Atos Se · EURONEXT:ATO
Atos — Merger or Acquisition (May 2014)
30 slides from Atos's merger presentation, May 26, 2014
Slide 1: Atos to acquire Bull to create a European global leader in Cloud, IT Security solutions, and Big Data
Atos to acquire Bull to create a European global leader in Cloud, IT Security solutions, and Big Data May 26th, 2014
Slide 2: Disclaimer
Disclaimer This document contains further 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 expected performance than indicated. Significant risks and uncertainti
Slide 3: Creating a European leader in Cloud, IT Security solutions, and Big Data
Creating a European leader in Cloud, IT Security solutions, and Big Data A Transaction overview Bull: a unique opportunity to access strategic technology B and create the European IT leader in Cloud and critical technologies Strong value creation potential and attractive financial C profile 3
Slide 4: Planned acquisition of Bull by Atos
Planned acquisition of Bull by Atos Atos and Bull announce that they have reached an agreement to 1 combine their operations 2 Atos intends to launch a cash public offer of €4.90 per Bull share The offer price implies a 30% premium over the 3-month VWAP (22% 3 premium vs. closing price as of 23
Slide 5: A compelling strategic fit
A compelling strategic fit COMPLEMENTARY Strong acceleration in : TECHNOLOGIES 1 AND SKILLS IN • • Cloud Big Data CRITICAL SEGMENTS • Cybersecurity Solutions Reinforced positions in selected clients /segments / STRENGTHENED geographies, such as Manufacturing, Healthcare, 2 POSITIONS and Public s
Slide 6: An attractive transaction financial profile
An attractive transaction financial profile Significant cost synergies potential backed by a detailed plan and 1 estimated at €80m per year on a run-rate basis. Full synergies reached after only 2 years EPS accretive transaction from Year 1 of the integration with 2 above 10% accretion per annum
Slide 7: A transaction fully in line with key Ambition 2016 Atos objectives
A transaction fully in line with 4 key Ambition 2016 Atos objectives Enhance European #1 position in Cloud services in 1 Europe 2 Anchor Atos global leadership in Managed Services Bring to market disruptive and innovative offerings 3 and pursue strategic partnerships with technology leader
Slide 8: Indicative timeline of the transaction
Indicative timeline of the transaction Key dates ▶ Atos offer with acceptance threshold of 50% + 1 share of Bull’s share capital ▶ Filing of the offer to June 2nd, – 24.2% already secured with 2014 the AMF undertakings of Crescendo Industries and Pothar Investments End of June ▶ Offer period ▶ Inten
Slide 9: Creating a European leader in Cloud, IT Security solutions, and Big Data
Creating a European leader in Cloud, IT Security solutions, and Big Data A Transaction overview Bull: a unique opportunity to access strategic technologies B and create the European global IT leader in Cloud and critical technologies (Big Data and Cybersecurity) Strong value creation potential
Slide 10: A compelling acquisition opportunity…
A compelling acquisition opportunity… 2013 revenue breakdown €1,262 million revenue Big Data & Europe Security excl. 26% Managed France Services 30% 39% France Cloud 55% Operations 9% Rest of the World Consulting & 15% System Integration 26% 10
Slide 11: An activity organized around complementary divisions: Data Infrastructure
An activity organized around 2 complementary divisions Business portfolio - Data Infrastructure Bull offering Positioning Big data platform & ~5% market share globally software Leader in Europe for high end Major technology partnership in Data Center Solutions Europe with EMC, IBM, Intel,… Maintenan
Slide 12: An activity organized around complementary divisions: Data Management
An activity organized around 2 complementary divisions Business portfolio - Data Management Bull offering Positioning System Integration projects Application management Among main players in Integration Europe Technology Services Software Solutions Security standard products Strong player
Slide 13: … Operating on highly attractive market segments
… Operating on highly attractive market segments Significant market opportunity Cloud Strong growth prospects Increase in demand for data storage in the Cloud related to proliferation of digital content Cloud Big Data IT Consolidation Services Strong traction for the key HPC €47bn Big Data / €50bn c
Slide 14: Strong intellectual property and engineering capabilities
Strong intellectual property and engineering capabilities Bull patent portfolio: 1,900 patents Optics C omputing; Electric techniques 10% calculating; counting ▶ High relevance to different areas of not otherwise provided for 20% Atos business 10% C hecking devices ▶ High defensive power in these El
Slide 15: Creation of the #1 European in Cloud operations with significant increase in reach
Creation of the #1 European in Cloud operations with significant increase in reach Complementary offering, capabilities and technologies Pro forma impact on revenue ▶ Roll-out opportunity outside of Europe of new + 36% c.€450m offering brought by Bull: – PaaS, SaaS, encryption, identification and c.
