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2019 Financial Report

Atos | 2019 Financial Report 1


Table of content

GROUP OVERVIEW .............................................................................................. 3


Revenue profile ........................................................................................................ 3
Business profile ........................................................................................................ 6

FINANCIALS ....................................................................................................... 9
Operational review ................................................................................................... 9
2020 objectives ...................................................................................................... 24
Financial review ..................................................................................................... 24
Consolidated financial statements .......................................................................... 33

CONTACTS AND LOCATIONS ........................................................................... 103


Contacts ............................................................................................................... 103
Locations .............................................................................................................. 105

FULL INDEX .................................................................................................... 106

Atos | 2019 Financial Report 2


Group overview

Revenue profile

By Division
In 2019, 64% of the Group revenue was generated by multi-year contracts, deriving from Infrastructure
& Data Management (55% of total revenue), Application Management contracts included in Business &
Platform Solutions, and half of Big Data & Cybersecurity (respectively 5% and 5%).

9% Infrastructure & Data


Management

Business & Platform Solutions


36% 55%

Big Data & Cybersecurity

2019
In € million
Infrastructure & Data Management 6,321
Business & Platform Solutions 4,216
Big Data & Cybersecurity 1,050
Total 11,588

Atos | 2019 Financial Report 3


By Business Unit
Europe and North America are the Group’s main operational bases, generating 93% of total revenue in
2019.

North America
19% 24% Germany
France
9%
United Kingdom & Ireland
19%
14% Benelux & The Nordics
15% Other Business Units

2019
In € million
North America 2,725
Germany 2,167
France 1,788
United Kingdom & Ireland 1,669
Benelux & The Nordics 1,047
Other Business Units 2,192
Total 11,588

Atos | 2019 Financial Report 4


By Market
The Group provides high value-added digital services and solutions to many industry sectors. Customers
are addressed through four global markets which are Manufacturing, Retail & Transportation, Financial
Services Public & Health, and Telcos, Media & Utilities.

Manufacturing, Retail &


16% Transportation
36% Public & Health

19%
Financial Services

Telcos, Media & Utilities


29%

2019
In € million
Manufacturing, Retail & Transportation 4,139
Public & Health 3,411
Financial Services 2,169
Telcos, Media & Utilities 1,869
Total 11,588

Atos | 2019 Financial Report 5


Business profile
Atos is a global leader in digital transformation with over 100,000 employees in 73 countries and annual
revenue of over € 11 billion. European number one in cloud, cybersecurity and High-Performance
Computing, the Group provides end-to-end vertical solutions, smart data platforms and infrastructure
solutions, leveraging highly innovative technologies in business platforms, customer experience and digital
workplace, artificial intelligence and hybrid cloud. The Group is the Worldwide Information Technology
Partner for the Olympic & Paralympic Games and operates under the brands Atos, Atos Syntel, and Unify.
Atos is a SE (Societas Europaea), listed on Euronext Paris and included in the CAC40 stock index.
At Atos, our mission is to help design the future of the information technology space. Our services and
expertise, multiculturally delivered, support the advance of knowledge, education and science and
contribute to the development of scientific and technological excellence. Across the world, we enable our
customers, employees and as many people as possible to live, work and develop sustainably and confidently
in the information technology space.
Pursuing this purpose, Atos has built specific know-how and expertise to help its customers meet the
challenges related to their digital transformation:
• Digitize their customer experience and foster business reinvention thinking and implementation;

• Streamline operational excellence;

• Guarantee trust and compliance.


Atos solutions and services provide agile, scalable and trusted foundations to support customers in their
digital journey. They are at the heart of Atos’s differentiation:

• Industry expertise and solutions to build future-proofed systems fitted to our clients’ industries;

• Smart data platforms and services to help organizations unlock the value of their data today;

• Ecosystems of multiple infrastructure solutions to create the foundations for digital business.
Across all these solutions, platforms and infrastructures, Atos Cybersecurity enables to set up end-to-end,
prescriptive security solutions to identify and block threats before they may have a substantial impact.
All these solutions and services leverage innovations from Atos’s vast network of partners and from its own
R&D programs, notably around eight strategic topics: modern applications and blockchain, immersive
experience, artificial intelligence, automation, hybrid cloud, advance computing, edge and Internet of
Things (IoT) and cybersecurity.

Atos | 2019 Financial Report 6


Atos expertise covers a wide range of specialties to accompany
its customers for new opportunities and innovations
Infrastructure & Data Management (IDM): transforming today’s IT landscapes to future hybrid
IT environments
Atos is at the forefront of transforming its clients’ IT infrastructures to the new world of hybrid IT landscapes
and ecosystems of multiple infrastructures, from traditional data centers to the hybrid cloud, edge
computing and the Internet of Things. This is built on Atos’ expertise in delivering IT outsourcing for many
years, strengthened by its leading hybrid cloud offering, build in partnership with large public cloud players
such as Google, Microsoft, AWS and others. Atos has been recognized several times by independent
analysts as a leader in hybrid cloud and as the most visionary workplace services provider in Europe thanks
to its Digital Workplace offering leveraging on its unique unified communications capabilities from Unify.
Atos is also ranked as a leader in European and Asia-Pacific Datacenter Outsourcing and Infrastructure
Utility Services as well as a global leader in outsourcing services. Finally, Atos delivers Business Process
Outsourcing (BPO) services in Medical and Financial areas.

Business & Platform Solutions (B&PS): transforming business through innovative business
technologies
With its Business & Platform Solution (B&PS) Division, Atos design, build and operate vertical business
services and platforms to help its clients win in today’s fast-transforming digital world. In order to better
answer market innovation needs, Business & Platform Solutions has, in 2018, fundamentally extended the
way it conducts its business, particularly with the acquisition of Syntel, a US and Indian Leading Company
in Digital and Automation. The organization focuses on global delivery with strengthened management for
strategic accounts and offering development to ensure high quality standards, excel in customer
satisfaction and drive operational performance.
The Atos Consulting practice is part of the Business & Platform Solutions Division and aims to transform
business through innovative business technologies. As such, Atos helps its clients deliver innovation to their
customers, reduce costs, and improve effectiveness by leveraging business technologies. Atos Consulting’s
comprehensive digital transformation solutions enable organizations to connect and collaborate both within
and outside the organization much more effectively.

Big Data & Cybersecurity (BDS): a business differentiator empowering digital transformation
The Big Data & Cybersecurity (BDS) Division brings together the Big Data, Security and Mission-Critical
Systems solutions and services developed in-house by the Group. This advanced expertise meets the critical
challenges that our customers face in processing today’s and tomorrow’s gigantic volumes of data,
connecting people, data and things to create business value, and fully protecting all of them. As such, the
Big Data & Cybersecurity Division solidly contributes to make Atos the trusted partner of organizations
which intend to leverage the benefits of the new “Economy of Data” that is growing today, notably through
the development of “Artificial Intelligence” and the Internet of Things (IoT). The Division relies on R&D
teams whose expertise is recognized internationally and strongly contributes to the development of Atos
technology portfolio, from infrastructures to smart data platforms and industry solutions.

Atos | 2019 Financial Report 7


Atos industry expertise
Atos forges long-term partnerships with both large and multinational groups and small and medium size
companies. Its high technological expertise and industry knowledge allow the Group to work with clients in
the following sectors:

Manufacturing, Retail & Transportation


Atos helps enterprises accelerate the shift to new products and services for tomorrow’s hyperconnected
world. In the manufacturing sector, Atos helps players streamline production and supply chains, develop
new services and accelerate research to create innovative solutions. In retail, transportation & logistics,
Atos helps customers to meet the challenges presented by the digitally-empowered consumer and deploy
the ubiquitous commerce and multimodal transportation solutions of the future. Across the manufacturing,
retail & services sectors, Atos offers its entire solution portfolio as a hybrid cloud service and supports
mobile users with advanced enterprise mobility services.

Public & Health


Atos is an active partner in improvement and technology for the Public Sector - central and local
governments – and defense, as well as healthcare and life science. In a rapidly transforming world, Atos
helps its clients invent the public and health digital platforms of the future. As an expert in powerful,
secured and mission-critical systems, infrastructures and applications, Atos’ products and commercial
solutions also help governments and industrial players build the new defense systems and technologies of
tomorrow. The Group has been involved in projects as diverse as building the largest European
supercomputers for nuclear simulations, countrywide border control, battlefield and warship information
systems, mobile tactical communications, intelligence and reconnaissance systems.

Financial Services
Atos supports the world’s leading financial services organizations globally by offering solutions to improve
their operational performance and develop new offerings and business models over the long term. It
enables them to manage risks, ensure compliancy with changing regulations across multiple geographies,
and leverage the best of Fintech Innovation. In the world of the connected customer, Atos provides the
banking and insurance sectors in particular with end-to-end smart solutions to attract and engage
customers across multiple channels, leveraging the power of the Internet of Things to understand and serve
them more intimately and respond quicker to their needs, thereby building stronger loyalty rate and new
monetization models.

Telcos, Media & Utilities


Across the telecommunications, media, and technology, and energy and utilities sectors, operators face
the challenge of increased competition, deregulation, consolidation and disruptive technologies. Within this
context, the pressure is on to establish new business models to maintain leading market positions or
increase market share. By using IT to transform its clients’ operations and customer relations, Atos helps
businesses increase their agility while reducing costs. Atos powers progress for its clients by accelerating
and securing the adoption of transformational technologies, such as data-centric approaches and 5G in
telecommunications, multi-channel and interactive media delivery, and smart grid systems for energy and
utilities.

Atos | 2019 Financial Report 8


Financials

Operational review

Statutory to constant scope and exchange rates reconciliation


2019 revenue was € 11,588 million, down -5.5% compared to 2018 reported statutory, -6.4% at constant
exchange rates, and +1.4% at constant scope and exchange rates. Operating margin reached € 1,190
million (10.3% of revenue), -5.6% compared to 2018 reported statutory and +5.8% compared to € 1,125
million (9.8% of revenue) in 2018 at constant scope and exchange rates.
In €millio n 2019 2018 % change
Statutory revenue 11,588 12,258 -5.5%
Exchange rates effect 117
Revenue at constant exchange rates 11,588 12,375 -6.4%
Scope effect -982
Exchange rates effect on acquired/disposed perimeters 37
Revenue at constant scope and exchange rates 11,588 11,430 1.4%
Statutory operating margin 1,190 1,260 -5.6%
Scope effect -154
Exchange rates effect 19
Operating margin at constant scope and exchange rates 1,190 1,125 5.8%
as % of revenue 10.3% 9.8%

The table below presents the effects on 2018 revenue of acquisitions and disposals, internal transfers
reflecting the Group’s new organization, and change in exchange rates.
FY 2018 revenue
FY 2018 at
FY 2018 Internal Exchange rates constant scope
Scope effects
statutory transfers effects* and exchange
In € million rates
North America 2,022 628 138 2,789
Germany 2,161 -8 2,153
France 1,710 16 1,727
UK & Ireland 1,612 44 13 1,668
Benelux & The Nordics 1,017 -1 -0 1,016
Other Business Units 2,061 13 3 2,077
Worldline 1,674 -1,674
TOTAL GROUP 12,258 -982 154 11,430

Infrastructure & Data Management 6,328 -14 -47 96 6,362


Business & Platform Solutions 3,361 739 30 50 4,180
Big Data & Cybersecurity 895 -32 18 8 888
Worldline 1,674 -1,674
TOTAL GROUP 12,258 -982 0 154 11,430
* At FY 2019 exchange rates

Atos | 2019 Financial Report 9


Scope effects amounted to €-982 million for revenue, of which:
• €-1,674 million related to the restatement of the contribution of Worldline to the Group revenue in FY
2018 following the deconsolidation of Worldline from the Group as of January 1, 2019. As a reminder,
after having distributed 23.4% of Worldline’s share capital to its shareholders on May 7, 2019, out of
the 50.8% owned by the Group, Atos has completed as of October 30, 2019, the sale of c. 14.7 million
Worldline shares (c. 8% of Worldline’s share capital), for c. 0.8 billion euro, through a placement to
qualified investors only by way of accelerated bookbuilding offering. Concurrently, Atos issued bonds
due 2024 for an aggregate nominal amount of approximately €500 million, which will be exchangeable
into Worldline shares (c. 4% of Worldline’s share capital in case of full conversion) at a premium of
35%. In addition, Atos has agreed to transfer to Atos UK 2019 Pension Scheme c. 4.3 million Worldline
shares (c. 2% of Worldline’s share capital) representing £198 million (c. €230 million). Following these
transactions, and in case of exchange in full of the bonds, Atos would retain a direct stake of 13% of
Worldline share capital and 22% of voting rights;

• €+65 million corresponding to the revenue realized by Atos’ entities with Worldline in FY 2018. This
revenue is no more neutralized in the Group consolidation but recognized as Group revenue following
the deconsolidation of Worldline as of January 1, 2019;

• The remaining net positive amount of €+627 million was mostly related to the acquisition of Syntel,
consolidated as of November 1, 2018 (10 months restated for €+709 million), the acquisition of
IDnomic, consolidated as of October 1, 2019 (3 months restated for €+5 million), the disposal of some
specific Unified Communication & Collaboration activities as well as former ITO activities in the UK, and
the disposal and decommissioning of non-strategic activities within CVC;

• As the closing of the recent acquisition of Maven Wave has taken place earlier in Q1 2020, no
restatement is necessary for FY 2018 revenue.
Scope effects amounted to €-154 million for operating margin. Most of the impact came from the
restatement of the contribution of Worldline to the Group operating margin in FY 2018 (€-293 million), the
acquisition of Syntel (10 months for €+176 million) and the disposal of some specific Unified
Communication & Collaboration activities, as well as former ITO activities in the UK and the disposal and
decommissioning of non-strategic activities within CVC. As the operating margin realized by Atos’ entities
with Worldline in FY 2018 was not eliminated from a contributive standpoint, no restatement is necessary.
Internal transfers mostly referred to Healthcare contracts in North America transferred to Syntel, previously
reported within Infrastructure & Data Management and now reported within Business & Platform Solutions
as of January 1, 2019, as well as Cybersecurity consulting services formerly reported in Business & Platform
Solutions and now integrated under Big Data & Cybersecurity.
Currency exchange rates effects mostly came from the US dollar which positively contributed to revenue
for €+154 million and to operating margin for €+19 million.
The table below presents the described effects on 2018 operating margin:
FY 2018 operating margin

FY 2018 at
FY 2018 Internal Exchange rates constant scope
Scope effects
statutory transfers effects* and exchange
In € million rates
North America 202 84 15 300
Germany 137 -10 126
France 150 0 151
UK & Ireland 193 4 1 198
Benelux & The Nordics 76 -5 0 71
Other Business Units 275 66 3 344
Global structures** -66 0 -66
Worldline 293 -293
TOTAL GROUP 1,260 -154 19 1,125

Infrastructure & Data Management 604 -20 -3 9 589


Business & Platform Solutions 300 176 -1 9 483
Big Data & Cybersecurity 138 -17 5 2 127
Corporate costs -74 -0 -74
Worldline 293 -293
TOTAL GROUP 1,260 -154 19 1,125
* At FY 2019 exchange rates
** Global structures include the Global Divisions costs not allocated to the Group Business Units and Corporate costs

Atos | 2019 Financial Report 10


Performance by Division
Revenue was € 11,588 million, +1.4% at constant scope and exchange rates, particularly led by the Cloud
performance and Big Data & Cybersecurity.
Operating margin was € 1,190 million, representing 10.3% of revenue, compared to 9.8% in 2018
at constant scope and exchange rates. Each Division contributed to the operating margin increase,
Infrastructure & Data Management benefitting from automation and the RACE program, Business &
Platform Solutions from the cost synergies with Syntel, Big Data & Cybersecurity from the topline growth.
Finally, corporate central costs were reduced thanks to continued efforts on expense optimization.
Revenue Operating margin Operating margin %
Organic
2019 2018* 2019 2018* 2019 2018*
In €millio n evolution
Infrastructure & Data Management 6,321 6,362 -0.6% 614 589 9.7% 9.3%
Business & Platform Solutions 4,216 4,180 0.9% 492 483 11.7% 11.6%
Big Data & C ybersecurity 1,050 888 18.3% 149 127 14.2% 14.3%
C orporate costs - - - 65 - 74 -0.6% -0.7%
Total 11,588 11,430 1.4% 1,190 1,125 10.3% 9.8%
* At constant scope and exchange rates

Infrastructure & Data Management

Organic
In €millio n 2019 2018*
evolution
Revenue 6,321 6,362 -0.6%
Operating margin 614 589
Operating margin rate 9.7% 9.3%
* A t co nstant sco pe and exchange rates

Infrastructure & Data Management revenue was € 6,321 million, down -0.6% at constant scope and
exchange rates. The Division managed to turn back to growth in the third quarter 2019 and continued the
positive trend, achieving +0.3% organically during the fourth quarter. In line with the transformation of
the business model of the Division, revenue share increased in Digital Workplace, Codex and in projects in
Technology Transformation Services. The Division continued the digital transformation of its main clients
through automation and artificial intelligence, supporting growth in several geographies, notably in Asia
Pacific, Central & Eastern Europe, South America, Iberia and Middle East & Africa, while Germany, the
United Kingdom, France and Benelux & The Nordics faced reduced volumes.
Financial Services posted a double-digit growth, mainly fueled by the ramp-up of the significant contracts
in the North America, notably with CNA Financial Corporation, and in United Kingdom & Ireland with Aegon,
National Savings & Investments and Aviva, which have more than compensating one large contract not
renewed in 2018 in North America.
Telcos, Media & Utilities grew thanks to additional sales achieved with BBC in the United Kingdom, new
logos notably with National Grid and Entergy Corporation in North America, as well as the ramp-up of the
contracts with Scottish Water in the United Kingdom and with a Spanish mobile telco operator. In France,
the activity was challenging with businesses not repeated in Utilities compared to Q4 last year. The Division
performed a strong activity in Unified Communication & Collaboration in Benelux & The Nordics and in the
Other Business Units while the situation was more challenging in Germany.
Manufacturing, Retail & Transportation slightly stepped back, facing the effects of the non-renewal of a
contract with Marriott International in North America in 2018, a strong reduction of activity in Unified
Communication & Collaboration in several geographies such as North America and Benelux & The Nordics,
as well as volumes reduction and contract ramp downs in Germany. The Industry benefitted from the ramp-
up of several contracts signed in North America during the year which partially offset the above effects.
The situation in Public sector remained challenging, in particular in the United Kingdom impacted by the
base effect of transitions completed last year with the Ministry of Justice and suffered from lower volumes
with a pension, insurance and investment company. North America was also impacted by contract
terminations and by scope reduction. This was partially offset by the increased activity in “Other Business
Units” and in France.

Atos | 2019 Financial Report 11


Infrastructure & Data Management revenue profile by geography

North America
15%
27% Germany
8%
United Kingdom & Ireland

9% Benelux & The Nordics

22% France
19%
Other countries

Operating margin in Infrastructure & Data Management was € 614 million, representing 9.7% of revenue.
The increase of +40 basis points was mainly driven by strong cost saving actions including the RACE
program across geographies as well as the adaptation of the Group workforce in several countries, more
particularly in Germany which benefited from the effects of the acceleration of the adaptation plan launched
in H1. In the United Kingdom, the operating margin was affected by price constraints in Business Process
Outsourcing (BPO).

