draft Plan by 75.03% of the votes cast.
  
  

Next steps

Pursuant to the provisions of article L. 626-31 of the French Code de commerce, the Company will apply to the specialized Commercial Court of Nanterre (the "Court”) for approval of the Draft Plan.

The hearing is intended to take place on October 15, 2024 and the judgment ruling on the Draft Plan can be expected by the end of October 2024.

If the Court considers that the legal conditions are met and approves the Draft Plan, it will be enforceable against all parties, including any affected party having voted against it. This will allow Atos to implement its financial restructuring as planned, in accordance with its corporate interest.

The transactions provided under the Draft Plan are expected to be executed from November 2024 until December 2024/January 2025¹ and to lead to, in particular:

• the equitization of €2.9 billion of debt; and
• the receipt of €1.5 to €1.675 billion of new money debt and the new money equity resulting from the rights issue (up to €233 million) already backstopped in cash by participating bondholders for €75 million and by the creditors participating in the new financings by set off against a portion of their debts for €100 million, as previously communicated and, as the case may be, from the potential voluntary subscription in cash by the participating creditors of up to €75 million as part of the Potential Capital Increase as provided in the Draft Plan.

The main characteristics of the share capital transactions to be implemented as part of the Draft Plan are described in the document entitled "Main terms and conditions of the share capital transactions carried out as part of the Company’s financial restructuring plan” (Principales modalités des opérations sur le capital mises en œuvre dans le cadre du plan de restructuration financière de la Société) published on the Company’s website (section "Financial Restructuring”) on September 6, 2024 and updated on September 16, 2024. These share capital transactions will be covered by prospectus submitted to the Autorité des Marchés Financiers (AMF) for approval.

The Company will continue to inform the market in due course of the next steps of its financial restructuring.

*

Schedule 1: Result of the vote of the classes of affected parties on the draft accelerated safeguard plan

Class n°1 – Class of financial unsecured claims n°1

Results of votes expressed

Voting Rights	Total votes expressed		For		Against
296,250,000.00 euros	286,400,125.00 euros	96.68%	286,400,125.00 euros	100.00%	0 euro	0.00%

Class n°2 – Class of financial unsecured claims n°2

Results of votes expressed

Voting Rights	Total votes expressed		For		Against
5,055,413,062.24 euros	3,253,479,240.67 euros	64.36%	3,176,553,571.41 euros	97.64%	76,925,669.26 euros	2.36%

Class n°3 – Class of shareholders

Results of votes expressed

Number of shares making up the capital: 112,136,778

Votes validly expressed
For	%	Against	%
4,938,475	75.03	1,643,436	24.97

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 and in the June 30, 2024 half-year financial report published by Atos SE on August 5, 2024. 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. 92,000 employees and annual revenue of c. € 10 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

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1 Subject to the required regulatory approvals.

Attachment

• PR - Atos - Very strong support of shareholders and financial creditors on the draft accelerated safeguard plan - 27 September 2024