Atos confirms talks with Airbus over cybersecurity wing sale

IT service company's latest move to clear its maturing debts

French IT services provider Atos has entered talks with Airbus to sell its tech security division in an effort to ease its financial burdens.

In a market update this morning, Atos Group said it received two letters indicating non-binding interest in its Big Data & Security (BDS) division, but said only Airbus offered to buy the entire business unit.

The aerospace giant is expected to offer between €1.5-1.8 billion ($1.6-1.96 billion) for BDS and has long publicized its aspiration to grow the cybersecurity arm – a goal it reaffirmed to The Register today.

"In line with its ambition to grow as a European aerospace, defense, and cybersecurity leader, Airbus has been exploring potential strategic opportunities with Atos," an Airbus spokesperson said. "Discussions are at an early stage and remain subject to due diligence. There can be no certainty that they will result in any agreement or transaction.

"The acquisition of BDS could significantly accelerate the digital transformation of Airbus, enhance the Company's defense and security portfolio with strong capabilities in cyber, advanced computing, and artificial intelligence, and support Airbus' decarbonization roadmap.

"Airbus remains focused on delivering long-term value for shareholders, customers, employees and other stakeholders."

Today's news comes a year after Airbus entered the due diligence phase of buying 30 percent of Eviden (the rebranded Evidian), Atos Group's separate company comprising the digital, and BDS businesses.

However, the plans were swiftly canned after an investment management firm's boss pleaded with the company to end the talks, saying the move would essentially be a bailout of Atos' lossmaking legacy IT services biz.

A joint bid for BDS was launched earlier in September 2022, valued at €4.2 billion ($4.09 billion), from tech consultancy Onepoint and Brit private equity fund ICG, but the board unanimously rejected it.

Clearing debts

Atos Group's announcement today is part of ongoing considerations to embark upon a "major asset disposal program," one of multiple measures the French group is considering so it can meet the repayments of its maturing debts.

Between 2024 and 2029, the company will face a series of maturing debts totaling €4.8 billion ($5.2 billion). It said it would reassess during Q1 2024 whether the moves it's making, which include getting new bank financing and accessing capital markets, as well as attempts to "optimize" working capital, will be enough to cover its debts.

The move to dispose of other business assets, first floated in November, marks a change in strategy amid uncertainty about whether an agreement can be reached with EP Equity Investment (EPEI) over the sale of its Tech Foundations perimeter, the part of Atos that houses it's legacy businesses.

Atos Group announced plans for an "ambitious turnaround" in 2022 that would involve the separation of Eviden and Atos Tech Foundations (ATF), which is comprised of datacenter and hosting, digital workplace, and business process outsourcing divisions, into two separately listed companies.

The announcement sent the company's stock price tumbling, and prompted the resignation of then-CEO Rodolphe Belmer, followed days later by that of Belmer's CFO, Stéphane Lhopiteau.

The sale of ATF to EPEI, announced in August 2023, was slated to cost €2 billion ($2.18 billion), broken down into €100 million ($109 million) for Tech Foundations plus €1.9 billion ($2.07 billion) of the division's debt, but a conclusion has yet to be reached.

"Discussions with EPEI are ongoing around the price to be paid, the structure of the transaction, and the transfer of Tech Foundations' liabilities," said Georgina O'Toole, chief analyst and partner at TechMarketView.

"There is no guarantee the transaction will go ahead. And, even if it does, it now appears more and more likely that the related planned size of Eviden's capital increase (€900m to strengthen its finances) will be reduced or might even be dropped entirely."

The proposed deal would also hand the head of EPEI, Czech billionaire Daniel Křetínský, a 7.5 percent stake in Eviden – a matter of contention in French politics. 

In October 2023, Les Republicans' Olivier Marleix and the Socialist Party's Philippe Brun suggested the government nationalize Atos on security grounds, since the BDS perimeter – part of Eviden – manages highly sensitive projects. 

The French army's telephone system and various communications and combat software for the navy were cited as the main concerns. BDS also develops encryption keys, the Scorpion Combat System, and software for urban surveillance projects, the emergency services, and domestic intelligence research, among other things.

"We cannot allow a foreign company to take control of these activities that are absolutely essential to our national independence," Brun said.

Leadership shakeup

Today's announcement also revealed a shuffled board of directors, with Françoise Mercadal-Delasales and Jean-Jacques Morin appointed for their skills in finance and major transformation projects.

It has been a turbulent time at the top of Atos, which has seen three CEOs take the helm in as many years.

Yves Bernaert is the current serving leader, appointed in October 2023 to complete the Eviden-ATF separation. He followed Nourdine Bihmane, who took over from Belmer in 2022 and is now in the position of deputy CEO.

The rapid turnover of leaders at the ailing company has seen shares fall by more than 90 percent in the past three years by some estimates, and its credit rating was downgraded in November last year to BB- by credit rating agency S&P Global Ratings. ®

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