Business & Platform Solutions

Organic
In €millio n 2019 2018*
evolution
Revenue 4,216 4,180 0.9%
Operating margin 492 483
Operating margin rate 11.7% 11.6%
* A t co nstant sco pe and exchange rates

Business & Platform Solutions revenue reached € 4,216 million, +0.9% at constant scope and exchange
rates in 2019. The activity was contrasted over the year, with a first semester at +2.3% organic growth
while the Division was slightly down at -0.5% over the second semester. Indeed, Business & Platform
Solutions faced with tensions in financial services in North America both in Q3 and in Q4. The reduction of
the number of low margin contracts implemented in H1 2019 at the time of the transfer of contracts under
Syntel management impacted the revenue organic growth both in Q3 and Q4. Finally, towards the end of
the year, growth was impacted by a slowdown in the Automotive industry in Germany.
Growth was strong in Manufacturing, Retail & Transportation, which benefitted from good performance in
almost all geographies. In particular Germany recorded a solid growth thanks to new application
management services contract with Siemens combined with S4HANA engagement in Austria, ramp-up of
contracts such as Philips in Benelux & The Nordics, as well as increased volumes in the United Kingdom.
Financial Services slightly grew mainly thanks to a contract with a large insurance company in the United
Kingdom as well as cloud business with an insurance company in Benelux & The Nordics and ramp-up of
contracts in Germany, while the situation remained challenging in France and in North America impacted
by volume reductions.
The Division posted a slight decrease organically in Telcos, Media & Utilities. Germany was impacted by the
ramp-down with one large customer in application management while Benelux & The Nordics and North
America suffered from lower volumes in application management contracts. This challenging situation could
not be compensated by higher volumes with Italian and Spanish utilities while France benefitted from higher
activity through Worldgrid contracts and United Kingdom recorded a growth thanks to ramp-up of several
contracts.
The situation was more contrasted in Public & Health which performed an increased activity for digital
projects in France as well as new contracts in Italy and in Iberia. Conversely, it faced with volume reduction
in healthcare in North America due to not repeated migrations delivered last year to hospitals as well as
project completions in the United Kingdom.

Atos | 2019 Financial Report 12


Business & Platform Solutions revenue profile by geography

Operating margin was € 492 million, representing 11.7% of revenue, an improvement of +10 basis
points. Syntel synergies contributed positively to the Division margin improvement at the level expected.
Operating margin improvement achieved in the first semester slowed down in the second half, due to the
slow-down of the revenue organic growth of the Division, the ramp down in Germany of a high margin
application management contract with one large customer, as well as some cost overruns in Atos legacy
contracts.

Atos | 2019 Financial Report 13


Big Data & Cybersecurity

Organic
In €millio n 2019 2018*
evolution
Revenue 1,050 888 18.3%
Operating margin 149 127
Operating margin rate 14.2% 14.3%
* A t co nstant sco pe and exchange rates

Revenue in Big Data & Cybersecurity was € 1,050 million, up +18.3% organically, maintaining a strong
performance all over the year and pursuing the extension of the Division’s markets both in terms of
industries served and geographies.
In particular, growth was notably sustained by Big Data activity, mainly coming from ramp up of large
contracts in France like Météo-France, a French research institute and a French Ministry, in Germany with
HRLN Supercomputing Service and Forschungszentrum Jülich, in the United Kingdom with the European
Centre for Medium Range Weather Forecast, and in Benelux & the Nordics with notably CSC in Finland. It
largely compensated for the non-repeated high level of product sales performed last year in North America.
Cybersecurity activities also posted a positive growth led by new business opportunities in North America
combined with good performance in Benelux & the Nordics which largely offset revenue from licenses not
repeated this year in the United Kingdom.
The performance was also driven by strong activity of Mission critical systems in Central and Eastern
Europe.

Big Data & Cybersecurity revenue profile by geography

France

21% Germany

40% North America


6%
Benelux & The Nordics
8%
United Kingdom & Ireland
9%
16% Other countries

Operating margin was € 149 million, representing 14.2% of revenue broadly stable compared to 2018.
All in all, the Division generated a solid profitability from operations while continuing to invest in Research
& Development and commercial investment on offerings in both Cybersecurity and Big Data solutions.
Operating margin was high in growing geographies such as France, Benelux & The Nordics and Other
Business Units, while North America benefited from a favorable revenue mix.

Atos | 2019 Financial Report 14


Performance by Business Unit
Revenue Operating margin Operating margin %
Organic
2019 2018* 2019 2018* 2019 2018*
In €millio n evolution
North America 2,725 2,789 -2.3% 343 300 12.6% 10.8%
Germany 2,167 2,153 0.7% 152 126 7.0% 5.9%
France 1,788 1,727 3.5% 164 151 9.2% 8.7%
United Kingdom & Ireland 1,669 1,668 0.0% 165 198 9.9% 11.9%
Benelux & The Nordics 1,047 1,016 3.0% 88 71 8.4% 7.0%
Other Business Units 2,192 2,077 5.6% 319 344 14.6% 16.5%
Global structures** - - - 42 - 66 -0.4% -0.6%
Total 11,588 11,430 1.4% 1,190 1,125 10.3% 9.8%
* At constant scope and exchange rates
** Global structures include the IT Services Divisions global costs not allocated to the Business Units and Corporate costs.

North America

Organic
In €millio n 2019 2018*
evolution
Revenue 2,725 2,789 -2.3%
Operating margin 343 300
Operating margin rate 12.6% 10.8%
* A t co nstant sco pe and exchange rates

Revenue reached € 2,725 million, decreasing by -2.3% organically. After a challenging situation in the
first half 2019 when the performance was hampered by the base effect of two contracts terminated in
2018, the business unit managed to turn back to growth, posting a robust +2.7% in the last quarter of
2019.
As a result of the implementation of a sales reorganization and the change or removal of most of the client
executives the last eighteen months, Infrastructure & Data Management stabilized revenue organically,
fueled by new logo and ramp up of existing contracts which compensated the remaining impact of
terminated contracts. Financial Services recorded a good performance driven from the ramp-up of the
contract with CNA Financial Corporation, which more than compensated for an important legacy contract
not renewed last year. Telcos, Media & Utilities market showed a sustained activity as well, attributable to
new logos notably with a large integrated energy company. Public & Health sector benefitted from higher
volumes with Texas Department of Information Resource, but was impacted by less revenue further to
migrations as well as a ramp-down with a leader in healthcare IT. Within Manufacturing, Retail &
Transportation, new business achieved with several new customers of large contracts could not offset the
negative effect from the terminated contract with Marriott International in 2018 and lower volumes with
some clients.
Business & Platform Solutions decreased compared to last year. The situation remained challenging in
Healthcare area due to the end of large software roll out to hospitals, even if the decline was significantly
reduced in the last quarter. Financial Services sector was impacted by less volumes and a lower demand
as some customers in the banking area reduced expenses in H2. Manufacturing, Retail & Transportation
was broadly stable.
Big Data & Cybersecurity reached a good performance in Financial Services and Telcos, Media & Utilities,
driven notably by new business opportunities with CNA Financial Corporation. However, this was not
sufficient to compensate for the non-repeated high level of product sales performed last year in Public &
Health and in Manufacturing, Retail & Transportation, despite new business achieved in Q4.
Operating margin reached € 343 million, representing 12.6% of revenue, increasing by +180 basis points
compared to last year. All Divisions reported a double digit level of profitability. In Business & Platform
Solutions, the Business Unit increased its operating margin rate thanks to the contribution from Syntel,
including the effect of synergies. In addition, Infrastructure & Data Management contributed as well on the
improvement of the operating margin rate due to workforce optimization initiatives and strong cost
reduction actions. Profitability also increased in Big Data & Cybersecurity, which benefited from new logos
in Q4.

Atos | 2019 Financial Report 15


Germany

Organic
In €millio n 2019 2018*
evolution
Revenue 2,167 2,153 0.7%
Operating margin 152 126
Operating margin rate 7.0% 5.9%
* A t co nstant sco pe and exchange rates

In 2019, the Business Unit achieved an organic growth of +0.7% compared to the same period last year
at constant scope and exchange rates, leading to € 2,167 million revenue. Growth derived from the good
performance in Big Data & Cybersecurity and Business & Platform Solutions, while the situation of
Infrastructure & Data Management remained challenging.
Infrastructure & Data Management decreased organically compared to last year. In this Division, Public &
Health market was stable. Manufacturing, Retail & Transportation and Telcos, Media & Utilities were both
impacted by one off sales achieved last year and not repeated this year, even though partially offset by
increased activities with Karstadt and Bayer within Manufacturing, Retail & Transportation. Financial
Services faced with contract terminations also partially compensated by new business with Deutsche
Bundesbank.
Business & Platform Solutions revenue increased compared to last year, but slowed down in the second
semester after a solid growth reported in the first half. Manufacturing, Retail & Transportation drove the
Division growth thanks to a new application management services with Siemens and a new logo wins.
Public & Health also grew thanks to new services notably with a government institution in information
technologies and Autobahn, which offset scope reduction with Bundesagentur fur Arbeit. Financial Services
also recorded a positive performance. This largely compensated for the ramp down of the contract with a
large customer in application management which impacted Telcos, Media & Utilities.
Big Data & Cybersecurity achieved a particularly strong growth, accelerating in the second semester,
notably benefitted from high performance computing sale with HRLN Supercomputing Service and
Forschungszentrum Jülich within Public & Health sector and finally Bullion sales within Telcos, Media &
Utilities sector.
Operating margin reached € 152 million, representing 7.0% of revenue, +120 basis points compared to
2018 at constant scope and exchange rates. Profitability improved significantly due to refocusing of Unified
Communication activities in Infrastructure & Data Management and to restructuring efforts combined with
strong actions on the cost base. This over compensating the performance in Business & Platform Solutions
notably caused by ended contract with a telecommunication provider.

Atos | 2019 Financial Report 16


France

Organic
In €millio n 2019 2018*
evolution
Revenue 1,788 1,727 3.5%
Operating margin 164 151
Operating margin rate 9.2% 8.7%
* A t co nstant sco pe and exchange rates

At € 1,788 million, revenue improved by +3.5% organically. The performance of the Business Unit was
driven by Big Data & Cybersecurity thanks to a continued solid performance over the year.
Infrastructure & Data Management decreased organically. Growth was posted mainly in Financial Services
notably coming from higher volumes within banking sector through hybrid cloud activities. Public & Health
also contributed positively to the growth benefitting from higher volumes and increasing hybrid cloud
business, partly offset by several ramp-down contracts. However, this was not enough to compensate for
Telcos, Media & Utilities and Manufacturing, Retail & Transportation sectors notably impacted by lower
volumes with a global electricity company as well as some contracts which ended.
Business & Platform Solutions revenue grew in 2019 primarily driven by Public & Health with new business
notably with a large pension institution coupled with higher volumes with a public institution of labour.
Telcos, Media & Utilities showed a sustained activity as well, attributable to the ramp-up of a contract with
large Group of energy through Worldgrid activities. Conversely, in Manufacturing, Retail & Transportation
sector, the ramp-up contracts with a large Hotel Group in Digital workplace and with a large car
manufacturer was not sufficient to compensate for the ending contract in the pharmaceutical segment. The
Business Unit was also affected by an underperformance in Financial Services.
Big Data & Cybersecurity achieved double-digit growth benefitting from the strong performance largely
concentrated in Public & Health, thanks to new contracts through High Performance Computer with Météo-
France and a French research institution, as well as the renewal of software and hardware licenses contract
with French institutions. To a lesser extent, Manufacturing, Retail & Transformation also contributed
positively to the growth, benefitting from the ramp-up of several High Performance Computer contracts
with international clients. Finally, Telcos, Media & Utilities market was affected by the comparison base
with High Performance Computer delivery, successfully achieved in 2018 with a large national energy
provider last year.
Operating margin reached € 164 million, representing 9.2% of revenue, +50 basis points at constant
scope and exchange rates. The improvement of operating margin was largely attributable to Big Data &
Cybersecurity, supported by strong revenue growth. Conversely, in Infrastructure & Data Management,
actions on costs and on productivity started to result in the second semester but was not sufficient to
compensate for the challenging situation faced in the first semester. Business & Platform Solutions
operating margin slightly decreased compared with previous year.

Atos | 2019 Financial Report 17


United Kingdom & Ireland

Organic
In €millio n 2019 2018*
evolution
Revenue 1,669 1,668 0.0%
Operating margin 165 198
Operating margin rate 9.9% 11.9%
* A t co nstant sco pe and exchange rates

Revenue was € 1,669 million, stable organically. Strong business growth in Big Data & Cybersecurity and
dynamism of Business & Platform Solutions were hampered by more challenging situation in Infrastructure
& Data Management.
Infrastructure & Data Management decreased compared to last year. Financial Services posted a strong
growth, notably thanks to the ramp-up of Aegon contract and increased revenue with National Savings &
Investments and Aviva. Telcos, Media & Utilities market was mainly driven by additional sales achieved
with BBC and the ramp-up of the hybrid cloud contract with a large water provider. Manufacturing, Retail
& Transportation increased slightly, thanks to the hybrid cloud deliveries on contract extension and
transformation projects with a UK postal service company. This could not fully offset the decline in Public
Sector impacted by the base effect from transition completion of Ministry of Justice and from lower volumes
with a pension, insurance and investment company.
Business & Platform Solutions grew organically. In Financial Services, the performance was supported by
the ramp-up of Aegon contract signed at the end of previous year and increased business within Clydesdale
Bank and Standard Life Investment. Within Manufacturing, Retail & Transportation market, growth was
essentially derived from increased projects with Federal Express Corporation, a customer provided by
Syntel. Telcos, Media & Utilities benefitted from contracts ramp-up with a large water provider and Northern
Ireland Electricity, while Public & Health faced with end of projects.
Revenue in Big Data & Cybersecurity showed a strong momentum, with a very significant organic growth
led by new HPC contract with the European Centre for Medium Range Weather Forecast in Public and Health
market, despite the base effect of cyber services sales achieved the year before with International Airlines
Group.
Operating margin was € 165 million and represented 9.9% of the revenue, or -200 basis points compared
to last year at constant scope and exchange rate. While the profitability increased in Business & Platform
Solutions benefitting from revenue growth, improved operational efficiency and cost control. It did not
compensate Infrastructure & Data Management impacted by revenue decrease.

Atos | 2019 Financial Report 18


Benelux & The Nordics

Organic
In €millio n 2019 2018*
evolution
Revenue 1,047 1,016 3.0%
Operating margin 88 71
Operating margin rate 8.4% 7.0%
* A t co nstant sco pe and exchange rates

At € 1,047 million, revenue was up by +3.0% organically, driven by a strong activity in Big Data &
Cybersecurity.
Infrastructure & Data Management slightly decreased. In Telcos, Media & Utilities, the Division achieved a
strong growth through UCC activities and thanks to a new contract signed in 2019 with T-Mobile. Public &
Health sector recorded growth thanks to the ramp-up of the contract signed with Dutch University Hospitals.
Financial Services benefitted from ramp-up of several contracts partly offset by volume reductions with an
Insurance company and Kas Bank. Conversely, Manufacturing, Retail & Transportation sector was affected
by the base effect on activities achieved last year within Siemens Windpower in The Nordics, partly
compensated by the recently signed extended Philips contract coupled with higher volumes achieved with
Philip Morris International.
Business & Platform Solutions showed a growth recovery. In particular, Manufacturing, Retail &
Transportation posted a solid growth fueled by the ramp-up contract with Philips and in Financial Services
from higher volumes with a Dutch insurer. The situation was more challenging in other sectors: within
Public & Health the new business with a Dutch Ministry was not enough to compensate for the decline from
an ended contract with another Public Institution while Telcos, Media & Utilities faced with the decline of
the contract with KPN.
Big Data & Cybersecurity recorded a strong organic growth, primarily driven by a sustained demand through
HPC area with CSC in Finland coupled with the Norway's National Research and Education Network, as well
as higher product sales notably with a large IT Group in Belgium. Additionally, the Division benefitted from
a good performance in several countries such as Poland, Sweden or Denmark.
Operating margin reached € 88 million, representing 8.4% of revenue, an improvement of +140 basis
points compared to last year at constant scope and exchange rates. The profitability increased in Big Data
& Cybersecurity and Business & Platform Solutions driven by improved revenue mix combined with
increased operational efficiency through continued tight project management and strong actions to optimize
the cost base through the RACE project. Infrastructure & Data Management margin decreased but remained
at a high level of profitability.

Atos | 2019 Financial Report 19


Other Business Units

Organic
In €millio n 2019 2018*
evolution
Revenue 2,192 2,077 5.6%
Operating margin 319 344
Operating margin rate 14.6% 16.5%
* A t co nstant sco pe and exchange rates

Revenue in “Other Business Units” reached € 2,192 million, up +5.6% organically, growing in all Divisions
and especially in Infrastructure & Data Management and Business & Platform Solutions.
Infrastructure & Data Management delivered a strong performance. Public Sector posted a double-digit
growth, thanks notably to the ramp-up of projects with the Western Australian Department of Health,
alongside with the sales achieved in Central & Eastern Europe. Telcos, Media & Utilities expanded as well,
driven mainly by a new cloud contract with a Spanish mobile telco operator signed in March and by the
ramp-up of a global contract with an international consulting firm in Asia Pacific. Financial Services
benefitted from increased business with a large private bank in Morocco and from the ramp-up of a digital
Workplace contract with a large insurance company in Italy. The situation was more challenging in
Manufacturing, Retail & Transportation.
Business & Platform Solutions grew in all markets. Public & Health was fueled by a new contract with a
Public Education Institution in Spain, ramp-up of Olympics Tokyo 2020 and Beijing 2022 as well as increased
business with governmental institutions in Central & Eastern Europe. Telcos, Media & Utilities market
benefitted from higher volumes, notably with Italian and Austrian clients and new projects in Middle East
& Africa. Growth in Manufacturing, Retail & Transportation was essentially driven by the ramp-up of new
contracts in Central & Eastern Europe. Finally, new wins in banking sector within Financial Services in South
America fully compensated for ramp-downs in Iberia and volume reductions in Italy.
Big Data & Cybersecurity benefitted from HPC deliveries in Asia Pacific and Middle East & Africa, coupled
with higher project activity within Cybersecurity services in Central & Eastern Europe.
Operating margin was € 319 million, representing 14.6% of revenue. Infrastructure & Data Management
as well as Big Data & Cybersecurity managed to improve their profitability. Conversely, the situation was
more challenging for some contracts in India in Business & Platform Solutions.

Global structure costs

Global structures costs reached €-42 million, decreasing by € 24 million compared to 2018 at constant
scope and exchange rates, primarily driven by the continued efforts on internal costs optimization in most
of the support functions as well as on subcontracting costs with third parties. A positive impact came as
anticipated from pension as a result of the implementation of the “Loi Pacte” for the Group.

Atos | 2019 Financial Report 20


Revenue by Market

Organic
2019 2018*
In €millio n evolution
Manufacturing, Retail & Transportation 4,139 4,181 -1.0%
Public & Health 3,411 3,387 0.7%
Financial Services 2,169 2,032 6.8%
Telcos, Media & Utilities 1,869 1,831 2.1%
Total 11,588 11,430 1.4%

* At constant scope and exchange rates

Manufacturing, Retail & Transportation

Manufacturing, Retail & Transportation was the largest market segment of the Group (36%) and reached
€ 4,139 million in 2019, declining by -1.0% compared to 2018 at constant scope and exchange rates.
Good performance was recorded in Germany within Business & Platform Solutions Division compensating
ramp down on some contracts in North America during the first half of the year for Infrastructure & Data
Management Division.
In this market, the top 10 clients (excluding Siemens) represented 20% of revenue with a leading North
American logistics company, Conduent, Triple Five, Daimler Group, Bayer, a global leader in Aerospace &
Defense, Johnson & Johnson, Rheinmetall, Philips and Volkswagen.

