Published on Oct 16, 2023 at 7:40 a.m.Updated Oct 16, 2023 at 5:56 p.m.
Bertrand Meunier leaves his chair. Under fire from some shareholders, the chairman of the board of directors of Atos announced his resignation on Monday. He is replaced by a figure from the banking world, Jean-Pierre Mustier.
The IT company also announced that the sale of its outsourcing activities (Tech Foundations) to Daniel Kretinsky was now planned for the second quarter of 2024, and no longer before the end of 2023 as initially announced. In a press release, the company mentions timetable constraints linked to obtaining regulatory authorizations, without further explanation.
After these announcements, Atos shares gained more than 20% at the opening, before going into the red. A little before the close, it was up 5%, above 5 euros.
“The best solution”
This is a new twist in the complex – and explosive – Atos affair, which announced in the middle of the summer this plan to sell its historic activities to the Czech billionaire. For the former French flagship, after a troubled period marked by a governance crisis and heavy losses, it was a question of finding a solution to the crisis. But the group, in the midst of a stock market collapse, is facing a group attack from minority shareholders and employee representatives against this project.
No question of changing strategy, however, assured the group’s leaders during a telephone press briefing. This remains “the best available solution” to achieve the split of the group, they declared.
However, the financial director, Paul Saleh, indicated that he was “in the process of reviewing certain parameters” of the operation “with the objective of simplifying it”. Could Daniel Kretinsky’s 7.5% stake in Eviden be called into question? The financial director said he was possibly “open to considering this option”, concerning this part of the file which attracted the wrath of politicians, worried to see a foreign businessman approaching the strategic activities of the company.
Explanations on the BFR
On the financial side, management has clarified its plan, acceding to the requests of several minority shareholders and the Financial Markets Authority, which sent a letter to the company last week, according to our information.
For Tech Foundations, the branch which brings together historical outsourcing activities (maintenance of IT assets), the group reaffirms that the sale will have a net positive impact of 100 million euros on Eviden’s cash flow. But the group admitted that Tech Foundations’ working capital requirement (WCR) had been undervalued in its accounts in the past, which will result in a negative impact of one billion euros on the net debt of Tech Foundations. ‘Eviden.
On the Eviden side, the part of Atos comprising supercomputers, a capital increase remains planned, including 180 million euros reserved for Daniel Kretinsky at 20 euros per share.
Operational objectives
Another important new detail, the future entity, which will also bring together cybersecurity activities, could ultimately benefit from the fallout from the sale of Tech Foundations to Kretinsky: Eviden could receive “up to 10% of the capital” of Tech Foundations, specifies the press release. , “based on the achievement of certain operational objectives”. And in the case of total or partial monetization of this activity by the Czech entrepreneur before the end of 2026, Eviden would receive 40% of the net proceeds from this operation.
A sign that Atos management has been shaken by the recent turn of events – or is striving for greater transparency, it has for the first time included in its communication a scenario “in case the transaction with EPEI [le groupe de Kretinsky, NDLR] does not take place.” In this case, the group of 110,000 employees “will have to access the capital markets (debt and shares) and/or consider the sale of additional assets” to “face the maturities” of part of its debt in 2025.
New presidency
In office since November 2019, Bertrand Meunier has been heavily criticized for several months by some shareholders. During the press conference, Atos did not wish to give details of his departure, which is “a personal decision”.
To replace him, the board of directors approved on Saturday the appointment of Jean-Pierre Mustier as non-executive president and Laurent Collet-Billon as non-executive vice-president. Independent director of the group’s board of directors since May, Jean-Pierre Mustier is a former senior executive of Société Générale, which he had to leave in 2009 after the Kerviel affair and failures of the internal control system, he led UniCredit from 2016 to 2022.
Also an independent director for Atos since the spring, Laurent Collet-Billion is the former director general of the Directorate General of Armaments (DGA), which is not insignificant in the context of political concern hanging over the group , whose technologies are essential to the French army for nuclear deterrence.
This new change in the group’s organizational chart comes as Atos announced, earlier this month, the appointment of a third general manager in two years, Yves Bernaert, to replace Nourdine Bihmane.
In recent weeks, minority shareholders have not failed to openly criticize the proposed sale. The CIAM and Alix AM funds had filed a complaint before the National Financial Prosecutor’s Office (PNF), while the UDAAC (Union of Constructive Atos Shareholders), which had initially demanded more transparency, wanted to force the group to organize a general meeting to appoint two new directors and dismiss a few others. It is not certain that the clarified plan will be enough to calm their discontent.