Layani, Kretinsky or the banks? Three scenarios officially remain on the table for the takeover of Atos.
David Layani, 45, is founding president of ESN Onepoint. It entered the capital of Atos at the beginning of the year. She is today the main shareholder, with around 11% of the shares.
To submit its takeover proposal for Atos, Onepoint created a consortium, in association with Butler Industries. This investment fund born in 1991 is based in Paris. He claims to have invested in around forty companies, “at all stages” of their development. In the 1990s, he notably participated in the revival of the French advertising group BDDP and the outsourcing company Osiatis (former subsidiary of Thomson-CSF). More recently, he participated in the privatization of SNCM (Société nationale de transport maritime Corse-Méditionranée), took control of the Pierre Hermé group and became the second shareholder of Cheops Technology.
Onepoint pushes its “One Atos” strategy
David Layani remains on his “One Atos” strategy: we retain the scope of activity and we renounce the Eviden/Tech Foundations split.
For the person concerned, reuniting Atos will be less costly than completing this separation. Which would consume, according to Onepoint, more than a billion euros (cumulative costs since 2022). For the moment, the operation is only truly finalized at the staff level, explains the consortium. It is not legally (most of the Tech Foundations entities are attached to Eviden entities and vice versa). It is also not contractually relevant (customer agreement is required to transfer contracts). Many elements are also still shared (IT, offices, processes in back office…).
A split from Atos would not generate value, continues the Onepoint consortium. On the contrary, due, among other things, to the lack of capacity to cross-selling, the atomization of partnerships and the increase in internal commercial competition. A unified Atos would also make it possible to integrate cyber offers into all activities, in addition to pooling resources such as R&D, support functions and service centers.
Synergies and “obsolete skills”
As it stands, the consortium believes, Atos has too “technological” an approach; too far away, in any case, from business issues. As proof, he cites the share of consulting in overall activity: 4%, compared to 8% at Capgemini and Sopra Steria.
Another indicator, another comparison with these competitors: the average age of the workforce. It is over 43 years at Atos, compared to 39 years at Sopra Steria and 34 years at Capgemini. Onepoint sees this as a consequence of the lack of attractiveness of the employer brand. A trend which is particularly felt at the level of acquired companies. And who matches, dixit the consortium, of “obsolete skills” for a large part of the teams…
The “Symphony project”, as Onepoint & Cie call it, will involve an evolution of consulting activities in order to have “more influence upstream of major transformation programs with managers”. It also involves the creation of “specialized channels by sector” within the sales forces. And the optimization of the use of subcontracting, so the core business currently depends a lot. It will also be about leveraging synergies with Onepoint. The pipeline of joint opportunities currently represents an amount of €480 million.
The consortium undertakes to maintain the headquarters in France and not to reduce the level of staff. It targets annual organic growth of 6 to 8% per year, for an operating margin of more than €800 million by 2027.
Onepoint would own 35% of Atos
The project sets, among other major financial principles, the limitation of the debt/EBITDA ratio to 3 and a minimum of one billion euros of available liquidity over the period 2024-2028. Which would allow Atos to return to the stock market in the medium term.
The refinancing strategy includes a capital increase of €500 million. A portion (€250 million) will be reserved for the Onepoint consortium. It will also invest at least €100 million (including €50 million for Butler Industries and €20 million for David Layani) as part of a rights issue proposed to Atos shareholders (€250 million).
Creditors will have the possibility of subscribing to senior bonds (debt repaid on a priority basis) with a maturity of 5 years, for an amount of €650 million. Those who hold a European banking license will be able to provide a revolving credit facility (maturity: 4 and a half years), again for €650 million. It will be accompanied by €300 million in new guarantees.
Creditors who do not participate in these transactions will be able to receive a cash payment at 30 cents per debt instrument. Or convert them into subordinated securities with an indefinite duration.
These steps – presented here in broad terms – should make it possible to reduce net debt by €3.2 billion, in accordance with Atos’ objectives. At their conclusion, planned for the end of 2024, the Onepoint consortium would hold 35% of the capital and voting rights (it is requesting, in this regard, an exemption from takeover bids). David Layani would take over as CEO of Atos. Up to five deputy general directors would support him.
Illustrative photo (Atos headquarters in Bezons) © Romi/REA