Public & Health

Public & Health was the second market of the Group (29%) with total revenue of € 3,411 million, up +0.7%
compared to 2018 at constant scope and exchange rates. Revenue increase mainly came from France
within Big Data & Cybersecurity Division.
34% of the revenue in this market was realized with 10 main clients: Texas Department of Information
Resources, UK Department for Work & Pensions (DWP), European Union Institutions, McLaren Health Care
Corporation, a leader in healthcare IT, UK Nuclear Decommissioning Authority, a French research institute,
a French Ministry, the UK Ministry of Justice and SNCF (France).

Financial Services

Financial Services was the third Market of the Group and represented 19% of the total revenue at € 2,169
million, an increase of +6.8% compared to 2018 at constant scope and exchange rates. A good performance
was recorded in the United Kingdom thanks to Aegon, National Savings & Investments and Aviva. The
market was also benefiting from contract ramp-up with CNA Financial Corporation in North America.
In this market, 49% of the revenue was generated with the 10 main clients: UK National Savings &
Investments, a UK bank based in Hong-Kong, a US financial payment institution, CNA Financial Corporation,
State Street Corporation, Deutsche Bank, Aegon, a Dutch Insurance company, Aviva and BNP Paribas.

Telcos, Media & Utilities

Telcos, Media & Utilities represented 16% of the Group revenue and reached € 1,869 million, representing
an increase of +2.1% compared to 2018 at constant scope and exchange rates. Revenue increase was
mainly coming from Other Business Units with a new cloud contract with a Spanish mobile telco operator,
the United Kingdom increasing activities with BBC and Scottish Water, and in North America thanks to a
large utilities provider.
Main clients were EDF, Orange, BBC, Telefonica/O2, a large US entertainment company, Worldline, Enel,
Deutsche Telekom, Telecom Italia and a large Nordic telecommunication provider. The top 10 main clients
represented 50% of the total Telcos, Media & Utilities Market revenue.

Atos | 2019 Financial Report 21


Portfolio

Order entry and book to bill

In 2019, the Group order entry totaled € 12,245 million, increasing by 3.9% year-on-year excluding
Worldline, representing a book to bill ratio of 106% compared to 111% in 2018 (excluding Worldline).
Indeed, the performance remained strong in 2019 in a year with much less contracts coming for renewal
in the Infrastructure & Data Management Division. During the fourth quarter, the Group reported strong
performance with a book to bill at 121%.
Order entry and book to bill by Division was as follows:
Order entry Book to bill
In €millio n H1 2019 H2 2019 FY 2019 H1 2019 H2 2019 FY 2019
Infrastructure & Data Management 2,867 3,341 6,208 91% 105% 98%
Business & Platform Solutions 2,228 2,446 4,674 104% 117% 111%
Big Data & C ybersecurity 647 716 1,363 137% 124% 130%
Total 5,742 6,503 12,245 100% 111% 106%

Several large new contracts were signed over the period in Infrastructure & Data Management, which
contributed to growth in Hybrid Cloud and Digital Workplace. In particular, large order entries were
contracted in North America with a leading healthcare company, with National Grid in North America and
also in the United Kingdom & Ireland, the NG911 contract with the State of California, and with Entergy.
In addition, Germany closed several major deals notably with BASF and Itergo, whereas Benelux & The
Nordics concluded a large contract in the Public & Health sector. Business & Platform Solutions signed new
contracts notably in Benelux & The Nordics such as Fortum within Manufacturing, Retail & Transportation
and a Dutch insurance company within Financial Services. Big Data & Cybersecurity pursued its strong
commercial dynamics, fueled by a large win in the United Kingdom with the European Centre for Medium-
Range Weather Forecast and in France with Méteo France as well as in Germany with Bayer.
Renewals of the year included several large contracts in Infrastructure & Data Management such as in
Manufacturing, Retail & Transport in France with PWC, in Telcos, Media & Utilities in the United Kingdom
with BBC and in Financial Services in Benelux & The Nordics with Dutch insurance company and in France
with BNP Paribas. In addition, a large deal was renewed with a large UK postal company including offerings
of both Infrastructure & Data Management and Big Data & Cybersecurity. Other major wins of the period
were concluded within Public sector in France contributing to the order entries in Big Data & Cybersecurity
and Business & Platform Solutions, coupled with a deal in Financial Services in the United Kingdom within
Business & Platform Solutions.
Order entry and book to bill by Market were as follows, with a strong contribution from Manufacturing,
Retail & Transport:
Order entry Book to bill
In €millio n H1 2019 H2 2019 FY 2019 H1 2019 H2 2019 FY 2019
Manufacturing, Retail & Transportation 2,132 2,554 4,686 103% 123% 113%
Public & Health 1,663 1,918 3,581 99% 111% 105%
Telcos, Media & Utilities 1,068 959 2,027 119% 99% 108%
Financial Services 879 1,072 1,951 80% 100% 90%
Total 5,742 6,503 12,245 100% 111% 106%

Full backlog

In line with the positive evolution of Atos commercial activity, the full backlog at the end of December
2019 increased by +2.5% compared to December 2018 (excluding Worldline contribution in 2018), and
amounted to € 21.9 billion representing 1.9 year of revenue.

Full qualified pipeline

The full qualified pipeline remained strong at € 7.4 billion at the end of 2019, up +7.5% compared to
the end of 2018 (excluding Worldline contribution in 2018), representing 8 months of revenue.

Atos | 2019 Financial Report 22


Human Resources
The total headcount was 108,317 at the end of December 2019, compared to 122,110 at the end of
December 2018 which included Worldline staff. The evolution was strongly impacted by -11,514 headcounts
scope impact mostly related to the deconsolidation of Worldline. Excluding the scope effect, the total
decrease amounted to -1.9% mainly in Business & Platform Solutions and Infrastructure & Data
Management to anticipate and accompany automation and robotization while the Group continued to recruit
profiles to support its client in their digital transformation. In Big Data & Cybersecurity, direct staff increased
by +6.4% during the year excluding the scope effect, supporting the strong growth of both in
Cybersecurity/Mission Criticals and in Big Data.
In 2019, the Group hired 18,516 staff (94% were direct employees). The hirings were mainly achieved in
near and offshore countries (totaling 66% of direct hirings) such as India, Poland, Romania and the
Philippines, as well as in the United Kingdom, the United States and France to design and develop to new
offerings, to fulfill new contracts and to compensate attrition. 55% of the direct hirings over the period
were performed in Business & Platform Solutions where the attrition is above the two other Divisions.
Attrition rate was 15.1% at Group level, stable compared to previous year, of which 20.6% in offshore
countries. The number of restructured and dismissed employees over the period amounted to 3,983.
Headcount evolution in 2019 by Business Unit and by Division was the following:
End of Leavers, End of
December Scope Hiring dismissals December
2018 & restructuring 2019
Infrastructure & Data Management 44,530 -93 7,035 -7,834 43,638
Business & Platform Solutions 52,954 41 9,573 -11,948 50,619
Big Data & C ybersecurity 5,186 -28 777 -447 5,489
Functions 156 1 3 160
Worldline 10,452 -10,452 0 0 0
Total Direct 113,278 -10,532 17,386 -20,226 99,906

Germany 8,503 23 224 -402 8,348


North America 11,127 -10 1,802 -2,966 9,953
France 10,606 51 1,195 -1,360 10,493
United Kingdom & Ireland 8,485 -81 2,175 -1,667 8,912
Benelux & The Nordics 5,235 0 382 -822 4,795
Other Business Units 58,316 -63 11,535 -12,959 56,829
Global structures 554 0 73 -50 577
Worldline 10,452 -10,452 0 0 0
Total Direct 113,278 -10,532 17,386 -20,226 99,906
Total Indirect 8,832 -982 1,130 -569 8,411

TOTAL GROUP 122,110 -11,514 18,516 -20,795 108,317

The number of direct employees at the end of 2019 was 99,906, representing 92.2% of the total Group
headcount. Indirect staff representing SG&A was 8,411 end of December 2019.

Atos | 2019 Financial Report 23


2020 objectives
In 2020, the Group targets the following objectives for its 3 key financial criteria:

Revenue: c. +2% organic growth

Operating margin rate: +20bps to +40bps vs 2019

Free cash flow: c. € 700 million

Financial review
Worldline operations in 2019
Following the decision made on January 29, 2019 by Atos Board of Directors to submit to Annual General
Meeting the project to distribute 23.5% of Worldline total shares to Atos shareholders and the approval of
the transaction by Atos shareholders at the Annual General Meeting on April 30, 2019, this distribution of
Worldline shares took effect on May 7, 2019, the payment date for the stock dividend. Thus, in accordance
with IFRS 5, Worldline’s results up to April 30, 2019 (instead of May 7, 2019 for practical reasons) have
been reclassified to “Net income from discontinued operation”. The gain resulting from this transaction was
recognized in the consolidated income statement in “Net income from discontinued operation” (see in note
1 – Changes in the scope of consolidation).
Worldline 2018 contributions to the Group income statement and cash flow were restated accordingly.
In addition, Atos has disposed in November 2019 part of its remaining Worldline shares and issued an
exchangeable bond as follows:
• Sale of 14.7 million of Worldline shares through an Accelerated Bookbuilding Offering (ABO);

• Transfer of £ 198 million (€ 230 million) of Worldline shares to Atos UK Pension Scheme in exchange
of no additional funding in cash of this scheme for the next 15 years, and

• Issuance of a 5-year € 500 million bond which will be exchangeable into Worldline shares (Optional
Exchangeable Bond) (OEB).

Income statement
The Group reported a net income from continuing operations (attributable to owners of the parent) of
€ 414 million for 2019, which represented 3.6% of Group revenue. Net income from continuing operations
was impacted by several one-off items such as the Worldline shares transactions in November 2019,
adaptation restructuring plan in Germany, and implementation costs to generate Syntel synergies as
detailed below.
The normalized net income before unusual, abnormal and infrequent items (net of tax) for the period was
€ 834 million, representing 7.2% of 2019 Group revenue.
The net income from discontinued operation is resulting from the distribution of Worldline shares in May
2019 as described above.

Atos | 2019 Financial Report 24


12 months 12 months
ended ended
(In € million) % %
December December
31,2019 31,2018*
Continuing operations
Operating margin 1,190 10.3% 967 9.1%
Other operating income/(expenses) -530 -337
Operating income 660 5.7% 630 5.9%
Net financial income/(expenses) -208 -67
Tax charge -82 -1
Non-controlling interests -3 -4
Share of net profit/(loss) of associates 47 2
Net income from continuing operations – Attributable to owners of the
414 3.6% 560 5.3%
parent
Normalized net income from continuing operations – Attributable to
834 7.2% 803 7.5%
owners of the parent **
Discontinued operation
Net income from discontinued operation – Attributable to owners of the
2,986 70
parent
* Income and expense items relating to Worldline for 2018 have been reclassified to “Net income from discontinued operation”,
in accordance with IFRS 5.
** The normalized net income is defined hereafter

Operating margin
Income and expenses are presented in the Consolidated Income Statement by nature to reflect the
specificities of the Group’s business more accurately. Below the line item presenting revenues, ordinary
operating expenses are broken down into staff expenses and other operating expenses.
These two items together are deducted from revenues to obtain operating margin, one of the main Group
business performance indicators.
Operating margin represents the underlying operational performance of the on-going business and is
analyzed in detail in the operational review.

Other operating income and expenses


Other operating income and expenses relate to income and expenses that are unusual, abnormal and
infrequent and represented a net expense of € 530 million in 2019. The following table presents this amount
by nature:
12 months 12 months
ended ended
(In €millio n)
December December
31,2019 31,2018*
Staff reorganization -100 -76
Rationalization and associated costs -34 -34
Integration and acquisition costs -41 -44
Amortization of intangible assets (PPA from acquisitions) -157 -107
Equity based compensation -73 -36
Other items -125 -40
Total -530 -337
* Income and expense items relating to Worldline for 2018 have been reclassified to “Net income from
discontinued operation”, in accordance with IFRS 5.

The € 100 million staff reorganization expense was mainly the consequence of the adaptation of the
Group workforce in several countries. The increase in 2019 came mostly from the specific plan in Germany.
The € 34 million rationalization and associated costs primarily resulted from the closure of office
premises and data centers consolidation, mainly in North America and France.
Integration and acquisition costs at € 41 million mainly relate to the integration costs of Syntel to
generate synergies while the other costs relate to the migration and standardization of internal IT platforms
from earlier acquisitions.

Atos | 2019 Financial Report 25


The 2019 amortization of intangible assets recognized in the Purchase Price Allocation (PPA) of
€ 157 million was mainly composed of:
• € 67 million of Syntel customer relationships and technologies amortized over 12 years starting
November 1, 2018;

• € 22 million of SIS customer relationships amortized over 12 years starting July 1, 2011;

• € 20 million of Xerox ITO customer relationships amortized over 6 to 12 years starting July 1, 2015;

• € 17 million of Unify customer relationships and technologies amortized over 2 to 10 years starting
February 1, 2016;

• € 16 million of Bull customer relationships and patents amortized over respectively 9 years and 7 to 10
years starting September 1, 2014.
In 2019, the amount of amortization of intangible assets increased from € 107 million to € 157 million,
mainly due to the amortization in a full year basis of the Syntel Purchase Price Allocation (€ 67 million in
2019 to be compared with € 11 million over 2 months in 2018).
The equity-based compensation expense amounted to € 73 million compared to € 36 million in 2018
which reflected the lower performance and the decrease in the number of shares granted in 2018.
In 2019, other items increased significantly from € 40 million to € 125 million including exceptional
expenses:
• At the time of the distribution of Worldline shares in May, the remaining Worldline shares were valued
at the opening price on May 7, 2019 for € 54.7. Since that date, the Worldline participation was
accounted for under equity method. The transactions made in November were at € 53.0 per share
leading to a loss in the Group consolidated accounts as follows:
o Accelerated Book building Offering of Worldline shares (ABO). The Accelerated Book
building Offering of Worldline shares on the market led to a net loss on disposal of € 46 million,
net of costs, in the consolidated income statement. The transaction generated a net gain in the
statutory accounts of Atos SE;
o Transfer of £ 198 million (€ 230 million) of Worldline shares to Atos UK Pension
Scheme. Atos has decided to fund its UK Pensions schemes with Worldline shares. This non-
cash transaction will prevent Atos from any additional funding in cash for the next 15 years.
This transaction led to a net loss on disposal of shares of € 7 million, in the consolidated income
statement. The transaction generated a net gain in the statutory accounts of Atos SE.

• Settlement signed over H2 2019 with a large German customer led to the recognition of a one-time
charge of € 23 million.

Net financial expense


Net financial expense amounted to € 208 million for the period (compared to € 67 million prior year) and
was composed of a net cost of financial debt of € 64 million and non-operational financial costs of € 144
million.
Net cost of financial debt was € 64 million (compared to € 30 million in 2018) and resulted from the
following elements:
• the average gross borrowing of € 5,413 million compared to € 3,330 million in 2018 bearing an average
expense rate of 1.55% compared to 1.25% last year. The average gross borrowing expenses were
mainly explained by:
o the used portion of the syndicated loan combined with the Negotiable European Commercial
Papers (NEU CP) and the Negotiable European Medium-Term Note program (NEU MTN) for an
average of € 1,478 million (compared to an average of € 1,239 million in 2018) bearing an
effective interest rate of 0.21%, benefiting from the attractive remuneration applied to the NEU
CP;
o a € 600 million bond issued in July 2015 bearing a coupon rate of 2.375%;
o a € 300 million bond issued in October 2016 bearing a coupon rate of 1.444%;
o a € 700 million bond issued in November 2018 bearing a coupon rate of 0.750%;
o a € 750 million bond issued in November 2018 bearing a coupon rate of 1.750%;
o a € 350 million bond issued in November 2018 bearing a coupon rate of 2.500%;

Atos | 2019 Financial Report 26


o a $ 1,900 million 3 and 5-year term loan signed in October 2018 drawn in USD and EUR at
variable rate, fully repaid on November 2019 bearing an average effective interest rate of
2.59%; Outstanding balances before repayment was $ 1,045 million and € 513 million;
o other sources of financing, including securitization, for an average of € 50 million, bearing an
effective interest rate of 3.12%.

• the average gross cash varied from € 1,313 million in 2018 to € 1,441 million in 2019 bearing an
average income rate of 1.58% compared to 0.80% in 2018.
Non-operational financial costs amounted to € 144 million compared to € 36 million in 2018 and were
mainly composed of:
• variance for € 54 million related to the OEB derivative at fair value driven by the Worldline share price
evolution between the issuance in November and December 31, 2019 (as per IFRS 9) while the
underlying Worldline shares were accounted for under equity method (as per IAS 28);

• pension related interest (broadly stable compared to € 27 million expense in 2018). The pension
financial cost represented the difference between interest costs on pension obligations and interest
income on plan assets;

• lease liability interest of € 27 million following IFRS 16;

• net foreign exchange loss (including hedges) of € 4 million versus a net foreign exchange gain (including
hedges) of € 4 million in 2018.

Corporate tax
The tax charge for 2019 was € 82 million with a profit before tax from continuing operations of € 452
million. The Effective Tax Rate (ETR) was 18.2% compared to 16.2% in 2018 (excluding the recognition of
deferred tax assets inherited from Bull acquisition (€ 90 million)). This increase related mostly to the
integration in the Group scope of Syntel, which has a higher ETR than average. This effect was similar to
the effect that Worldline used to have on Group ETR when it was consolidated as part of the continuing
operations. Therefore, the Group ETR remained stable compared to the situation before Worldline
deconsolidation and Syntel acquisition.

Non-controlling interests

Due to the loss of control of Worldline, non-controlling interests are not significant for the Group anymore
amounting € 3 million in continuing operations compared to € 4 million last year.

Share of net profit/(loss) of associates

Associates accounted for under equity method amounted to € 47 million in 2019 coming mainly from the
contribution of Worldline since May 1, 2019.

Atos | 2019 Financial Report 27


Normalized net income

The normalized net income attributable to owners of the parent is defined as net income attributable to
owners of the parent excluding unusual, abnormal, and infrequent items (attributable to owners of the
parent) net of tax based on effective tax rate by country. In 2019, the normalized net income attributable
to owners of the parent was € 834 million, representing 7.2% of Group revenue for the period.

12 months ended 12 months ended


(in € million) December December
31,2019 31,2018 *

414 560
Net income from continuing operations - Attributable to owners of the parent
Other operating income and expenses net of tax from continuing operations -380 -243
Change loss on derivative instrument net of tax -40 -
Normalized net income from continuing operations - Attributable to owners of
834 803
the parent
* Income and expense items relating to Worldline for 2018 have been reclassified to “Net income from discontinued operation”,
in accordance with IFRS 5.