Slide 16: Creation of the #1 European in Cloud operations with significant increase in reach
Creation of the #1 European in Cloud operations with significant increase in reach Revenues for top Cloud players Western Europe, €m Amazon1 (mostly Public cloud) > 1,000 Combined business c. 400 Microsoft1 IBM Atos (Canopy) Accenture salesforce1 Google1 HP Bull Capgemini T-Systems Fujitsu CSC CGI O
Slide 17: Acceleration of Big Data offerings
Acceleration of Big Data offerings Client needs Opportunity ▶ Digitization of businesses High across all sectors performance High computing infrastructure power ▶ Client need a solution “End To Cybersecurity management Optimized End”, from Hardware and applications Infrastructure to Software and A
Slide 18: Evolution of Big Data activities
Evolution of Big Data activities with integration of high computing power, data analytics management, and Cybersecurity management Vertical integration on Big Data High computing power Cybersecurity management ▶ Strengthening in HPC with Bull established position and competitive technology ▶ Expansi
Slide 19: An increased offer relevance in Cybersecurity
An increased offer relevance in Cybersecurity Client needs Opportunity An increased importance ▶ Digitization of businesses of data within the comes with an increased value company IT boundaries of data ▶ Protecting data within the company becomes more critical as data are outside the An increas
Slide 20: Creation of a leading Cybersecurity services and technologies provider
Creation of a leading Cybersecurity services and technologies provider with more than 2,000 Cybersecurity specialists ▶ Integration of a €130m Cybersecurity business ▶ Creation of a leading service provider – Stronger track record in selected segments (leverage on competencies and best practices) –
Slide 21: A step further towards becoming a Tier 1 and preferred European global IT brand
A step further towards becoming a Tier 1 and THE preferred European global IT brand Pro forma combined revenues 2013 pro forma revenue + 15% €9.9bn c. €1.1bn Big Data & Security Managed Services c. €0.5bn 11% c. €4.7bn 5% 4% Cloud activities 47% €8.6bn c. €0.4bn 33% Systems Integration & Atos Atos +
Slide 22: Focus on reinforced verticals and geographies
A step further towards becoming a Tier 1 company and THE preferred European global IT brand Focus on reinforced verticals and geographies Combined geographical breakdown of (2013 PF) Revenue contribution by vertical (€m) Financial 164 €1.8bn Other Services Iberia 7% 4% France North America 22% 6% €2
Slide 23: Creating a European global leader in Cloud, IT Security solutions, and Big Data
Creating a European global leader in Cloud, IT Security solutions, and Big Data A Transaction overview Bull: a unique opportunity to access strategic technology B and create the European IT global leader in Cloud and critical technologies Strong value creation potential and attractive financia
Slide 24: New group profile
New group profile In € million – 2013 pro forma revenue Bull Atos Combined Cloud services 112 280 392 Big Data & Cybersecurity 330 160 490 Managed Services 500 4,190 4,690 Consulting & Systems 320 2,870 3,190 Integration Worldline - 1,115 1,115 Total 1,262 8,615 9,877 24
Slide 25: Summary of main revenue synergy sources
Summary of main revenue synergy sources ▶ Complete Atos offering to enable growth throughout Europe (e.g., PaaS Agarik web Cloud development and hosting) ▶ Increase win-rate through increased size and relevance, particularly in France ▶ Increase scale of HPC business, combining Atos vertical market
Slide 26: €80m cost synergies within 24 months
€80m cost synergies within 24 months 1 €80m of run-rate synergies including Breakdown of annual synergies acceleration of One Bull plan €20m €80m 2 Implementation of synergies achieved in only 2 years €30m 3 Implementation costs of €45m1 €30m 4 Additional potential operational and revenue synergies
Slide 27: An attractive transaction profile providing high return to Atos' shareholders
An attractive transaction profile providing high return to Atos’ shareholders EPS accretive transaction from Year 1 of the integration AN EPS1 ACCRETIVE TRANSACTION Above 10% accretion per annum within 24 months of integration FREE CASH FLOW A transaction securing the high-end of the 2016 Ambi
Slide 28: Key take-aways
Key take-aways Major step for Atos to anchor its European leadership in Cloud, Big Data, and cybersecurity and Acceleration of Atos’ 2016 Ambition Atos becoming European #1 in Cloud Services in Europe Enhancement of Atos offerings and footprint mainly in France but also in geographies such as
Slide 29: Questions & Answers
From Questions pec Answers Atos
Slide 30: Thank you
Thank you Atos, the Atos logo, Atos Consulting, Atos Worldline, Atos Sphere, Atos Cloud and Atos WorldGrid are registered trademarks of Atos SE. June 2011 © 2011 Atos. Confidential information owned by Atos, to be used by the recipient only. This document, or any part of it, may not be reproduced, c