Press Release
Atos SE has successfully priced a total of €1,250 million senior secured fixed rate notes due 2031 and senior secured floating rate notes due 2031
Paris, France – May 12, 2026 – Atos S.E. (the “Company”) announced today that it has priced its offering (the “Offering”) of €950 million senior secured fixed rate notes due 2031 (the “Fixed Rate Notes”) and €300 million senior secured floating rate notes due 2031 (the “Floating Rate Notes” and, together with the Fixed Rate Notes, the “Notes”), for a total of €1,250 million. The Fixed Rate Notes will be issued at a price of 100.000% with a coupon of 8.125% per annum payable semi-annually in arrears. The Floating Rate Notes will be issued at a price of 99.500% with a coupon at a rate equal to the sum of three-month EURIBOR (with a 0% floor) plus 525 basis points, per annum, reset quarterly. The Notes have been rated B+ by S&P and BB- by Fitch. The Offering attracted significant interest from a large number of leading institutional investors, resulting in a strong oversubscription.
As part of the refinancing, the Company will also discharge and cancel its existing revolving credit facility and its bonding line, and enter into a new revolving credit facility agreement, which will provide for a new revolving facility (that may include the drawdown of cash advances or the issue of letters of credit) of up to €110 million.
The Company expects to use the proceeds from the offering, together with cash on balance sheet, to (i) fund the repayment in full and in priority of the Company’s 1L term loan, including accrued cash and PIK interest1 thereon, (ii) fund the offer to repurchase or the redemption of the Company’s 1L notes, including accrued cash and PIK interest1 thereon as well as any potential applicable redemption premium thereon (as applicable), and (iii) pay fees and expenses in connection with the refinancing.
The settlement of the Offering and the entry into the new revolving credit facility are expected to take place on May 21, 2026 (the “Closing Date”), subject to customary closing conditions. In accordance with the terms and conditions of the 1L instruments, the 1L term loan will be repaid in full and cancelled on the Closing Date and the Company will, on or about the Closing Date, launch an offer to purchase the 1L notes. If any holders of the 1L Notes do not tender and sell their 1L Notes in the repurchase offer, the Issuer will, following the settlement of that offer, be required to use the remaining proceeds of the Offering that were not applied to settlement of the 1L Notes repurchase offer to voluntarily redeem the 1L Notes that remain outstanding at the applicable voluntary redemption price of 108%. As a result, the Group expects the full refinancing of the 1L tranche of the existing debt to be completed early in the second half of 2026.
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About Atos Group
Atos Group is a global leader in digital transformation with c. 56,000 employees and annual revenue of c. €7.2 billion (at the go-forward perimeter), operating in 54 countries under two brands – Atos for services and Eviden for products and systems. European number one in cybersecurity and a leader in cloud, Atos Group is committed to a secure and decarbonized future and provides tailored AI-powered, end-to-end solutions for all industries. Atos Group is the brand under which Atos SE (Societas Europaea) operates. Atos SE listed on Euronext Paris.
Contacts
Investor Relations: investors@atos.net
Individual shareholders: +33 8 05 65 00 75
Media Relations: globalprteam@atos.net
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Important information
This press release constitutes a public disclosure of inside information by the Company under Regulation (EU) 596/2014 (16 April 2014) and Implementing Regulation (EU) No 2016/1055 (10 June 2016).
The Offering is being made by means of an offering memorandum. This announcement does not constitute an offer to sell or the solicitation of an offer to buy the securities referred to herein or any other security and shall not constitute an offer, solicitation or sale in the United States or in any jurisdiction in which, or to any persons to whom, such offering, solicitation or sale would be unlawful. There is no assurance that the Offering will be completed or, if completed, as to the terms on which it will be completed.
The securities referred to herein have not been and will not be registered under the US Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any other jurisdiction. Securities of the Company or any of its respective affiliates may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. The Company does not intend to register any portion of the Offering in the United States or to conduct a public offering of any securities in the United States.