Earnings per share

12 months 12 months
ended % ended %
(In €millio n and shares)
December 31, Margin December 31, Margin
2019 2018*
Continuing operations
Net income from continuing operations – Attributable
414 3.6% 560 5.3%
to owners of the parent [a]
Impact of dilutive instruments - -
Net income from continuing operations restated of
dilutive instruments - Attributable to owners of the 414 3.6% 560 5.3%
parent [b]
Normalized net income from continuing operations –
834 7.2% 803 7.5%
Attributable to owners of the parent [c]
Impact of dilutive instruments - -
Normalized net income from continuing operations
restated of dilutive instruments - Attributable to 834 7.2% 803 7.5%
owners of the parent [d]
Average number of shares [e] 107,669,930 106,012,480
Impact of dilutive instruments 4,659 15,254
Diluted average number of shares [f] 107,674,589 106,027,734
(In €)
Basic EPS from continuing operations [a] / [e] 3.84 5.28
Diluted EPS from continuing operations [b] / [f] 3.84 5.28
Normalized basic EPS from continuing operations
7.74 7.57
[c] / [e]
Normalized diluted EPS from continuing operations
[d] / [f] 7.74 7.57

Discontinued operation
Net income from discontinued operation –
2,986 25.8% 70 0.7%
Attributable to owners of the parent [a]
Impact of dilutive instruments - -
Net income from discontinued operation restated of
dilutive instruments - Attributable to owners of the 2,986 25.8% 70 0.7%
parent [b]
Average number of shares [e] 107,669,930 106,012,480
Impact of dilutive instruments 4,659 15,254
Diluted average number of shares [f] 107,674,589 106,027,734
(In €)
Basic EPS from discontinued operation [a] / [e] 27.74 0.67
Diluted EPS from discontinued operation [b] / [f] 27.73 0.67

* Income and expense items relating to Worldline for 2018 have been reclassified to “Net income from discontinued
operation”, in accordance with IFRS 5.

Potential dilutive instruments comprised vested stock options (equivalent to 4,659 options).

Atos | 2019 Financial Report 28


Cash Flow
Free cash flow representing the change in net cash or net debt, excluding net acquisitions/disposals,
equity changes, and dividends paid to shareholders, reached € 642 million (includes € 37 million of one-
off items related to the OEB) versus € 451 million achieved in 2018.
12 months 12 months
ended ended
(in €millio n)
December 31, December 31,
2019 2018*

Operating Margin before Depreciation and Amortization (OMDA) 1,802 1,210

C apital expenditures -324 -371


Lease payments -345 -
C hange in working capital requirement -130 -95
Cash from operation (CFO) 1,004 744
Tax paid -99 -80
Net cost of financial debt paid -64 -30
Reorganization in other operating income -92 -84
Rationalization & associated costs in other operating income -40 -22
Integration and acquisition costs -40 -40
Other changes** -25 -37
Free Cash Flow (FCF) 642 451
Net (acquisitions) / disposals 625 -3,138
C apital increase / (decrease) 18 13
Share buy-back -113 -57
Dividends paid -58 -72
Change in net cash/(debt) 1,114 -2,803
Opening net cash/(debt) -2,872 307
Net debt from (used in) discontinued operation 35 -309
Opening net cash/(debt) restated -2,837 -2
C hange in net cash/(debt) 1,115 -2,803
Foreign exchange rate fluctuation on net cash/(debt) -14 -32
Closing net cash/(debt) -1,736 -2,837
* Net debt from items relating to Worldline for 2018 have been reclassified to “Net debt from (used in)
discontinued operation”, in accordance with IFRS 5.
** "Other changes" include other operating income with cash impact (excluding reorganization, rationalization
and associated costs, integration and acquisition costs) and other financial items with cash impact, net long
term financial investments excluding acquisitions and disposals, and profit sharing amounts payable transferred
to debt.

Cash from Operations (CFO) amounted to € 1,004 million, up significantly from the prior year. This
resulted from the change of the thee following components:
• OMDA net of lease (€ +248 million);

• Capital expenditures (€ +47million);

• Change in working capital requirement (€ -35 million).

Atos | 2019 Financial Report 29


OMDA of € 1,802 million represented 15.5% of revenue, compared to 11.4% of restated revenue of last
year:
12 months 12 months
ended ended
(in €millio n)
December 31, December 31,
2019 2018*

Operating margin 1,190 967


+ Depreciation of fixed assets 334 336
+ Depreciation of right of use 336 -
+ Net book value of assets sold/written off 24 30
+/- Net charge/(release) of pension provisions -60 -73
+/- Net charge/(release) of provisions -23 -51
OMDA 1,802 1,210
* OMDA items relating to Worldline for 2018 have been reclassified to “Net income from discontinued
operation”, in accordance with IFRS 5.

Capital expenditures amounted to € 324 million or 2.8% of the revenue compared to 3.5% of the revenue
2018, reflecting the evolving business mix of the Group with a significant increase of the B&PS part as a
result of Syntel integration, and the increasing of use of cloud compared to classic infrastructure.
The change in working capital requirement increased by € -35 million. The DSO ratio reached 47 days
compared to 46 days at the end of December 2018 excluding Worldline. The level of trade receivables sold
with no recourse to banks with transfer of risks as defined by IFRS 9 remain at the same level than the
end of December 31, 2018.
Cash out related to tax paid reached € 99 million, up from the prior year, mainly due to Syntel scope.
The cost of net debt increased by € 34 million (reaching € 64 million compared to € 30 million in 2018)
mainly explained by the financing structure due to Syntel acquisition. This impact was partially reduced
thanks to the average rate of 1.58% on the average gross cash compared to 0.80% in 2018.
Reorganization, rationalization and associated costs, and integration and acquisition costs
reached € 173 million compared to € 146 million in 2018. The Group objective for the full year was reached
at 1% of revenue plus Syntel costs synergies implementation and German transformation plan.
Other changes amounted to € -25 million, compared to € -37 million in 2018. The 2019 figures included
positive one-off items of € 37 million related to the issuance of OEB (derivative instrument net of fees).
The increase without the positive on-off mainly came from pension and early retirement programs in France
and in Germany, break-up fees related to supplier contract terminations as already mentioned in H1, global
transformation programs and foreign exchange impacts.
As a result, the Group Free Cash Flow (FCF) generated during the year 2019 was € 642 million, included
€ 37 million of one-off items related to the issuance of OEB.
The net cash impact resulting from net (acquisitions)/disposals amounted to € 625 million and
originated from mainly the Accelerated Bookbuilding Offering of Worldline shares on the market for € 780
million, reduced by costs of disposal and tax, as well as the costs to distribute and other costs related to
the May 2019 distribution. Acquisitions are mainly related to IDnomic and X-Perion.
Capital increase totaled € 18 million in 2019 compared to € 13 million in 2018. This is mainly explained
by the Group shareholding program SHARE 2018 for employees which occurred only in the first half of
2019.
Share buy-back reached € 113 million during 2019 compared to € 57 million in 2018. These share buy-
back programs are related to managers performance shares delivery and aim at avoiding dilution effect for
the shareholders. The increase is due to the fact that Atos had to acquire shares for two plans instead of
usually one plan (Free share plan 2016 with 3-year vesting and Free share plan 2015 with 4.5-year vesting)
The Group distributed a dividend mostly related to dividend paid to owners of the parent which amounted
to € 55 million (€ 1.70 per share) compared to € 68 million in the first half of 2018 (€ 1.70 per share).
Foreign exchange rate fluctuation determined on debt or cash exposure by country represented a
decrease in net cash of €-14 million, mainly coming from the exchange rate of British Pound against Euro.
As a result, the Group net debt position was € 1,736 million at the end of December 2019, compared to
a restated net debt position of € 2,837 million at the end of December 2018.

Atos | 2019 Financial Report 30


Financing policy
Atos has implemented a strict financing policy which is reviewed by the Group Audit Committee, with the
objective to secure and optimize the Group’s liquidity management. Each decision regarding external
financing is approved by the Board of Directors. Under this policy, all Group treasury activities, including
cash management, short-term investments, hedging and foreign exchange transactions, as well as financial
position financing through lease contracts, are centrally managed through the Group Treasury department.
Following a cautious short-term financial policy, the Group did not make any short-term cash investment
in risky assets.

Financing structure

Atos’ policy is to fully cover its expected liquidity requirements by long-term committed loans or other
appropriate long-term financial instruments. Terms and conditions of these loans include maturity and
covenants leaving sufficient flexibility for the Group to finance its operations and expected developments.
On November 14, 2019 Atos has fully repaid the term loans in USD and EUR drew on October 9, 2018 to
fund the Syntel acquisition. The outstanding amounts were $ 1,045 million and € 513 million.
On October 30, 2019 Atos has announced the disposal of Worldline share capital (€ 780 million through a
private placement by way of Accelerated Book building Offering (ABO)) and the issuance of € 500 million
zero coupon bonds exchangeable into Worldline shares with a maturity of 5 years and an exchange premium
of 35%. Total gross proceeds for Atos was € 1,280 million for the combined transactions.
On November 5, 2018, Atos announced the successful placement of its € 1.8 billion bond issue. The € 1.8
billion triple tranche bond issue consists of three tranches:

• € 700 million notes with a 3.5-year maturity and 0.75 % coupon

• € 750 million notes with a 6.5-year maturity and 1.75 % coupon

• € 350 million notes with a 10-year maturity and 2.50 % coupon


There are no financial covenants. The rating agency Standard and Poor’s has assigned a rating of BBB+ to
the three tranches, subsequently to the rating of Atos described here below.
On October 22, 2018, the rating agency Standard and Poor’s has assigned a rating of BBB+ to Atos
recognizing the strong investment grade profile of the Group.
On October 11, 2018, Atos signed with a number of major financial institutions a five-year € 2.4 billion
revolving credit facility (the Facility) maturing in November 2023 with an option for Atos to request the
extension until November 2025 in two times. Atos has exercised the option on 2019 to extend the maturity
of the Facility until November 2024. Atos still keeps the option to extend the maturity of the Facility for
another one year. The Facility is available for general corporate purposes and replaces the existing € 1.8
billion facility signed in November 2014. The Facility includes one financial covenant which is the leverage
ratio (net debt divided by Operating Margin before Depreciation and Amortization) which may not be greater
than 2.5 times.
On October 9, 2018, Atos drew a bridge loan of $ 1.9 billion for the acquisition of Syntel. The bridge loan
was fully reimbursed on November 9, 2018.
On October 9, 2018, Atos drew a term loan of $ 1.9 billion for the acquisition of Syntel. The term loan was
composed of a 3-year $ 1.1 billion loan and a 5-year $ 0.8 billion loan. The term loan issuance by currency
was $ 0.6 billion equivalent euros and $ 1.3 billion in USD. On December 14, 2018, Atos reimbursed $ 200
million out of the loan drawn in USD.
The $ 1.9 billion term loan includes one financial covenant which is the leverage ratio (net debt divided by
Operating Margin before Depreciation and Amortization) which may not be greater than 2.5 times.
On May 4, 2018 Atos implemented a Negotiable European Medium-Term Note program (NEU MTN) in order
to optimize financial expenses and improve Group liquidity management, for an initial maximum amount
of € 600 million.
On June 2, 2017, Atos implemented a Negotiable European Commercial Paper program (NEU CP) in order
to optimize financial expenses and improve Group liquidity management, for an initial maximum amount
of € 900 million raised to € 1.8 billion in October 2018. On December 10, 2019 the maximum amount of €
1.8 billion was increased to € 2.4 billion.
On September 29, 2016, Atos issued a Euro private placement bond of € 300 million with a seven-year
maturity and with a 1.444% fixed interest rate (unrated). There are no financial covenants.

Atos | 2019 Financial Report 31


On July 2, 2015 Atos issued a bond of € 600 million with a five-year maturity. The coupon rate is 2.375%
(unrated). There are no financial covenants.
Atos securitization program of trade receivables has been renewed for 5 years on May 29, 2018 with a
maximum amount of receivables sold of € 500 million and a maximum amount of financing reduced from
€ 200 million to € 100 million. The program has been restricted to two French participant entities.
The program is still structured with two compartments, called ON and OFF:
• compartment “ON” is similar to the previous program (i.e. the receivables are maintained in the Group
statement of financial position) which remains by default the compartment in which the receivables are
sold. This compartment was used at its lowest level;

• compartment “OFF” is designed so the credit risk (insolvency and overdue) of the debtors eligible to
this compartment of the program is fully transferred to the purchasing entity of a third-party financial
institution.
As of December 31, 2019, the Group has sold:
• in the compartment “ON” € 108 million receivables for which € 10 million were received in cash. The
sale is with recourse, thus re-consolidated in the statement of financial position;

• in the compartment “OFF” € 37 million receivables which qualify for de-recognition as substantially all
risks and rewards associated with the receivables were transferred.
The Atos securitization program includes one financial covenant which is the leverage ratio (net debt divided
by Operating Margin before Depreciation and Amortization) which may not be greater than 2.5.

Bank covenants
The Group was well within its borrowing covenant (leverage ratio) applicable to the multi-currency revolving
credit facility and the securitization program, with a leverage ratio (net debt divided by OMDA) of 1.19 at
the end of December 2019.
According to the credit documentation of the multi-currency revolving credit facility and the securitization
program, the leverage ratio is calculated excluding IFRS 16 impacts, at the end of December 31, 2019.
The leverage ratio must not be greater than 2.5 times under the terms of the multi-currency revolving
credit facility and the securitization program.

Investment policy
Atos has a policy to lease its office space and data processing centers. Some fixed assets such as IT
equipment and company cars may be financed through leases. The Group Treasury department evaluates
and approves the type of financing for each new investment.

Hedging policy
Atos’ objective is also to protect the Group against fluctuations in interest rates by swapping to fixed rate
a portion of the existing floating-rate financial debt. Authorized derivative instruments used to hedge the
debt are swap contracts, entered into with leading financial institutions and centrally managed by the Group
Treasury department. The Group has entered into interest rate swaps in 2018.

Atos | 2019 Financial Report 32


Consolidated financial statements

Consolidated income statement

12 months 12 months
ended ended
(in €millio n) Notes
December December
31, 2019 31, 2018*
Revenue Note 3.1 11,588 10,648
Personnel expenses Note 4.1 -5,277 -4,862
Operating expenses Note 4.2 -5,121 -4,819
Operating margin 1,190 967
% of revenue 10.3% 9.1%
Other operating income and expenses Note 5 -530 -337
Operating income 660 630
% of revenue 5.7% 5.9%
Net cost of financial debt -64 -30
Other financial expenses -162 -75
Other financial income 18 38
Net financial income Note 6.1 -208 -67
Net income before tax 452 564
Tax charge Note 7 -82 -1
Share of net profit/(loss) of associates Note 10 47 2

Continuing operations
Net income from continuing operations 417 564
Of which:
- attributable to owners of the parent 414 560
- non-controlling interests 3 4

Discontinued operation
Net income from discontinued operation 3,075 139
Of which:
- attributable to owners of the parent 2,986 70
- non-controlling interests 89 69

Total Group
Net income of consolidated companies 3,491 703
Of which:
- attributable to owners of the parent 3,399 630
- non-controlling interests 92 73
* Income and expense items relating to Worldline for 2018 have been reclassified to “Net income from
discontinued operation”, in accordance with IFRS 5.

Atos | 2019 Financial Report 33


12 months 12 months
ended ended
(In €millio n and shares) Notes
December December
31, 2019 31, 2018*
Net income from continuing operations - Attributable to
Note 14 414 560
owners of the parent
Weighted average number of shares 107,669,930 106,012,480
Basic earnings per share from continuing operations 3.84 5.28
Diluted weighted average number of shares 107,674,589 106,027,734
Diluted earnings per share from continuing operations 3.84 5.28

Net income from discontinued operation - Attributable to


Note 14 2,986 70
owners of the parent
Weighted average number of shares 107,669,930 106,012,480
Basic earnings per share from discontinued operation 27.74 0.67
Diluted weighted average number of shares 107,674,589 106,027,734
Diluted earnings per share from discontinued operation 27.73 0.67

Net income of consolidated companies - Attributable to


Note 14 3,399 630
owners of the parent
Weighted average number of shares 107,669,930 106,012,480
Basic earnings per share of consolidated companies 31.56 5.95
Diluted weighted average number of shares 107,674,589 106,027,734
Diluted earnings per share of consolidated companies 31.56 5.95
* Income and expense items relating to Worldline for 2018 have been reclassified to “Net income from
discontinued operation”, in accordance with IFRS 5.

Consolidated statement of comprehensive income

12 months 12 months
ended ended
(in €millio n)
December December
31, 2019 31, 2018

Net income of consolidated companies 3,491 703


Other comprehensive income
- to be reclassified subsequently to profit or loss (recyclable): 132 -4
C ash flow hedging -3 4
Exchange differences on translation of foreign operations 134 -12
Deferred tax on items recyclable recognized directly on equity 1 4
- not reclassified to profit or loss (non-recyclable): -98 -28
Actuarial gains and losses generated in the period on defined benefit plan -134 -39
Deferred tax on items non-recyclable recognized directly in equity 37 11
Total other comprehensive income 34 -32
Total comprehensive income for the period 3,525 671
Of which:
- attributable to owners of the parent 3,433 609
- non-controlling interests 92 62

Atos | 2019 Financial Report 34


Consolidated statement of financial position

December December
(in € million) Notes
31, 2019 31, 2018

ASSETS
Goodwill Note 8.1 6,037 8,863
Intangible assets Note 8.2 1,675 2,813
Tangible assets Note 8.3 552 725
Right-of-use Note 9 1,084 -
Investments in associates accounted for under the equity method Note 10 1,727 7
Non-current financial assets Note 6.3 351 321
Deferred tax assets Note 7.4 325 459
Total non-current assets 11,751 13,188
Trade accounts and notes receivable Note 3.2 2,858 2,965
Current taxes 53 74
Other current assets Note 4.4 1,568 2,791
Current financial instruments Note 13 7 12
Cash and cash equivalents Note 6.2 2,413 2,546
Total current assets 6,898 8,388
TOTAL ASSETS 18,649 21,576

December December
(in € million) Notes
31, 2019 31, 2018

LIABILITIES AND SHAREHOLDERS’ EQUITY


Common stock 109 107
Additional paid-in capital 1,441 2,862
Consolidated retained earnings 2,278 2,760
Translation adjustments -152 -285
Net income of consolidated companies attributable to the owners of the
Note 14.1 3,399 630
parent
Equity attributable to the owners of the parent Note 14.2 7,075 6,074
Non-controlling interests Note 14.3 12 2,027
Total shareholders’ equity 7,087 8,101
Provisions for pensions and similar benefits Note 11 1,252 1,385
Non-current provisions Note 12 69 101
Borrowings Note 6.4 2,651 4,381
Derivative liabilities Note 6.4 107 -
Deferred tax liabilities Note 7.4 238 421
Non-current financial instruments Note 13 2 -
Non current lease liabilities Note 9 927 -
Other non-current liabilities 3 5
Total non-current liabilities 5,249 6,295
Trade accounts and notes payables Note 4.3 2,278 2,462
Current taxes 182 132
Current provisions Note 12 119 146
Current financial instruments Note 13 1 2
Current portion of borrowings Note 6.4 1,498 1,037
Current lease liabilities Note 9 346 -
Other current liabilities Note 4.5 1,888 3,400
Total current liabilities 6,313 7,180
TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY 18,649 21,576

Atos | 2019 Financial Report 35


Consolidated cash flow statement

Atos | 2019 Financial Report 36


Consolidated statement of changes in shareholders’ equity
Number of Items
Consolidated Total
(in € million) shares at Common Additional Translation recognized Non controlling
retained Net income Total shareholders'
period-end Stock paid-in capital adjustments directly in interests
earnings equity
(thousands) equity
At December 31, 2017 restated 105,444 105 2,740 1,490 -282 8 601 4,662 564 5,226
▪ Common stock issued 1,442 2 122 123 5 128
▪ Appropriation of prior period net income - - - 601 - - -601 - - -
▪ Dividends paid -179 -179 -11 -190
▪ Equity-based compensation 53 53 4 57
▪ Changes in treasury stock -84 -84 -13 -97
▪ Dilution impact 891 891 1,417 2,308
▪ Acquisition of Non controlling interest without a change
1 1 -1 -
in control
▪ Other -2 - 2 0 -2
Transactions with owners 1,442 2 122 1,281 - - -601 803 1,400 2,204
▪ Net income 630 630 73 703
▪ Other comprehensive income -22 -3 3 -22 -11 -32
Total comprehensive income for the period -22 -3 3 630 609 62 671
At December 31, 2018 106,886 107 2,862 2,748 -285 11 630 6,074 2,027 8,101

▪ Adjustment on initial application of IFRS 16, net of tax - - - - - - - - - -

At December 31, 2018, adjusted 106,886 107 2,862 2,748 -285 11 630 6,074 2,027 8,101
▪ Common stock issued 2,329 2 140 142 142
▪ Appropriation of prior period net income 630 -630 -0 -0
▪ Dividends paid -182 -182 -3 -185
▪ Distribution in kind of Worldline shares -1,561 -783 -2,344 -2,344
▪ Equity-based compensation 67 67 67
▪ Changes in treasury stock -113 -113 -113
▪ Non controlling interests Worldline - -2,107 -2,107
▪ Other -1 -1 3 2
Transactions with owners 2,329 2 -1,421 -381 -1 - -630 -2,431 -2,107 -4,538
▪ Net income of consolidated companies 3,399 3,399 92 3,491
▪ Other comprehensive income -98 134 -2 34 34
Total comprehensive income for the period -98 134 -2 3,399 3,433 92 3,525
At December 31, 2019 109,215 109 1,441 2,269 -152 9 3,399 7,075 12 7,087

Atos | 2019 Financial Report 37


Notes to the consolidated financial statements

General information

Atos SE, the Group’s parent company, is a société européenne (public limited company) incorporated under
French law, whose registered office is located at 80, Quai Voltaire, 95870 Bezons, France. It is registered with
the Registry of Commerce and Companies of Pontoise under the reference 323623603. Atos SE shares are
traded on the NYSE Euronext Paris market under ISIN code FR0000051732. The shares are not listed on any
other stock exchange. The Company is administrated by a Board of Directors.
The consolidated financial statements of the Group for the twelve months ended December 31, 2019 comprise
the Group and its subsidiaries (together referred to as the “Group”) and the Group’s interests in associates
and jointly controlled entities.
These consolidated financial statements were approved by the Board of Directors on February 18, 2020. The
consolidated financial statements will be submitted to the approval of the General Meeting of Shareholders
scheduled to take place on May 14, 2020.

