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Primeur weekly 2014-05-26

Special

The N4S Programme is building new infrastructure for industrial software applications ...

The Sprint-model in large projects ...

Interview with David Wallom about the launch of the Federated Cloud as a production service ...

David Wallom to recommend the EGI Federated Cloud as a production IaaS infrastructure for the European Economic Area ...

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Atos to acquire Bull to create a European global leader in Cloud, Cybersecurity, and Big Data


26 May 2014 Paris - Atos, an international information technology services company, and Bull, a trusted partner for enterprise data, together announced the intended public offer in cash by Atos for all the issued and outstanding shares in the capital of Bull. Atos offer is set at 4.90 euro per Bull's share in cash, representing a 22% premium over the Bull's closing price (4.01 euro) on Friday May 23rd, 2014, the last trading day before this announcement, and a 30% premium with respect to the 3 month volume weighted average share price (3.77 euro).The offer will also target the outstanding Bull's OCEANEs at 5.55 euro per OCEANEs.

The offer values the fully diluted share capital of Bull Group at approximately 620 million euro. The offer is subject to reaching a minimum 50% + 1 share of Bull's share capital acceptance level, and Atos intends to ultimately delist the Bull shares by way of squeeze-out or a subsequent merger between the two companies.

On Sunday May 25th, 2014, the Board of Directors of Bull has expressed its full and unanimous support for the transaction and has appointed pursuant to the AMF regulation an independent expert to provide a fairness opinion on the terms of the offer.

The Board of Directors of Atos held on Friday May 23rd, 2014 also expressed its full and unanimous support for the transaction.

Crescendo Industries and Pothar Investments, representing in aggregate Bull largest shareholder with 24.2% share capital have both committed to tender their shares to the Atos bid.

Thierry Breton, Chairman and CEO of Atos, stated: "I welcome this combination as a major step to anchor our European leadership in Cloud, Big Data, and Cybersecurity, toward our 2016 Ambition to become a Tier 1 company and THE preferred European global IT brand. Bull's highly recognized teams in advanced technologies such as high computing power, data analytics management, and cybersecurity ideally complement Atos' large scale operations. Thanks to our integration capabilities and operational effectiveness culture, this transaction will strongly benefit Bull and Atos clients, employees, and shareholders."

Philippe Vannier, Chairman and CEO of Bull Group, commented: "Bull Group will strongly benefit from joining Atos, one of the most successful global IT company, in order to accelerate "One Bull" strategic plan implementation. I'm looking forward to being part of this new development within which each member of staff will add their own value. Together with Atos we share the same passion for business technology."

As part of the Atos' "2016 Ambition", this combination will enhance Atos' number 1 position in Cloud services in Europe, anchor its global leadership in Managed Services and Systems Integration. Complementary technologies will further increase Atos' businesses impact and the relevance of its disruptive and innovative offerings.

The combination will reinforce Atos' number 1 European position in Cloud operations with around 400 million euro of revenue in Cloud services, including Canopy. This will substantially enhance the Group's operations in Cloud infrastructure solutions as Bull brings new technical capabilities and technologies that Canopy already had in its R&D roadmap, accelerating time-to-market for specific blocks relevant to Cloud.

Atos intends to create a Big Data & Cybersecurity dedicated entity under the Bull brand with revenue of circa 500 million euro. The objective is to leverage Atos global reach and existing operations in those segments with Bull unique expertise in Cybersecurity and in High Performance Computing (HPC).

Big Data is a fast growing market at circa +40% per year and is expected to reach 12 billion euro through 2015. A significant part of Big Data requires HPC technology and Bull is the European leader in this market. Atos' vertical market knowledge, large customer base, and Systems Integration capabilities combined with Bull expertise in HPC infrastructure, will expand Atos' service offering and bring HPC business at scale. This will also allow Atos to further develop analytics solutions and propose Big Data services to establish its position in this fast growth market.

In the highly fragmented Cybersecurity market where niche players co-exist, the combination of Bull and Atos' Cybersecurity capabilities will create a leading provider of products and services with a distinctive size. The new Group will benefit from in-house R&D, patented technologies, specifically designed hardware and software products in selected segments, such as Cybersecurity and Cloud Security. All Service Lines of the group will benefit from this unique set of assets in order to win large deals as security has become critical to build trust in all digital environments.