Promotion of the securities referred to herein in the United Kingdom is restricted by the Financial Services and Markets Act 2000 (the “FSMA”), and accordingly, the securities referred to herein are not being promoted to the general public in the United Kingdom. This announcement is only addressed to and directed at persons who (i) have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended, the “Financial Promotion Order”), (ii) are persons falling within Article 49(2)(a) to (d) (“high net worth companies, unincorporated associations etc”.) of the Financial Promotion Order, (iii) are outside the UK, or (iv) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the FSMA) in connection with the issue or sale of any securities may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as “relevant persons”). The securities referred to herein will only be available to relevant persons and this announcement must not be acted on or relied on by anyone who is not a relevant person.
The securities referred to herein are not intended to be offered, sold, distributed or otherwise made available to and should not be offered, sold, distributed or otherwise made available to any retail investor in the UK. For these purposes, a retail investor means a person who is not a professional client, as defined in point (8) of Article 2(1) of Regulation (EU) No 600/2014 as it forms part of domestic law in the UK by virtue of the European Union (Withdrawal) Act 2018 (the “EUWA”). Consequently no disclosure document required by the FCA Product Disclosure Sourcebook (“DISC”) for offering, selling or distributing the securities referred to herein or otherwise making them available to retail investors in the UK has been prepared and therefore offering, selling or distributing the securities referred to herein or otherwise making them available to any retail investor in the UK may be unlawful under the DISC and the Consumer Composite Investments (Designated Activities) Regulations 2024 (as amended) (the “CCI Regulations”).
This press release has been prepared on the basis that any offer of the securities referred to herein in the United Kingdom (the “UK”) will be made pursuant to an exemption under the Public Offers and Admissions to Trading Regulations 2024 (the “POATRs”) from a requirement to publish a prospectus for offers of securities referred to herein.
The securities referred to herein are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the European Economic Area (the “EEA”). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, “MiFID II”); (ii) a customer within the meaning of Directive (EU) 2016/97 (as amended, the “Insurance Distribution Directive”), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a “qualified investor” within the meaning of Article 2(e) of Regulation (EU) 2017/1129 (as amended, the “Prospectus Regulation”). Consequently no key information document required by Regulation (EU) No 1286/2014 (as amended, the “PRIIPs Regulation”) for offering or selling the securities referred to herein or otherwise making them available to retail investors in the EEA has been prepared and therefore offering or selling the securities referred to herein or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPs Regulation.
In connection with the issuance of the securities referred to herein, a stabilizing manager (or any person acting on behalf of such stabilizing manager) may over-allot Notes or effect transactions with a view to supporting the market price of the Notes at a level higher than that which might otherwise prevail. However, there is no assurance that the stabilizing manager (or any person acting on behalf of the stabilizing manager) will undertake stabilization action. Any stabilization action may begin on or after the date on which adequate public disclosure of the terms of the offer of the Notes is made and, if begun, may be ended at any time, but it must end no later than the earlier of 30 days after the issue date of the Notes and 60 days after the date of the allotment of the Notes. Any stabilization action or over-allotment must be conducted by the stabilizing manager (or person acting on behalf of the stabilizing manager) in accordance with all applicable laws and rules.
This announcement contains certain forward-looking statements with respect to certain of the Company’s current expectations and projections about future events. These statements reflect management’s beliefs and expectations and involve a number of risks, uncertainties and assumptions (including the completion of the transactions described in this announcement) that could cause actual results and performance to differ materially from any expected future results or performance expressed or implied by the forward-looking statement. The information contained in this announcement is subject to change without notice and, except as required by applicable law, the Company does not assume any responsibility or obligation to update publicly or review any of the forward-looking statements contained in it. Readers should not place undue reliance on forward-looking statements, which speak only as at the date of this announcement.
1 For further details, please refer to section 3.3.4.2 of the 2025 Universal Registration Document.
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