Basis of preparation and significant accounting policies

Basis of preparation
Pursuant to European Regulation No. 1606/2002 of July 19, 2002, the consolidated financial statements for
the twelve months ended December 31, 2019 have been prepared in accordance with the applicable
international accounting standards, as endorsed by the European Union as at December 31, 2019. The
international standards comprise the International Financial Reporting Standards (IFRS) as issued by the
International Accounting Standards Board (IASB), the International Accounting Standards (IAS), the
interpretations of the Standing Interpretations Committee (SIC) and the International Financial Reporting
Interpretations Committee (IFRIC). Accounting policies applied by the Group comply with those standards and
interpretations.
As of December 31, 2019, the accounting standards and interpretations endorsed by the European Union are
similar to the compulsory standards and interpretations published by the International Accounting Standards
Board (IASB). Consequently, the Group’s consolidated financial statements are prepared in accordance with
the IFRS standards and interpretations, as published by the IASB.
Except for the impacts of IFRS 16 first time application separately disclosed, the other new standards,
interpretations or amendments whose application was mandatory for the Group effective for the fiscal year
beginning January 1, 2019 had no material impact on the consolidated financial statements:
• IFRIC 23 – Uncertainty over Income Tax Treatments.

• Amendments to IFRS 9 - Prepayment Features with Negative Compensation.

• Amendments to IAS 28 – Long Term Interests in Associates and Joint Ventures.

• Amendments to IAS 19 – Plan Amendment – Curtailment and Settlement.

• Annual Improvements to IFRS Standards 2015–2017 Cycle – various standards.

Other standards
The Group does not apply IFRS standards and interpretations that have not been yet approved by the European
Union at the closing date. New standards are effective for annual periods beginning after January 1, 2020 and
an earlier application is permitted. The Group has not early applied those amended standards in preparing
these consolidated statements. The Group does not anticipate any significant impact from the implementation
of those new standards:
• Amendments to IFRS 3 – Definition of a business.

• Amendments to IAS 1 and IAS 8 - Definition of Material.

• Amendments to References to Conceptual Framework in IFRS Standards.

• IFRS 17 - Insurance Contracts.

Atos | 2019 Financial Report 38


The Group will continue to apply the amendments to IFRS 9/IAS 39, both in terms of timing and the amounts
of the underlying cash flows to which it is exposed, until there is more clarity relating to the reform to
benchmark interest rates (“IBOR reform”). The Group believes that the situation will be unclear for as long as
(i) the existing contracts that refer to these rates are not amended to specify the date on which the benchmark
rate will be replaced, and (ii) the impacts related to the use of the new benchmark interest rate and ensuing
adjustments to lending margins have not been determined. How the situation evolves will partly depend on
the replacement clauses that will need to be added to the contracts concerned and negotiations with lenders
and bondholders.

Changes in accounting policies – IFRS 16, Leases, first application


IFRS 16, Leases, introduces a single on-balance sheet lease accounting model for lessees requiring them to
recognize a right-of-use asset representing its right to use the underlying asset and a lease liability
representing its obligation to make future lease payments.
IFRS 16, Leases, replaces existing IAS 17, Leases, IFRIC 4, Determining whether an Arrangement contains a
Lease, SIC 15, Operating Leases-Incentives and SIC-27, Evaluating the Substance of Transactions Involving
the Legal Form of a Lease.
The Group applied IFRS 16 as of January 1, 2019 using the modified retrospective approach under which the
comparative period is not restated. Instead, the cumulative impact of the application of the new standard is
recognized in retained earnings at the transition date. Impact on equity is nil as of January 1, 2019.

Atos as a lessee
At transition date, the Group applied the practical expedient to grandfather the definition of a lease. This
means that as at January 1, 2019, the Group applied IFRS 16 to all alive contracts entered before this date
and identified as leases in accordance with IAS 17 and IFRIC 4. For contracts entered into after January 1,
2019, the Group assesses whether a contract is or contains a lease based on the new definition of a lease.
Under IFRS 16, a contract is, or contains, a lease if the contract conveys a right to control the use of an
identified asset for a period in exchange for consideration.
The Group also applies exemptions allowed by IFRS 16.5 to not recognize short term leases (less than 12
months) and leases for which the underlying asset is of a low value. Payments under such contracts are
registered in the income statement, on a straight-line basis, over the term of the contract. Future commitments
to pay rents are presented as off-balance-sheet commitments.
The lease liability is initially measured at the present value of the lease payments that are not paid at the
commencement date, discounted using a Group’s incremental borrowing rate. Those rates have been
determined for all currencies of the Group by geographies and by maturity. The incremental borrowing rates
are calculated by taking for each currency a reference market index quotation and adding up a spread
corresponding to the cost of financing that would be applied by a lender to any subsidiary of Atos Group.
The lease liability is subsequently increased by the interest cost on the lease liability and decreased by lease
payments made. It is remeasured when there is a change in the future lease payments arising from a change
in an index or rate, a change in estimate of the amount expected to be payable under a residual value
guarantee, or changes in the assessment of whether an extension option is reasonably certain to be exercised
or a termination option is reasonably certain to be exercised resulting from a decision of the Group.
The Group has applied judgment to determine the lease term for some Real Estate lease contracts in which it
is a lessee and that include renewal or early termination options analyzing whether those sites, mainly offices
and data centers, were strategic or not. In most cases, the Group retained the earliest date when the Group
can go out from its lease commitment without paying or supporting any significant penalty except for French
3/6/9 specific leases where the 9th year has systematically been defined as lease term.
The Group is currently studying latest decisions issued by IFRIC around the definition of the enforceable
contractual period of a lease and does not anticipate any major impact of those decisions.

Atos as a lessor
For leases in which Atos is acting as a lessor, IFRS 16 does not trigger any change on the existing accounting
treatment under previous standards and interpretations. As part of Infrastructure & Data Management and
Big Data & Cybersecurity businesses, the Group may, in some circumstances, provide IT equipments to its
customers through a manufacturer or dealer-lessor model. When those leases qualify as finance leases, the
revenue corresponding to the sale of the asset is recognized and the corresponding asset is presented as a
contract asset. The same accouting treatment used to be applied under IFRIC 4.

Atos | 2019 Financial Report 39


Impacts on financial statements
The Group elected to present the lease liability and the right-of-use the assets on dedicated lines of the
Statement of financial position. Amortization of the right-of-use is part of the operating margin, interest costs
are part of the financial result of the Group. The impact of IFRS 16 implementation on Operating Margin and
Group net result is not material as of December 31, 2019. The Group elected to exclude the lease liabilities
from the Group net debt definition. Therefore, Free Cash Flow as per Group definition remains comparable
with prior years.
The Group elected to account the net deferred taxes resulting from IFRS 16 standard application. At transition
date assets and liabilities resulting from IFRS 16 have the same value, therefore no temporary differences are
recognized.
Excluding Worldline which is presented as held for distribution as of January 1, 2019, IFRS 16 led to the
recognition of an opening lease liability for € 1,202 million. This liability relates mainly to Real Estate, IT
equipment’s and company cars. Reconciliation of operating lease commitments as of December 31, 2018 and
opening lease liability as of January 1, 2019 is as follows:

(In € million)

Operating lease commitment at December 31, 2018 as disclosed in the Group's consolidated 1,559
financial statements
Worldline held for distribution -210
Short-term and low value assets leases (IFRS 16 exceptions) -10
Discounting effect -144
Finance lease liabilities recognised as at December 31, 2018 12
Other impacts -5

Lease liabilities recognised at January 1, 2019 1,202

The impacts of the first application of IFRS 16 on the opening statement of financial position are the following,
excluding Worldline which is presented as held for distribution as of January 1, 2019:
• the accounting of the right-of-use assets for an amount of € 1,206 million, non-current lease liabilities for
€ 877 million and current lease liabilities for € 325 million (those amounts are considered as net of prepaid
leases); the previous amounts include the reclassification of recognized tangible assets and financial debt
related to existing finance leases as of December 31, 2018 for an amount of € 12 million to right-of-use
and lease liability;

• the reclassification of lease incentive benefits from current and non-current liabilities to reduction of the
right-of-use assets for € 23 million; this amount reduces the amount of right-of-use assets indicated
hereabove;

• the reclassification of onerous lease provision from non-current liabilities to reduction of the right-of-use
assets for an amount of € 7 million; this amount reduces the amount of right-of-use assets indicated
hereabove.

Accounting estimates and judgments


The preparation of consolidated financial statements requires management to make judgments, estimates and
assumptions that affect the reported amounts of assets and liabilities, income and expense in the financial
statements and disclosures of contingent assets and liabilities at the closing date. The estimates, assumptions
and judgments that may result in a significant adjustment to the carrying amounts of assets and liabilities are
essentially related to:
• Revenue recognition: Estimates of percentage of completion, potential loss to go (Note 3 – Revenue, trade
receivables, contract assets and contract costs);

• Acquisition of subsidiaries: Fair value of the consideration transferred (including contingent consideration)
and fair value of the assets acquired, and liabilities assumed (Note 1 – Changes in the scope of
consolidation)

• Impairment test of intangible assets and Goodwill: key assumptions underlying recoverable amounts (Note
8 – Goodwill & fixed assets);

• Recognition and measurement of deferred tax assets: availability of future taxable profits against which
deductible temporary differences and tax losses carried forward can be utilized (Note 7 – Income tax)

• Recognition and measurement of provisions and contingencies: key assumptions about the likelihood and
magnitude of outflow of ressources with no counterparty (Note 12 – Provisions)

Atos | 2019 Financial Report 40


• Measurement of Defined Benefit Obligations: Key actuarial assumptions (Note 11 - Pensions plans and
other long-term benefits).

• Lease liabilities and right-of-use: estimates of the enforceable contractual period of a lease and
incremental borrowing rate used (Note 9 – Leases).
Consolidation methods
Subsidiaries are entities controlled directly or indirectly by the Group. Control is defined by the ability to govern
the financial and operating policies generally, but not systematically, combined with a shareholding of more
than 50 percent of the voting rights. The existence and effect of potential voting rights that are currently
exercisable or convertible, the power to appoint the majority of the members of the governing bodies and the
existence of veto rights are considered when assessing whether the Group controls another entity. Subsidiaries
are fully consolidated from the date on which control is transferred to the Group. They are de-consolidated
from the date on which control ceases.
Jointly controlled companies are accounted for under the equity method when they are classified as joint
ventures and consolidated based on the percentage share specific to each statement of financial position and
income statement item when they are classified as joint operations. Associates over which the Group has
significant influence are accounted under equity method.

Financial assets classification and business model


IFRS 9 defines three approaches to classify and measure financial assets based on their initial recognition.
• Amortized cost;

• Fair value though other components of comprehensive income;

• Fair value through income statement.


Financial assets are classified according to these three categories by reference to the business model the
Group uses to manage them, and the contractual cash flows they generate.
Loans, receivables and other debt instruments considered “basic lending arrangements” as defined by IFRS 9
(contractual cash flows that are solely payments of principal and interest) are carried at amortized cost when
they are managed with the purpose of collecting contractual cash flows, or at fair value through other
components of comprehensive income when they are managed with the purpose of collecting contractual cash
flows and selling the asset, while debt instruments that are not “basic lending arrangements” or do not
correspond to these business models are carried at fair value through income statement. Equity instruments
are carried at fair value through income statement or, under an irrevocable option, at fair value through Other
components of comprehensive income.
The business model of the Group is to collect its contractual cash flows for its trade receivables.
Trade receivables can be transferred to third parties (banks) with conditions of the transfers meeting IFRS 9
requirements, meaning transfer of contractual cash flows and transfer of substantially all risks and rewards
are achieved. Those trade receivables are in that case derecognized, further to the analysis of the actual
transfer of risks, the non-materiality of any dilution risk based on experience, and the absence of continuing
involvement.

Presentation rules

Current and non-current assets and liabilities


Assets and liabilities classified as current are expected to be realized, used or settled during the normal cycle
of operations. All other assets and liabilities are classified as non-current. Current assets and liabilities,
excluding the current portion of borrowings, financial receivables and provisions represent the Group’s working
capital requirement.

Assets and liabilities held for sale/distribution and discontinued operations


Assets and liabilities held for sale/distribution or part of discontinued operations are presented on separate
lines in the Group’s consolidated statement of financial position, without restatements for previous periods.
They are measured at the lower of their carrying amount and fair value less costs to sell/distribute. Non-
current assets and liabilities are classified as held for sale if their carrying amount will be recovered principally
through a sale transaction rather than through continuing use. This condition is regarded as met only when
the sale is highly probable, and the assets and liabilities are available for immediate sale in their present
condition at the reporting date.

Atos | 2019 Financial Report 41


When these assets and liabilities represent either a complete business line or a business unit, the profit or loss
from these activities are presented on a separate line of the income statement and is restated in the cash flow
statement and the income statement.

Translation of financial statements denominated in foreign currencies


Statements of Financial Positions of companies based outside the euro zone are translated at closing exchange
rates. Income statement items are translated based on average exchange rates for the period. Statement of
Financial Position and income statement translation adjustments arising from a change in exchange rates are
recognized as a separate component of equity under “Translation adjustments”.
Goodwill and fair value adjustments arising on the acquisition of a foreign entity have been treated as assets
and liabilities of that foreign entity and translated into euro at the closing date.
The Group does not consolidate any entity operating in a hyperinflationary economy except Argentina.
Argentina is a hyperinflationary economy since July 1, 2018. As such, all Profit & Loss items from Argentinian
entities have been restated from inflation in accordance with IAS 29.

Translation of transactions denominated in foreign currencies


Foreign currency transactions are translated into the functional currency using the exchange rate prevailing
at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such
transactions and from the translation at year-end exchange rates of monetary assets and liabilities
denominated in foreign currencies are recognized in the income statement under the heading “Other financial
income and expenses”, except where hedging accounting is applied as explained in the paragraph “Financial
assets – Derivative financial instruments”.

Alternative Performance Measures

Operating margin
Operating margin equals to External Revenues less personnel and operating expenses. It is calculated before
Other Operating Income and Expenses as defined below.

Other Operating Income and Expenses


Other operating income and expenses include:
• The amortization and impairment of intangible assets recognized as part of business combinations such
as customer relationships, technologies and Goodwill;

• When accounting for business combinations, the Group may record provisions in the opening statement
of financial position for a period of 12 months beyond the business combination date. After the 12-month
period, unused provisions arising from changes in circumstances are released through the income
statement under “Other operating income and expenses”;

• The cost of acquiring and integrating newly controlled and consolidated entities, including earn out
expenses;

• The net gain or losses on disposals of consolidated companies or businesses;

• The fair value of shares granted to employees including social contributions;

• The restructuring and rationalization expenses relating to business combinations or qualified as unusual,
infrequent and abnormal. When a restructuring plan qualifies for Other Operating Income and Expenses,
the related real estate rationalization & associated costs regarding premises are presented on the same
line;

• The curtailment effects on restructuring costs and the effects of plan amendments on Defined Benefit
Obligation resulting from triggering events that are not under control of Atos management;

• The net gain or loss on tangible and intangible assets that are not part of Atos core-business such as Real
Estate;

• Other unusual, abnormal and infrequent income or expenses such as major disputes or litigation.

Atos | 2019 Financial Report 42


Normalized net income
The normalized net income is the net income (Group Share – excluding net result attributable to Non-
Controlling Interests) before Other Operating Income and Expenses and changes in derivative liabilities, net
of taxes.

Normalized earnings per share


Normalized earnings per share are calculated by dividing the normalized net income (Group share) by the
weighted-average number of common shares outstanding during the period, excluding treasury shares.

Net debt
The net debt comprises total borrowings (bonds, short term and long-term loans, securitization and other
borrowings), short-term financial assets and liabilities bearing interest with maturity of less than 12 months,
less net cash and cash equivalents. Lease liabilities and derivative liabilities are excluded from the net debt.

Free Cash Flow


The Free Cash Flow represents the change in net cash or net debt, excluding equity changes, share buyback,
dividends paid to shareholders and non-controlling interests, net acquisition or disposal of companies or
businesses.

Financial risk management

The Group’s activities expose it to a variety of financial risks including liquidity risk, interest rate risk, credit
risk and currency risk. Financial risk management is carried out by the Group Treasury department and
involves minimizing potential adverse effects on the Group’s financial performance.

Liquidity risk
Liquidity risk management involves maintaining sufficient cash and marketable securities and the availability
of funding through an adequate amount of committed credit facilities.
Atos’ policy is to cover in full its expected liquidity requirements by long-term committed loans or other
appropriate long-term financial instruments. Terms and conditions of these loans include maturity and
covenants leaving sufficient flexibility for the Group to finance its operations and expected developments.
Credit facilities are subject to financial covenants that are carefully followed by the Group Treasury
department.
An analysis of the maturity of financial liabilities is disclosed in Note 6.4.

Interest rate risk


Interest rate risk arises mainly on borrowings. The management of exposure to interest rate risk encompasses
two types:
• a price risk on fixed-rate financial assets and liabilities. For example, by contracting a fixed-rate liability,
the Group is exposed to potential opportunity losses should interest rates fall. A change in interest rates
would impact the market value of fixed-rate financial assets and liabilities. However, this loss of
opportunity would not impact financial income and expenses as reported in the consolidated income
statement and, as such, future net income of the Group up to maturity of these assets;
• a risk on floating-rate financial assets and liabilities should interest rates increase.
The main objective of managing overall interest rate risk on the Group’s debt is to minimize the cost of debt
and to protect the Group against fluctuations in interest rates by swapping to fixed rate a portion of the
floating-rate financial debt. Authorized derivative instruments used to hedge the debt are swap contracts
entered with leading financial institutions.