Atos Managed Services will be complemented by circa 500 million euro revenue coming from Bull. This will enrich current Atos' offerings as Bull's expertise in Mission Critical Maintenance services and Mainframe Migration services will enable Atos to address new verticals with an increased scale. Bull will bring new mainframe migration capabilities and solidify further the strategic partnership with EMC.

In Systems Integration, the contribution of circa 300 million euro revenue from Bull will increase Atos' scale and the extension of the customer base will allow cross-selling of Atos' offers, especially in Manufacturing, Banking, Defense, and Public Sectors. The alignment of Bull's scope on Atos best practices through an operational improvement programme is expected to generate higher project margin in line with Atos three-year plan.

From a geographical standpoint, the combination will strengthen Atos' European leadership, especially in France where combined revenue will exceed 2 billion euro (pro forma 2013) with a strong footprint in the public and banking sectors.

The combination will improve operational effectiveness by reducing SG&A including real estate, and decreasing purchasing costs by leveraging the combined higher scale.

Cost synergies potential is estimated at 80 million euro per year on a run rate basis within 24 months, consisting of:

  • An acceleration of the "One Bull" plan with estimated cost savings of €30 million;
  • The reduction by 30 million euro of indirect costs in the combined international operations and support functions;
  • Additional savings of 20 million euro in procurement and real estate.

These costs synergies are backed by a well identified and planned integration strategy within Atos' operations, based on already experienced transformation programs in previous large transactions.

The implementation costs are estimated at 45 million euro over a 24 months period. This amount comes in addition to the 50 to 60 million euro costs of the "One Bull" plan announced in January 2014. As part of the on-going "One Bull" plan, Bull's top management intends to submit the booking of a provision reflecting these costs to the Bull's Audit Committee and to the Bull's Board of Directors approving the accounts to be closed on June 30th, 2014.

The transaction is expected to be accretive by more than 10% on Atos EPS within 24 months of integration2 and will preserve the solid financial flexibility for Atos to further implement its development strategy.

The terms of the offer can be summarized as follow:

  • Intended public offer in cash by Atos for all the issued and outstanding shares in the capital of Bull Group
  • 4.90 euro per share in cash, implying a 30% premium over the 3 month volume weighted average share price (3.77 euro)
  • Offer also targeting the outstanding Bull's OCEANEs at 5.55 euro per OCEANEs.
  • Subject to reaching a minimum 50% + 1 shares of Bull's capital
  • Not conditional to anti-trust clearance
  • 24.2% of Bull's capital already undertaken by Crescendo Industries and Pothar Investments to tender their shares
  • Intention to ultimately delist the Bull shares by way of squeeze-out or a subsequent merger
  • Intended offer unanimously approved by both Atos and Bull's Boards of Directors
Source: Bull

Back to Table of contents

Primeur weekly 2014-05-26

Special

The N4S Programme is building new infrastructure for industrial software applications ...

The Sprint-model in large projects ...

Interview with David Wallom about the launch of the Federated Cloud as a production service ...

David Wallom to recommend the EGI Federated Cloud as a production IaaS infrastructure for the European Economic Area ...

The Cloud

Fujitsu enhances suite of private Cloud platform products with support for OpenStack ...

Oracle Managed Cloud Services earns elite status for federal deployments ...

SoftLayer helps Mankind Pharma drive business growth ...

EuroFlash

Bull aims at delivering operational excellence for IT Departments ...

Computer models helping unravel the science of life? ...

Improved computer simulations enable better calculation of interfacial tension ...

Atos to acquire Bull to create a European global leader in Cloud, Cybersecurity, and Big Data ...

USFlash

TDC provides core video expertise for largest-ever light festival Vivid Sydney ...

Scientists study biomechanics behind amazing ant strength ...

The University of Tsukuba in Japan puts additional Cray CS300 cluster supercomputer into production ...

Mellanox collaborates with DataON to provide Cluster-in-a-Box storage appliance ...

Supermicro announces storage solutions optimized for extreme scale-out object-storage applications ...

Don't blink: NIST studies why quantum dots suffer from 'fluorescence intermittency' ...

Red Hat delivers powerful new capabilities in OpenShift Enterprise 2.1 ...

Inventors of Analytics System forerunner inducted into National Inventors Hall of Fame ...

UChicago to lead quantum engineering research team ...

New analysis eliminates a potential speed bump in quantum computing ...

Advance brings 'hyperbolic metamaterials' closer to reality ...

NIWA supercomputer back on-line ...