Credit risk
The Group has no significant concentrations of credit risk. The client selection process and related credit risk
analysis is fully integrated within the global risk assessment project conducted throughout the life cycle of a
project. Derivative counterparties and cash transactions are limited to high-credit quality financial institutions.

Atos | 2019 Financial Report 43


Currency risk
Atos Group policy promotes natural hedge positions in which costs and revenues are denominated in the same
currency.
Nevertheless, the Group’s financial performance can be influenced by fluctuations in exchange rate considering
a growing portion of the external business involving offshore costs centers based mostly in India and Central
Europe.
The Group has established a policy for managing foreign exchange positions resulting from commercial and
financial transactions denominated in currencies different from the local currency of the relevant entity.
According to this policy, any material exposure must be hedged as soon as it occurs. In order to hedge its
foreign exchange rate exposure, the Group uses a variety of financial instruments, mainly forward contracts
and foreign currency swaps.

Price risk
The Group has no material exposure to the price of equity securities, nor is it exposed to commodity price
risks.

Atos | 2019 Financial Report 44


Notes to the consolidated financial statements

Note 1 – Changes in the scope of consolidation 46


Note 2 – Segment information 49
Note 3 – Revenue, trade receivables, contract assets and contract costs 51
Note 4 – Operating items 55
Note 5 – Other operating income and expenses 57
Note 6 – Financial assets, liabilities and financial result 62
Note 7 – Income tax 69
Note 8 – Goodwill 72
Note 9 – Leases 78
Note 10 – Investments in associates accounted for under the equity method 79
Note 11 – Pension plans and other long-term benefits 80
Note 12 - Provisions 85
Note 13 – Fair value and characteristics of financial instruments 86
Note 14 – Shareholders’ equity 90
Note 15 – Off-balance sheet commitments 92
Note 16 – Related party transactions 93
Note 17 – Main operating entities part of scope of consolidation as of December 31, 2019 95
Note 18 – Subsequent events 101
Note 19 – Auditors’ fees 102

Atos | 2019 Financial Report 45


Note 1 Changes in the scope of consolidation

Business combination and goodwill


A business combination may involve the purchase of another entity, the purchase of all the net assets of
another entity or the purchase of some of the net assets of another entity that together form one or more
businesses.
Major services contracts involving staff and asset transfers that enable the Group to develop or significantly
improve its competitive position within a business or a geographical sector are accounted for as business
combinations when fulfilling the definition of a business under IFRS 3.
Valuation of assets acquired, and liabilities assumed of newly acquired subsidiaries
Business combinations are accounted for according to the acquisition method. The consideration transferred
in exchange for control of the acquired entity is measured at fair value. It is calculated as the sum of the
acquisition-date fair values of the assets transferred by the Group, liabilities incurred by the Group to the
former owners of the acquire and the equity interests issued by the Group in exchange for control of the
acquiree.
Direct transaction costs related to a business combination are charged to the income statement when incurred
and presented as part of the Other Operating Income and Expenses.
Non-controlling interests may, on the acquisition date, be measured either at fair value or based on their stake
in the fair value of the identifiable assets and liabilities of the acquired entity. The choice of measurement
methodology is made on a transaction-by-transaction basis.
All the assets, liabilities and contingent liabilities of the acquired subsidiary are measured at their fair value in
the opening statement of financial position at acquisition date. The opening statement of financial position is
adjusted, when necessary, during the 12 months following the acquisition date.
In step acquisitions, any equity interest held previously by the Group is remeasured at fair value at the
acquisition date (i.e. the date when the Group obtains control) and the resulting gain or loss is recognized in
Other Operating Income and Expenses.
Purchase of non-controlling interests and sale of interests in a controlled subsidiary
Purchase of non-controlling interests and sale transactions of interests in a controlled subsidiary that do not
change the status of control are recorded through shareholders’ equity (including direct acquisition costs).
If control in a subsidiary is lost, any gain or loss is recognized in Other Operating Income and Expenses.
Furthermore, if an investment in the entity is retained by the Group, it is re-measured to its fair value and
any gain or loss is also recognized in Other Operating Income and Expenses.

1.1 Acquisition of Syntel in 2018


Atos acquired 100% of Syntel Inc. which is fully consolidated since November 1, 2018. The purchase price
allocation has been revised in the 12 months following the acquisition. Fair value of assets and liabilities
acquired have been reviewed based on circumstances existing at acquisition date leading to the recognition of
a final Goodwill of € 2,464 million:

Consideration transferred and goodwill

(in € million) Goodwill

Total consideration paid [A] 2,966


USD versus EUR Hedging of the consideration paid [B] -39
Tax effect on USD versus EUR Hedging of the consideration paid [C] 13
Fair value of identifiable net assets [D] 476

Goodwill [A] + [B] + [C] - [D] 2,464

The residual goodwill is attributable to Syntel’ highly skilled workforce and some know-how. It also reflects
the synergies expected to be achieved from integrating Syntel operations into the Group. The goodwill arising
from the acquisition is not tax deductible.

Atos | 2019 Financial Report 46


1.2 Acquisitions in 2019
IDnomic
The Group acquired IDnomic, European leader in digital identity management infrastructure to reinforce its
global leadership in cybersecurity and expands its offering in the field of digital identity management and PKI
(Public Key Infrastructure) solutions. The consideration transferred was € 38 million leading to the recognition
of a preliminary goodwill of € 18 million.

1.3 Distribution in kind of Worldline shares

Discontinued operations up to April 30, 2019


Following the decision made on January 29, 2019 by Atos Board of Directors to submit to Annual General
Meeting the project to distribute 23.5% of Worldline total shares to Atos shareholders and the approval of the
transaction by Atos shareholders at the Annual General Meeting on April 30, 2019, this distribution took effect
on May 7, 2019, the payment date for the stock dividend. Thus, in accordance with IFRS 5, Worldline’s results
up to April 30, 2019 (instead of May 7, 2019 for practical reasons) have been reclassified to “Net income from
discontinued operation”.
The distribution to Atos shareholders was made based on a ratio of 2 Worldline shares for 5 Atos shares held,
in accordance with the terms of the transaction announced by Atos on March 22, 2019 and valued at the
opening price on May 7, 2019 of the Worldline share (€ 54.70).
Under IFRS, the distribution in kind of Worldline shares took place in two steps: (i) the first step is the sale of
the 50.8% of Worldline shares held by Atos, and (ii) the second step is the acquisition of the 27.3% of Worldline
shares retained by Atos.
The net gain resulting from the loss of control of all Worldline shares held by the Group following the
distribution was recognized in the consolidated income statement in “Net income from discontinued operation”.
This gain was presented net of current and deferred taxes and costs to distribute the Worldline shares (after
tax). Cash flows relating to Worldline operations up to April 30, 2019 have been reclassified in the consolidated
statement of cash flows to “Net cash from (used in) discontinued operation”.

Impact on the consolidated income statement


Worldline was not previously classified as held-for-distribution or as a discontinued operation. The comparative
condensed consolidated income statement has been restated to show the discontinued operation separately
from continuing operations.
The flows relating to the services rendered by the continuing operations to Worldline have been eliminated at
the Worldline level. As a result, the external revenue of the Group includes revenues related to such flows.

Atos | 2019 Financial Report 47


Detailed income statement of the discontinued operation
From January 1, From January 1,
(in € million) 2019 to April 30, 2018 to December
2019* 31, 2018

Revenue 705 1,610


Personnel expenses -289 -692
Operating expenses -263 -625
Operating margin 153 293
% of revenue 21.7% 18.2%
Other operating income and expenses -22 -87
Operating income 131 206
% of revenue 18.6% 12.8%
Net financial income 71 -20
Net income before tax 201 -186
Tax charge -48 -45
Net gain (loss) on disposal of discontinued operation 2,931 -
Other costs related to the distribution of Worldline shares -8 -
Net income 3,075 139
Of which:
- attributable to owners of the parent 2,986 70
- non-controlling interests 89 69
* Income and expense items relating to Worldline for 2019 have been reclassified until April 30, 2019 to “Net income from
discontinued operation”, in accordance with IFRS 5. See note 1.

The deconsolidation of Worldline following the distribution in kind generated a net gain of € 2,931 million in
2019. This amount is net of € 29 million of cost to distribute (after tax).

Investment in Associates from May 1, 2019


Following the distribution, Atos held 27.3% of Worldline’s share capital and 35% of voting rights, subject to a
six-month lock-up period. Starting May 1, 2019, the Group has no more control on Worldline, but a significant
influence on Worldline. As such, the Group investment in Worldline was from that date presented as part of
“Investments in associates accounted for under the equity method” in the 2019 consolidated financial
statements. A purchase price allocation has been performed for the part of the business which is still held by
the Group.
The Group share of Worldline net contributive result since May 1, 2019 is presented in the Group 2019
consolidated income statement in “Share of net profit/(loss) of associates”. The new intangible assets
generated by the purchase price allocation exercise are amortized on the same line.

1.4 Disposal of part of Worldline shares in November 2019


After having distributed 23.5% of Worldline shares to its Shareholders on May 7, 2019, Atos has completed in
November 2019:
• the sale of 14.7 million of Worldline shares through an Accelerated Bookbuilding Offering (ABO);

• the issuance of € 500 million bond which will be exchangeable into Worldline shares;

• the transfer of £ 198 million (€ 230 million) of Worldline shares to Atos UK Pension Scheme in exchange
of no additional funding in cash of the scheme for the next 15 years.
After completion of November transactions, Atos voting rights over Worldline amounted to 25.6%. The review
of the governance led to the conclusion that Atos still has significant influence over Worldline. As such, the
Group continued to consolidate Worldline under Equity method.

Atos | 2019 Financial Report 48


Note 2 Segment information

According to IFRS 8, reported operating segments profits are based on internal management reporting
information that is regularly reviewed by the chief operating decision maker, and is reconciled to Group profit
or loss. The chief operating decision maker assesses segments profit or loss using a measure of operating
profit. The chief operating decision maker, who is responsible for allocating resources and assessing
performance of the operating segments, has been identified as the company CEOs who makes strategic
decisions.
The internal management reporting is built on two axes: Global Business Units and Divisions (Infrastructure
& Data Management (IDM), Business & Platform Solutions (B&PS), Big Data & Cybersecurity (BDS). Global
Business Units have been determined by the Group as key indicators by the chief operating decision maker.
As a result, and for IFRS 8 requirements, the Group discloses Global Business Units as operating segments.
A Business Unit is defined as a geographical area or the aggregation of several geographical areas which
contain one or several countries, without taking into consideration the activities exercised within each country.
Each Business Unit is managed by a dedicated member of the Executive Committee.
The measurement policies that the Group uses for segmental reporting under IFRS 8 are the same as those
used in its financial statements. Corporate entities are not presented as an operating segment. Therefore,
their financial statements are used as a reconciling item. Corporate assets which are not directly attributable
to the business activities of any operating segments are not allocated to a segment, which primarily applies
to the Group’s headquarters. Shared assets such as the European mainframe are allocated to the Business
Unit where they are physically located even though they are used by several Business Units.

Operating segments Activities

United Kingdom & Business & Platform Solutions, Infrastructure & Data Management and Big Data
Ireland and Cybersecurity in Ireland and the United Kingdom.

Business & Platform Solutions, Infrastructure & Data Management and Big Data
France
and Security in France and Morocco offshore delivery Center.

Business & Platform Solutions, Infrastructure & Data Management and Big Data
Germany
and Security in Germany.

Business & Platform Solutions, Infrastructure & Data Management and Big Data
North America and Cybersecurity in Canada, Guatemala, Mexico and the United States of
America

Business & Platform Solutions, Infrastructure & Data Management and Big Data
Benelux & The Nordics and Cybersecurity in Belarus, Belgium, Denmark, Estonia, Finland, Lithuania,
Luxembourg, Poland, Russia, Sweden and The Netherlands.

Business & Platform Solutions, Infrastructure & Data Management and Big Data
and Cybersecurity in Algeria, Andorra, Argentina, Australia, Austria, Bosnia and
Herzegovina, Brazil, Bulgaria, Chile, China, Colombia, Croatia, Czech Republic,
Egypt, Gabon, Greece, Hungary, Hong-Kong, India, Israel, Italy, Ivory Coast,
Other Business Units Japan, Lebanon, Malaysia, Madagascar, Mauritius, Morocco, Namibia, New-
Zealand, Philippines, Portugal, Qatar, Romania, Saudi-Arabia, Senegal,
Singapore, Serbia, Slovakia, Slovenia, South-Africa, South Korea, Spain,
Switzerland, Taiwan, Thailand, Tunisia, Turkey, UAE, Uruguay and also Major
Events activities, Global Delivery Centers

Inter-segment transfers or transactions are entered into under the normal commercial terms and conditions
that would also be available to unrelated third parties. The revenues from each external contract amounted
to less than 10% of the Group’s revenue.

Atos | 2019 Financial Report 49


The operating segment information for the periods was the following:

Atos | 2019 Financial Report 50


The assets detailed above by segment are reconciled to total assets as follows:
December 31, December 31,
(in € million)
2019 2018
Total segment assets 15,858 12,364
Total segment assets from Worldline* - 6,133
Tax Assets 378 533
Cash & Cash Equivalents 2,413 2,546
Total Assets 18,649 21,576
* Worldline is no more considered as segment.

The Group revenues from external customers are split into the following divisions:

Note 3 Revenue, trade receivables, contract assets and contract costs

Revenue is recognized if a contract exists between Atos and its customer. A contract exists if collection of
consideration is probable, rights to goods or services and payment terms can be identified, and parties are
committed to their obligations. Revenue from contracts with customers is recognized either against a
contract asset or receivable, before effective payment occurs.
Multiple arrangements services contracts
The Group may enter into multiple-element arrangements, which may include combinations of different
goods or services. Revenue is recognized for each distinct good or service which is separately identifiable
from other items in the arrangement and if the customer can benefit from it.
Contracts delivered by Infrastructure & Data Management and Business & Platform Solutions Divisions
often embed transition and transformation prior to the delivery of recurring services, such as IT support
and maintenance.
When transition or transformation activities represent knowledge transfer to set up the recurring service
and provide no incremental benefit to the customer and cannot be considered as a separate performance
obligation (set up activities), no revenue is recognized in connection with these activities. The costs incurred
during these activities are capitalized as contract costs if they create a resource that will be used in
satisfying future performance obligations related to the contract and if they are recoverable. They are
amortized on a systematic basis over the contractual period. The cash collected for such activities is
considered as advance payment, presented as contract liability, and recognized as revenue over the
recurring service period. When these activities transfer to the customer the control of a distinct good or
service and the customer can benefit from this good or service independently from the recurring services,
they are accounted for separately as separate performance obligations and revenues relating to these
activities are recognized.
When a single contract contains multiple distinct goods or services, the consideration is allocated between
the goods and services based on their stand-alone selling prices. The stand-alone selling prices are
determined based on the list prices including usual discounts granted at which the Group sells the goods
or services separately. Otherwise, the Group estimates stand-alone selling prices using a cost-plus margin
approach.

Atos | 2019 Financial Report 51


Principal versus agent
When the Group resells hardware, software and IT services purchased from third-party suppliers, it
performs an analysis of the nature of its relationship with its customers to determine if it is acting as
principal or as agent in the delivery of the good or service. The Group is a principal if it controls the specified
good or service before it is transferred to the customer. In such case, revenue is recognized on a gross
basis. If the Group is an agent, revenue is recognized on a net basis (net of supplier’s costs), corresponding
to any fee or commission to which the Group is entitled. When the Group is providing a significant service
of integrating and/or designing the specified good or service, it is acting as a principal in the process of
resale. If the specified good or service is distinct from the other services promised to its customer, the
Group is acting as a principal notably if it is primarily responsible for the good or service meeting the
customer specifications or assumes inventory or delivery risks.
At a point in time versus over time recognition
Revenue is recognized when the Group transfers the control of a good or service to the customer, either at
a point in time or over time.
For recurring services, the revenue is recognized over time as the customer simultaneously receives and
consumes the benefit provided by the Group’s performance as the Group performs. If the Group has a right
to invoice a customer at an amount that corresponds directly with its performance to date, the revenue is
recognized at that amount. Otherwise, revenue is recognized based on the costs incurred if the entity’s
efforts are not expensed evenly throughout the period covered by the service.
When the Group builds an asset or provides specific developments, revenue is recognized over time,
generally based on costs incurred.
When the Group’s performance creates or enhances an asset that the customer controls as the asset is
created or enhanced or when the performance does not create an asset with an alternative, use and the
Group has an enforceable right to payment for the performance completed to date by the contract and
local regulations, revenue is recognized over time, generally based on costs incurred.
Otherwise, revenue is recognized at a point in time.
Customer contracts in a form of a lease
Part of certain service arrangements may qualify as a lease under IFRS 16 if they convey a right to use an
asset in return for payments included in the overall contract remuneration. If service arrangements contain
a lease, the Group is considered as manufacturer or dealer-lessor regarding its customers. Where the lease
transfers the risks and rewards of ownership of the assets to its customers (finance lease), the Group
recognizes Revenue representing the selling price of assets held under lease and presents those as contract
assets.
Contract costs - Costs to obtain and fulfill a contract
Incremental costs to acquire a multi-year service contracts are capitalized and amortized over the life of
the contract.
Transition & Transformation costs that do not represent a separate performance obligation of a contract
are capitalized as contract costs if they create a resource that will be used to perform other performance
obligations embedded in the contract, are recoverable. Other costs incurred to obtain or fulfill a contract
are expensed when incurred.
Statement of Financial Position presentation
Contract assets primarily relate to the Group’s rights to consideration for work completed but not yet billed
at the reporting date. Invoiced to be issued are presented as part of contract assets. When the rights to
consideration are unconditional, they are classified as trade receivables.
Contract liabilities relate to upfront payments received from customers in advance of the performance
obligation. Contract costs are presented separately from contract assets. Contract assets and contract
liabilities are netted on a contract by contract basis.

Atos | 2019 Financial Report 52


Revenue recognition and associated costs on long-term contracts
Total projected contract costs are based on various operational assumptions such as forecast volume or
variance in the delivery costs that have a direct influence on the level of revenue and possible forecast
losses on completion that are recognized. A provision for onerous contract is booked if the future costs to
fulfill a contract are higher than its related benefits.
Financing component
When Atos expects the period between the transfer of goods and services and customer payment to be
greater than 12 months, it assesses whether the contract is embedding a financing component granted or
received. When significant, interests generated by this financing component are booked separately from
revenue.

3.1. Disaggregation of revenue from contracts with customers


Most of revenue generated by IDM & B&PS divisions are recognized over time for fixed price contracts and
at a point of time for time & material-based contracts. The Group applies the “cost-to-cost” method to
measure progress to completion for fixed price contracts. Most of the BDS Revenue is recognized at a point
of time when solutions are delivered except for High Performance Computers solutions when Atos is building
a dedicated asset with no alternative use and has right to payment by the contract and local regulation for
costs incurred embedding a reasonable margin.
In the following table, revenue from contracts with customers is disaggregated by markets. Disaggregated
revenue by Global Business Units and Divisions is disclosed in Group’s reportable segments (See Note 2).
Manufacturing, Telcos,
Public & Financial Total
(in €millio n) Retail media &
Health Services Group
&Transport utilities
12 months ended 31 December 2019
External revenue by market 4,139 3,411 2,169 1,869 11,588
% of Group revenue 35.7% 29.4% 18.7% 16.1% 100.0%
12 months ended 31 December 2018 *
External revenue by market 4,009 3,225 1,605 1,809 10,648
% of Group revenue 37.6% 30.3% 15.1% 17.0% 100.0%

* Figures presented are restated from Worldline activities, in accordance with IFRS 5.

3.2. Trade accounts and notes receivables


December 31, December 31,
(In €millio n)
2019 2018
C ontract assets 1,517 1,489
Trade receivables 1,301 1,471
C ontract costs 106 89
Expected credit losses allowances -66 -84
Net asset value 2,858 2,965
C ontract liabilities -680 -776
Net accounts receivable 2,178 2,188
Number of days’ sales outstanding (DSO) 47 43

The average credit period on sale of services is between 30 and 60 days depending on the countries. Main
part of the contract assets should be converted in trade receivables in the 12 coming months except for
contract assets corresponding to the transfer of IT equipment under lease model and the grant of multi-
years right to use licensees. Most of the contract liabilities should be converted in revenue in the coming
months. Excluding Worldline, the DSO ratio moved from 46 days to 47 days at the end of December 2019.

Atos | 2019 Financial Report 53


Transfer of trade receivables
Atos securitization program of trade receivables has been renewed for 5 years on May 29, 2018 with a
maximum amount of receivables sold of € 500 million and a maximum amount of financing reduced from
€ 200 million to € 100 million. The Group sold with recourse trade receivables for € 108 million on which €
10 million has been received in cash. These trade receivables have not been derecognized from the
statement of financial position, because the Group retains substantially all risks and rewards. The amount
received on transfer has been recognized as a secured bank loan. The arrangement with the bank is such
that the customer remit cash directly to the Group and the Group transfers the collected amount to the
bank.
DSO has been positively impacted by the sale of receivables on large customer contracts by 24 days, stable
compared to December 2018. As of December 31, 2019, € 873 million of trade receivables were transferred
to third parties with conditions of the transfers meeting IFRS 9 requirements, meaning transfer of
contractual cash flows and transfer of substantially all risks and rewards are achieved.
Those trade receivables were therefore derecognized in the statement of financial position as of December
31, 2018. The € 873 million included $ 105 million in the US where Atos only sells 90% of the right to cash
flows and then derecognizes 90% of the receivables.
The level of trade receivables sold with no recourse to banks with transfer of risks as defined by IFRS 9
remained at the same level than the end of December 31, 2018.

Ageing of net receivables past due

December 31, December 31,


(In €millio n)
2019 2018
1-30 days overdue 90 128
31-60 days overdue 43 42
Beyond 60 days overdue 96 94
Total 229 264

Movement in expected credit losses allowances

December 31, December 31,


(In €millio n)
2019 2018
Balance at beginning of the year -84 -122
Impairment losses recognized -28 -12
Amounts written off as uncollectible 12 27
Impairment losses reversed -2 -3
Impact of business combination -1 -7
Reclassification and exchange differences 37 32
Balance at end of the year -66 -84

Atos | 2019 Financial Report 54


Note 4 Operating items

4.1. Personnel expenses

12 months 12 months
ended ended
(In € million) % Revenue % Revenue
December December
31,2019 31,2018*
Wages and salaries -4,280 36.9% -3,919 36.8%
Social security charges -980 8.5% -981 9.2%
Tax, training, profit-sharing -77 0.7% -36 0.3%
Net (charge)/release to provisions for staff expenses 0 0.0% 1 0.0%
Net (charge)/release of pension provisions 60 -0.5% 73 -0.7%
Total -5,277 45.5% -4,862 45.7%
* Income and expense items relating to Worldline for 2018 have been reclassified to “Net income from discontinued operation”,
in accordance with IFRS 5.

4.2. Non-personnel operating expenses

12 months 12 months
ended ended
(In €millio n) % Revenue % Revenue
December December
31,2019 31,2018*
Subcontracting costs direct -1,892 16.3% -1,860 17.5%
Hardware and software purchase -1,154 10.0% -982 9.2%
Maintenance costs -626 5.4% -606 5.7%
Rent expenses -29 0.3% -341 3.2%
Telecom costs -288 2.5% -292 2.7%
Travelling expenses -154 1.3% -128 1.2%
Professional fees -202 1.7% -179 1.7%
Others expenses -247 2.1% -236 2.2%
Subtotal expenses -4,590 39.6% -4,624 43.4%
Depreciation of assets -334 2.9% -336 3.2%
Depreciation of right-of-use -336 2.9% - -
Net (charge)/release to provisions 23 -0.2% 49 -0.5%
Gains/(Losses) on disposal of assets -17 0.1% -9 0.1%
Trade receivables write-off -12 0.1% -22 0.2%
C apitalized production 145 -1.3% 123 -1.2%
Subtotal other expenses -531 4.6% -195 1.8%
Total -5,121 44.2% -4,819 45.3%
* Income and expense items relating to Worldline for 2018 have been reclassified to “Net income from discontinued
operation”, in accordance with IFRS 5.

4.3. Trade accounts and notes payable

December 31, December 31,


(In €millio n)
2019 2018
Trade payables and notes payable 2,278 2,462
Net advance payments -31 -37
Prepaid expenses and advanced invoices -691 -666
Net accounts payable 1,556 1,759
Number of days’ payable outstanding (DPO) 79 97

Atos | 2019 Financial Report 55


4.4. Other current assets

December 31, December 31,


(In €millio n)
2019 2018
Inventories 104 133
State - VAT receivables 212 273
Prepaid expenses and advanced invoices 691 666
Other receivables & current assets 529 530
Net advance payments 31 37
Assets linked to intermediation activities - 1,151
Total 1,568 2,791

The intermediation activities in 2018 were related to Worldline activities only.

4.5. Other current liabilities

December 31, December 31,


(In € million)
2019 2018

Employee-related liabilities 355 512


Social security and other employee welfare liabilities 172 206
VAT payables 371 430
Contract liabilities 680 776
Liabilities linked to intermediation activities - 1,151
Other operating liabilities 310 325
Total 1,888 3,400
The intermediation activities in 2018 were related to Worldline activities only.

Atos | 2019 Financial Report 56


Note 5 Other operating income and expenses

Other Operating Income and Expenses is an Alternative Performance Measure and is defined in section
B.4.7.3

Equity-based compensation
Free shares and stock options are granted to management and certain employees at regular intervals.
These equity-based compensations are measured at fair value at the grant date using the Black-Scholes
model. Changes in the fair value of options after the grant date have no impact on the initial valuation. The
fair value of instruments is recognized in “other operating income and expense” on a straight-line basis
over the period during which those rights vest, using the straight-line method, with the offsetting credit
recognized directly in equity.
In some tax jurisdictions, Group entities receive a tax deduction when stock options are exercised, based
on the Group share price at the date of exercise.
In those instances, a deferred tax asset is recorded for the difference between the tax base of the employee
services received to date (being the future tax deduction allowed by local tax authorities) and the current
carrying amount of this deduction, being nil by definition. Deferred tax assets are estimated based on the
Group’s share price at each closing date and are recorded in income tax provided that the amount of tax
deduction does not exceed the amount of the related cumulative stock option expenses to date. The excess,
if any, is recorded directly in the equity.
Employee Share Purchase Plans offer employees the opportunity to invest in Group’s shares at a discounted
price. Shares are subject to a five-year lock-up period restriction. Fair values of such plans are measured
considering:
• the exercise price based on the average opening share prices quoted over the 20 trading days preceding
the date of grant;

• the 20 percent discount granted to employees;

• the attribution of free shares for the first subscribed shares according to the matching share plan;

• the consideration of the five-year lock-up restriction to the extent it affects the price that a
knowledgeable, willing market participant would pay for that share; and

• the grant date: the date on which the plan and its term and conditions, including the exercise price, is
announced to employees.
Fair values of such plans are fully recognized in “Other operating income and expenses” at the end of the
subscription period.
The Group has also granted to management and certain employees free share plans. The fair value of those
plans corresponds to the value of the shares at the grant date and considers employee turnover during the
vesting period as well as the value of the lock-up period restriction when applicable.
Social contributions linked to equity-based compensations are also presented as Other Operating Income
and Expenses.

Atos | 2019 Financial Report 57


Other operating income and expenses relate to income and expenses that are unusual and infrequent and
represented a net expense of € 530 million in 2019. The following table presents this amount by nature:
12 months 12 months
ended ended
(In €millio n)
December December
31,2019 31,2018*
Staff reorganization -100 -76
Rationalization and associated costs -34 -34
Integration and acquisition costs -41 -44
Amortization of intangible assets (PPA from acquisitions) -157 -107
Equity based compensation -73 -36
Other items -125 -40
Total -530 -337
* Income and expense items relating to Worldline for 2018 have been reclassified to “Net income from
discontinued operation”, in accordance with IFRS 5.

The € 100 million staff reorganization expense was mainly the consequence of the adaptation of the
Group workforce in several countries. The increase in 2019 came mostly from the specific plan in Germany.
The € 34 million rationalization and associated costs primarily resulted from the closure of office
premises and data centers consolidation, mainly in North America and France.
Integration and acquisition costs at € 41 million mainly relate to the integration costs of Syntel to
generate synergies while the other costs relate to the migration and standardization of internal IT platforms
from earlier acquisitions.
The 2019 amortization of intangible assets recognized in the Purchase Price Allocation (PPA) of
€ 157 million was mainly composed of:
• € 67 million of Syntel customer relationships and technologies amortized over 12 years starting
November 1, 2018;

• € 22 million of SIS customer relationships amortized over 12 years starting July 1, 2011;

• € 20 million of Xerox ITO customer relationships amortized over 6 to 12 years starting July 1, 2015;

• € 17 million of Unify customer relationships and technologies amortized over 2 to 10 years starting
February 1, 2016;

• € 16 million of Bull customer relationships and patents amortized over respectively 9 years and 7 to 10
years starting September 1, 2014.
In 2019, the amount of amortization of intangible assets increased from € 107 million to € 157 million,
mainly due to the amortization in a full year basis of the Syntel Purchase Price Allocation (€ 67 million in
2019 to be compared with € 11 million over 2 months in 2018).
The equity-based compensation expense amounted to € 73 million compared to € 36 million in 2018
which reflected the lower performance and the decrease in the number of shares granted in 2018.
In 2019, other items increased significantly from € 40 million to € 125 million including exceptional
expenses:
• At the time of the distribution of Worldline shares in May, the remaining Worldline shares were valued
at the opening price on May 7, 2019 for € 54.7. Since that date the Worldline participation was
accounted for under equity method. The transactions made in November were at € 53.0 per share
leading to a loss in the Group consolidated accounts as follows:
o Accelerated Book building Offering of Worldline shares (ABO). The Accelerated Book
building Offering of Worldline shares on the market led to a net loss on disposal of € 46 million,
net of costs of disposal. The transaction generated a net gain in the statutory accounts of Atos
SE;
o Transfer of £ 198 million (€ 230 million) of Worldline shares to Atos UK Pension
Scheme. Atos has decided to fund its UK Pensions schemes with Worldline shares. This non-
cash transaction will prevent Atos from any additional funding in cash for the next 15 years.
This transaction led to a net loss on disposal of shares of € 7 million. The transaction generated
a net gain in the statutory accounts of Atos SE.

• Settlement signed over H2 2019 with a large German customer led to the recognition of a one-time
charge of € 23 million.

Atos | 2019 Financial Report 58


Equity-based compensation
The € 73 million expense recorded within operating margin relating to equity-based compensation (€ 36
million in 2018) is made up of:
• € 72 million related to free shares plans granted from 2015 until 2019 of which € 6 million of 2019 free
shares plans granted;

• € 1 million related to the employee share purchase plan SHARE 2018.


The equity-based compensation plans are detailed by year and by nature as follows:

Free shares plans


In 2019, Atos implemented new free shares plans detailed as follows:

Atos | 2019 Financial Report 59


Atos free share plans

Rules governing the free share plans in Group Atos (prior to 2018) are as follows:
• To receive the share, the grantee must generally be an employee or a corporate officer of the Group
or a company employee related to Atos;
• Vesting is also conditional on both the continued employment condition and the achievement of
performance criteria, financial and non-financial ones;
• The financial performance criteria are the following:
O Group revenue;
O Group Operating Margin (OM); and
O Group Free Cash Flow (FCF).
• The vesting period varies according to the plans rules but never exceeds 4.5 years;
• The lock-up period is 0 to 2 years;
• Atos free shares plans are equity-settled.
Following the announcement of the acquisition of Syntel, the Board of Directors replaced the performance
criterion on FCF by a criterion based on earning per share (EPS) in respect of the July 25, 2017 free shares
plans.

Rules described above applied to 2018 free shares plans are the same except for the FCF criterion replaced
by earning per share (EPS).
The performance criteria for 75% of free shares granted as part of July 25, 2017, March 27, 2018 and July
22, 2018 free shares plans have further been modified by the Board of Directors on October 22, 2018 to
align with the revised guidance provided to the market. Based on 2018 Group results, the remaining 25%
of free shares of the above plans will not be vested.
Main previous plans impacting 2019 consolidated income statement are detailed as follows:
Atos Atos

Grant Date March 27, 2018 July 22, 2018


Number of shares granted 8,550 891,175
Share price at grant date (€) 90.0 90.0
Vesting date March 26, 2021 July 21, 2021
Expected life (years) 3 3
Expected dividend yield (%) 1.2 1.2

Fair value of the instrument (€) 87.08 87.08

2019 expense recognized (in € million) 0 17

Atos | 2019 Financial Report 60


Stock options plans
In 2019, Atos implemented new Stock option plan detailed as follows:

Outstanding stock options plans


The change in outstanding share options for Atos SE during the period was the following:

Employee share purchase plan Share 2018


In December 2018, the Group implemented a new employee share option plan called Share detailed as
follows:
SHARE 2018 was open to employees throughout the Group. This new plan offered eligible employees the
purchase of shares at a 20% discount with a five-year lock-up period restriction and the attribution of free
shares for the first 2 subscribed shares.
As a consequence of the plan, the Group issued 263,518 shares at a reference share price of € 74.4 (before
the 20% discount application).
The cost related to SHARE 2018 takes into account the effect of the five-year lock-up period restriction
calculated based on the following parameters:

SHARE 2018
Number of shares issued 263,518
Share price at grant date (€) 68.8
Percentage of discount 20%
Lock-up period 5 years
Risk free interest rate (%) -0.003%
Borrowing-lending spread (%) 5%
Expense recognized in 2019 (in € million) 1

Atos | 2019 Financial Report 61


Note 6 Financial assets, liabilities and financial result

6.1. Financial result


Net financial expense amounted to € 208 million for the period (compared to € 67 million prior year) and
was composed of a net cost of financial debt of € 64 million and non-operational financial costs of € 144
million.

Net cost of financial debt


12 months 12 months
ended ended
(In €millio n)
December December
31,2019 31,2018*
Net interest expenses -64 -30
Interest on obligations under finance leases - -1
Gain/(loss) on disposal of cash equivalents 2 1
Gain/(loss) on interest rate hedges of financial debt -2 -
Net cost of financial debt -64 -30
* Income and expense items relating to Worldline for 2018 have been reclassified to “Net income from
discontinued operation”, in accordance with IFRS 5.

Net cost of financial debt was € 64 million (compared to € 30 million in 2018) and resulted from the
following elements:
• the average gross borrowing of € 5,413 million compared to € 3,330 million in 2018 bearing an average
expense rate of 1.55% compared to 1.25% last year. The average gross borrowing expenses were
mainly explained by:
o the used portion of the syndicated loan combined with the Negotiable European Commercial
Papers (NEU CP) and the Negotiable European Medium-Term Note program (NEU MTN) for an
average of € 1,478 million (compared to an average of € 1,239 million in 2018) bearing an
effective interest rate of 0.21%, benefiting from the attractive remuneration applied to the NEU
CP;
o a € 600 million bond issued in July 2015 bearing a coupon rate of 2.375%;
o a € 300 million bond issued in October 2016 bearing a coupon rate of 1.444%;
o a € 700 million bond issued in November 2018 bearing a coupon rate of 0.750%;
o a € 750 million bond issued in November 2018 bearing a coupon rate of 1.750%;
o a € 350 million bond issued in November 2018 bearing a coupon rate of 2.500%;
o a $ 1,900 million 3 and 5-year term loan signed in October 2018 drawn in USD and EUR at
variable rate, fully repaid on November 2019 bearing an average effective interest rate of
2.59%; Outstanding balances before repayment was $ 1,045 million and € 513 million;
o other sources of financing, including securitization, for an average of € 50 million, bearing an
effective interest rate of 3.12%.

• the average gross cash varied from € 1,313 million in 2018 to € 1,441 million in 2019 bearing an
average income rate of 1.58% compared to 0.80% in 2018.

Atos | 2019 Financial Report 62


Other financial income and expenses
12 months 12 months
ended ended
(In €millio n)
December December
31,2019 31,2018*
Foreign exchange income/(expenses) -3 5
Fair value gain/(loss) on forward exchange contracts held for trading -1 -1
C hange gain/(loss) on derivative instrument -54 -
Interest on lease liability -27 -
Other income/(expenses) -59 -41
Other financial income and expenses -144 -36
Of which:
- other financial expenses -162 -75
- other financial income 18 38
* Income and expense items relating to Worldline for 2018 have been reclassified to “Net income from
discontinued operation”, in accordance with IFRS 5.

Non-operational financial costs amounted to € 144 million compared to € 36 million in 2018 and were
mainly composed of:
• variance for € 54 million related to the OEB derivative at fair value driven by the Worldline share price
evolution between the issuance in November and December 31, 2019 (as per IFRS 9) while the
underlying Worldline shares were accounted for under equity method (as per IAS 28);

• pension related interest (broadly stable compared to € 27 million expense in 2018). The pension
financial cost represented the difference between interest costs on pension obligations and interest
income on plan assets;

• lease liability interest of € 27 million following IFRS 16;

• net foreign exchange loss (including hedges) of € 4 million versus a net foreign exchange gain (including
hedges) of € 4 million in 2018.

6.2. Cash and cash equivalents


Cash and cash equivalents include cash at bank and financial instruments such as money market securities.
Such financial instruments are readily convertible to a known amount of cash and are subject to an
insignificant risk of change in value. They are held for the purpose of meeting short-term cash commitments
and have a short maturity, in general three months or less from the date of acquisition. Some instruments,
such as term deposits, that have at inception a longer maturity but provide for early withdrawal and a
capital guarantee may also be classified as cash equivalents under certain circumstances. Money market
securities are recognized at their fair value. Changes in fair value are recorded in the income statement
under “Other financial income and expenses”.
Cash and cash equivalents are measured at their fair value through income statement.
For entities having subscribed to the Group cash pooling agreement, the cash/debt statement of financial
position positions which are linked to this agreement are mutualized and only the net position is presented
in the consolidated statement of financial position.
The cash and cash equivalents are held with bank and financial institutions counterparties, majority of
which are rated A- to AA-. Impairment on cash and cash equivalent is calculated based on S&P default
probability.

December 31, December 31,


(In €millio n)
2019 2018
C ash in hand and short-term bank deposit 2,363 2,506
Money market funds 50 40
Total 2,413 2,546

Depending on market conditions and short-term cash flow expectations, Atos from time to time invests in
money market funds or bank deposits with a maturity period not exceeding three months.

Atos | 2019 Financial Report 63


6.3. Non-current financial assets

Investments in non-consolidated companies


The Group holds shares in companies without exercising significant influence or control. Investments in
non-consolidated companies are recognized at their fair value. For listed shares, fair value corresponds to
the share price at the closing date.

December 31, December 31,


(In €millio n)
2019 2018
Pension prepayments Note 11 231 116
Fair value of non-consolidated investments net of impairment 4 82
Other* 116 123
Total 351 321
* "Other" includes loans, deposits, guarantees and up-front and underwriting fees related to past acquisitions
amortized over the duration of the debt instrument

Main changes in Fair Value of non-consolidated investments net of impairment are mainly related to the €
-78 million change non-consolidated investments resulted from the deconsolidation of Worldline.

6.4. Financial liabilities

Borrowings
Borrowings are recognized initially at fair value, net of debt issuance costs. Borrowings are subsequently
measured at amortized cost. The calculation of the effective interest rate considers interest payments and
the amortization of the debt issuance costs.
Debt issuance costs are amortized in financial expenses over the life of the loan though the use of amortized
cost method. The residual value of issuance costs for loans derecognized is fully expensed on the date of
derecognition.
Bank overdrafts are recorded in the current portion of borrowings.
Derivative
Derivative instruments are recognized as financial assets or liabilities at their fair value. Any change in the
fair value of these derivatives is recorded in the income statement as a financial income or expense, except
when they are eligible for hedge accounting.
The market value of derivative financial instruments was provided by the financial institutions involved in
the transactions or calculated using standard valuation methods that factor in market conditions as of the
end of the reporting period.
The Group has identified three financial instrument categories based on the two valuation methods used
(listed prices and valuation techniques). In accordance with IFRS, this classification is used as a basis for
presenting the characteristics of financial instruments recognized in the statement of financial position at
fair value through income as of the end of the reporting period:
• Level 1 category: financial instruments quoted on an active market;
• Level 2 category: financial instruments whose fair value is determined using valuation techniques
drawing on observable market inputs;
• Level 3 category: financial instruments whose fair value is determined using valuation techniques
drawing on non - observable inputs (inputs whose value does not result from the price of observable
market transactions for the same instrument or from observable market data available as of the end
of the reporting period) or inputs which are only partly observable.

Issuance of a € 500 million bond exchangeable in Worldline shares


Atos issued on November 2019 bonds due in 2024 for an aggregate nominal amount of € 500 million. The
bonds will be exchangeable in Worldline shares, at a premium of 35% above the placing price of the Equity
placement. The bonds will not bear interest and have a maturity of 5 years (except in case of early
redemption). The bonds have been offered at a price of 108.875% of the principal amount and will be
redeemed at their principal amount of maturity, corresponding to an annual yield to maturity of -1.7%.

Atos | 2019 Financial Report 64


In accordance with IFRS 9, a derivative liability of € 52 million has been booked corresponding to the value
of a call option on Worldline shares (Level 2 category). The net change in the fair value of the derivative
liability between November and December 31, 2019 of € 54 million has been recorded in income statement
as part of financial result leading to a total value in the consolidated statement of financial position of €
107 million.
The call option derivative component value is indexed to Worldline shares price and other criteria. As of
December 31, 2019, and at issue date, the reference exchange price of Worldline shares was set at €71.55.
December 31, 2019 December 31, 2018
(In €millio n) Non-
Current Total Current Non-current Total
current
Bonds 600 2,100 2,700 - 2,700 2,700
Optional exchangeable bond - 500 500 - - -
Banks loans and commercial
755 50 805 809 1,556 2,365
papers
Securitization 10 - 10 6 - 6
Finance leases - - - 6 9 15
Other borrowings 133 1 134 216 116 332
Total borrowings 1,498 2,651 4,149 1,037 4,381 5,418

Borrowings in currencies
The carrying amounts of the Group borrowings were denominated in the following currencies:
Other
(In € million) EUR Total
currencies

December 31, 2019 3,431 718 4,149


December 31, 2018 3,940 1,477 5,418

Value and effective interest rate of financial debt


The fair value of bank loans, which are primarily composed of variable interest rate loans, is considered to
be equal to carrying value. For other elements of borrowings, carrying value is considered the best estimate
of fair value, the difference between the fair value and the carrying value being not material.

Non-current borrowings maturity


(In €millio n) 2021 2022 2023 2024 >2024 Total

Bonds - 700 300 - 1,100 2,100


Optional exchangeable bond - - - 500 - 500
Banks loans and NEU C P - - - - 50 50
Other borrowings 0 0 0 0 0 1
December 31, 2019 0 700 300 500 1,150 2,651

(In €millio n) 2020 2021 2022 2023 >2023 Total

Bonds 600 - 700 300 1,100 2,700


Banks loans and commercial papers 79 781 0 696 - 1,556
Finance leases 4 3 1 1 1 9
Other borrowings 115 - 1 1 - 116
December 31, 2018 798 784 702 997 1,101 4,381

Assumptions retained regarding the presentation of the maturity of non-current


borrowings
The valuation of financial liabilities has been conducted based on:
• exchange rates prevailing as of December 31, 2019; and

• interest rates presented hereafter.


The effective interest rates in 2019 were as follows:

Atos | 2019 Financial Report 65


6.5. Change in net debt over the period

December 31, December 31,


(in €million)
2019 2018

Cash and cash equivalents 2,413 2,546


Overdrafts -79 -168
Total net cash and cash equivalents 2,334 2,378

Atos | 2019 Financial Report 66


Variance in net cash and cash equivalents include net long-term investments for € 619 million detailed as
follows:

Net long-term investments

Atos | 2019 Financial Report 67


6.6. Breakdown of assets and liabilities by financial categories
The book value of financial assets corresponds to their fair value.
As at December 31, 2019 the breakdown of assets was the following:

As at December 31, 2018, the breakdown of assets was the following:

As at December 31, 2019 the breakdown of liabilities was the following:

As at December 31, 2018 the breakdown of liabilities was the following:


Financial
Liabilities
designated at Financial
(In €millio n)
fair value Liabilities – Derivative
through profit Measurement at related
or loss amortized cost liabilities Other
Borrowings - 4,381 - -
Non-current financial instruments - - 3 -
Trade accounts and notes payables - 2,462 - -
C urrent portion of borrowings - 1,037 - -
C urrent financial instruments - - 2 -
Total 7,880 5 -

Atos | 2019 Financial Report 68


Note 7 Income tax

The income tax charge includes current and deferred tax expenses. Deferred tax is calculated wherever
temporary differences occur between the tax base and the consolidated base of assets and liabilities, using
the liability method. Deferred tax is valued using the enacted tax rate at the closing date that will be in
force when the temporary differences reverse.
In case of a change in tax rate, the deferred tax assets and liabilities are adjusted through the income
statement except if those changes relate to items recognized in other comprehensive income or in equity.
Deferred tax assets and liabilities are netted off at the taxable entity level, when there is a legal right to
offset. Deferred tax assets corresponding to temporary differences and tax losses carried forward are
recognized when they are considered to be recoverable during their validity period, based on historical and
forecast information.
Deferred tax liabilities for taxable temporary differences relating to goodwill are recognized to the extent
they do not arise from the initial recognition of goodwill.
Deferred tax assets are tested for impairment at least annually at the closing date based on December
actuals, business plans and impairment test data.
Measurement of recognized tax loss carry-forwards
Deferred tax assets are recognized on tax loss carry-forwards when it is probable that taxable profit will be
available against which the tax loss carry-forwards can be utilized. Estimates of taxable profits and
utilizations of tax loss carry-forwards were prepared on the basis of profit and loss forecasts as included in
the 3-year business plans (other durations may apply due to local specificities).

7.1. Current and deferred taxes expense


12 months 12 months
ended 31 ended 31
(In €millio n)
December December
2019 2018*
C urrent tax -122 -97
Deferred tax 40 95
Total -82 -1
* Income and expense items relating to Worldline for 2018 have been reclassified to “Net income from discontinued
operation”, in accordance with IFRS 5.

7.2. Effective tax rate


The difference between the French standard tax rate and the Effective Tax Rate (ETR) is explained as
follows:
12 months 12 months
ended 31 ended 31
(In €millio n)
December December
2019 2018*

Profit before tax 452 564


French standard tax rate 34.4% 34.4%
Theoretical tax charge at French standard rate -156 -194
Impact of permanent differences 7 23
Differences in foreign tax rates 39 41
Movement on recognition of deferred tax assets 36 111
Equity-based compensation -24 -18
C hange in deferred tax rates 2 -1
Taxes not based on taxable income (mainly C VAE, IRAP,
-1 7
US State income Tax)
Withholding taxes -2 -4
French Tax credit 12 18
Other 3 14
Group tax expense -82 -1
Effective tax rate 18.2% 0.2%
* Income and expense items relating to Worldline for 2018 have been reclassified to “Net income from discontinued
operation”, in accordance with IFRS 5.

Atos | 2019 Financial Report 69


The tax charge for 2019 was € 82 million with a profit before tax from continuing operations of € 452
million. The Effective Tax Rate (ETR) was 18.2% compared to 16.2% in 2018 (excluding the recognition of
deferred tax assets inherited from Bull acquisition (€ 90 million)). This increase related mostly to the
integration in the Group scope of Syntel, which has a higher ETR than average. This effect was similar to
the effect that Worldline used to have on Group ETR when it was consolidated as part of the continuing
operations. Therefore, the Group ETR remained stable compared to the situation before Worldline
deconsolidation and Syntel acquisition.

7.3. Restated effective tax rate


After restating the unusual items, the restated profit before tax was € 1,036 million, restated tax charge
of € 246 million and the restated effective tax rate was 23.7%.

7.4. Deferred taxes assets and liabilities


December 31, December 31,
(In €millio n)
2019 2018
Deferred tax assets 325 459
Deferred tax liabilities 238 421
Net deferred tax 87 38

7.5. Breakdown of deferred tax assets and liabilities by nature

Intangible
Tax
assets
losses Fixed
(In €millio n) recognized Pensions Other Total
carry assets
as part of
forward
PPA
December 31, 2017 287 -139 -12 245 -119 262
C harge to profit or loss for the
90 32 -17 6 -5 106
year
C hange of scope 2 -379 -2 12 27 -340
C harge to equity - - - 11 4 15
Reclassification - - 1 -1 - -
Exchange differences -3 - -1 - -1 -5
December 31, 2018 376 -486 -31 273 -94 38
Assets held for distribution -34 185 49 -39 -21 141
C harge to profit or loss for the
-48 38 -2 -42 94 40
year
C hange of scope 0 -9 -1 -2 -157 -169
C harge to equity - - - 37 2 40
Reclassification - 9 -5 -3 - 0
Exchange differences 0 -6 3 0 1 -2
December 31, 2019 294 -269 13 225 -175 87

Atos | 2019 Financial Report 70


7.6. Tax losses carry forward schedule (basis)

The countries with the largest tax losses available for carry forward were France (€ 1,550 million), Germany
(€ 992 million), The Netherlands (€ 280 million), the United Kingdom (€ 238 million), Brazil (€ 117 million),
The United States (€ 107 million), Spain (€ 58 million) and Austria (€ 39 million).

7.7. Deferred tax assets not recognized by the Group

December 31, December 31,


(In €millio n)
2019 2018

Tax losses carry forward 665 746


Temporary differences 181 182
Total 846 928

Atos | 2019 Financial Report 71


Note 8 Goodwill and fixed assets

8.1. Goodwill

Goodwill is measured as the excess of the sum of the consideration transferred, the amount of any non-
controlling interests in the acquiree, and the fair value of the acquirer’s previously held equity interest in
the acquiree (if any) over the net of the acquisition-date amounts of the identifiable assets acquired and
the liabilities assumed. If, after reassessment, the net of the acquisition-date amounts of the identifiable
assets acquired and liabilities assumed exceeds the sum of the consideration transferred, of the amount of
any non-controlling interests in the acquiree and of the fair value of the acquirer’s previously held interest
in the acquiree (if any), the excess is recognized immediately in profit or loss as a bargain purchase gain.
Goodwill is allocated to Cash Generating Units (CGU) for the purpose of impairment testing. Goodwill is
allocated to those CGUs that are expected to benefit from synergies of the related business combination
and represent the lowest level within the Group at which management monitors goodwill.
A CGU is defined as the smallest identifiable group of assets that generates cash inflows that are largely
independent of the cash inflows from other assets or group of assets. CGUs correspond to geographical
areas where the Group has operations.
The recoverable value of a CGU is based on the higher of its fair value less costs to sell and its value in use
determined using the discounted cash-flows method. When this value is less than its carrying amount, an
impairment loss is recognized in the operating income.
The impairment loss is first recorded as an adjustment of the carrying amount of the goodwill allocated to
the CGU and the remainder of the loss, if any, is allocated pro rata to the other long-term assets of the
unit.
The Cash Generating Units used for the impairment test are not larger than operating segments determined
in accordance with IFRS 8 Operating segments.
Goodwill is not amortized and is subject to an impairment test performed at least annually by comparing
its carrying amount to its recoverable amount at the closing date based on December actuals and latest 3
year plan, or more often whenever events or circumstances indicate that the carrying amount could not be
recoverable. Such events and circumstances include but are not limited to:
• significant deviance of economic performance of the asset when compared with budget;

• significant worsening of the asset’s economic environment;

• loss of a major client;

• significant increase in interest rates.

Impairment tests
The Group tests at least annually whether goodwill has suffered any impairment, in accordance with the
accounting policies stated below. The recoverable amounts of cash generating units are determined based
on value-in-use calculations or on their fair value reduced by the costs of sales. These calculations require
the use of estimates.
Further to the first application of IFRS 16, the Group elected for the transitional approach still including the
rent expenses outflow in the expected cash flows of the CGUs, netting lease liabilities with other assets’
net book values and using the same WACC parameters than in previous periods. The Group will change
this approach for 2020 impairment test to fully comply with IAS 36 requirements.

Atos | 2019 Financial Report 72


Impact of
Assets held business Exchange
December 31, for combi- differences December 31,
(In €millio n) 2018 distribution nation and other 2019
Gross value 9,431 -3,050 115 122 6,617
Impairment loss -567 1 - -13 -580
Carrying amount 8,863 -3,049 115 109 6,037

Assets held Impact of


Exchange
December 31, for business December 31,
(In €millio n) differences
2017 distribution combi- 2018
and other
nation
Gross value 4,956 - 4,488 -13 9,431
Impairment loss -572 - - 5 -567
Carrying amount 4,384 - 4,488 -9 8,863

The impact of business combination in 2019 was related to the acquisition of IDnomic and X-Perion, as well
as opening statement of financial position adjustments on Syntel acquisition, mainly related to tax items.
Goodwill is allocated to Cash Generating Units (CGUs) that are then part of one of the operating segments
disclosed in Note 2 Segment information as per IFRS 8 requirements. Changes in internal management
reporting are applied retrospectively and comparative figures are restated.
A summary of the carrying values of goodwill allocated by CGUs or grouping of CGUs is presented hereafter.
Overall, goodwill decreased from € 8,863 million in 2018 to € 6,037 million in 2019 mainly due to the
Worldline disposal following the loss of control and to the acquisitions of the year as detailed in Note 1
Changes in the scope of consolidation.

December 31, December 31,


(In € million)
2019 2018

United Kingdom and Ireland 531 508


France 540 519
Germany 787 785
North America 3,091 2,967
Benelux & The Nordics 439 439
Other countries 649 596
Worldline - 3,049
Total 6,037 8,863

The recoverable amount of a CGU is determined based on value-in-use calculations. These calculations use
cash flow projections based on financial business plans approved by management, covering a three-year
period. They are also based on the following assumptions:
• terminal value is calculated after the three-year period, using an estimated perpetuity growth rate of
2.0% (aligned with 2018). Although sometimes exceeding the long-term average growth rate for the
countries in which the Group operates, this rate reflects specifics perspectives of the IT sector; and

• discount rates are applied by CGU based on the Group’s weighted average cost of capital and adjusted
to consider specific tax rates and country risks relating to each geographical area.
The discount rates used by CGU are presented below:

2019, 2018,
Discount rate Discount rate

United Kingdom and Ireland 8.0% 8.4%


France 8.0% 8.3%
Germany 8.0% 8.3%
North America 8.0% 8.4%
Benelux & The Nordics 8.0% 8.3%
between 8% between 8.3%
Other countries
and 9.8% and 10.9%

Based on the 2019 goodwill impairment test, which was carried out at year-end, no impairment losses were
recognized as at December 31, 2019.

Atos | 2019 Financial Report 73


An analysis of the calculation’s sensitivity to a combined change in the key parameters (operating margin,
discount rate and perpetuity growth rate) based on reasonably probable assumptions of variations of +/-
50 bp for each of these parameters was performed and did not identify any probable scenario where the
CGU’s recoverable amount would fall below its carrying amount.

8.2. Intangible assets

Intangible assets other than goodwill


Intangible assets other than goodwill consist primarily of software and user rights acquired directly by the
Group, software, customer relationships and technologies acquired as part of a business combination as
well as internally developed IT solutions.
To assess whether an internally generated intangible asset meets the criteria for recognition, the Group
classifies the generation of the asset into a research phase and a development phase.
Under IAS 38, no intangible asset arising from research (or from the research phase of an internal project)
shall be recognized. Such expenditure is therefore recognized as an expense when it is incurred.
An intangible asset arising from development (or from the development phase of an internal project) shall
be recognized if, and only if, an entity can demonstrate all of the following:
• the technical feasibility of completing the intangible asset so that it will be available for use or sale;

• its intention to complete the intangible asset and to use or sell it;

• its ability to use or sell the intangible asset;

• how the intangible asset will generate probable future economic benefits;

• the availability of adequate technical, financial and other resources to complete the development and
to use or sell the intangible asset; and its ability to measure reliably the expenditure attributable to the
intangible asset during its development.
Development expenditure refers to IT solutions developed for the group’s own use, to specific
implementation projects for specific customers or innovative technical solutions made available to a group
of customers. Development projects are analyzed on a case-by-case basis and the only costs which are
capitalized are those attributable to the creation, production and preparation of the asset to be capable of
operating in the manner intended by management.
Capitalized development expenditure is accounted for at cost less accumulated depreciation and any
impairment losses. It is amortized on a straight-line basis over a useful life between 3 and 12 years, for
which two categories can be identified:
• for internal software development with fast technology serving activities with a shorter business cycle
and contract duration, the period of amortization will be between 3 and 7 years, the standard scenario
being set at 5 years in line with the standard contract duration;

• for internal software development with slow technology obsolescence serving activities with a long
business cycle and contract duration, the period of amortization will be between 5 and 12 years with a
standard scenario of 7 years. It is typically the case for large mutualized payment platforms.
An intangible asset related to the customer relationships and backlog brought during a business
combination is recognized as customer relationships. The value of this asset is based on assumptions of
renewal conditions of contract and on the discounted flows of these contracts. This asset is amortized on
an estimation of its average life.
The value of the developed technology acquired is derived from an income approach based on the relief
from royalty method. This method relies on (i) assumptions on the obsolescence curve of the technology
and (ii) the theoretical royalty rate applicable to similar technologies, to determine the discounted cash
flows expected to be generated by this technology over their expected remaining useful life. The developed
technology is amortized on an estimation of its average life. The cost approach may also be implemented
as a secondary approach to derive an indicative value for consistency purposes. This method relies on
assumptions of the costs that should be engaged to reproduce a similar new item having the nearest
equivalent utility as the asset being valued. On the contrary, if technology is believed to be the most
important driver for the business, an Excess Earning method could also be implemented.
Intangible assets are amortized on a straight-line basis over their expected useful life, generally not
exceeding 5 to 7 years for internally developed IT solutions in operating margin. Customer relationships,
patents, technologies and trademarks acquired as part of a business combination are amortized on a
straight-line basis over their expected useful life, generally not exceeding 19 years; any related
depreciation is recorded in other operating expenses.

Atos | 2019 Financial Report 74


Trademarks, Other
Customer
(In €millio n) Software and intangible Total
relationships
licences assets
Gross value
December 31, 2017 893 759 648 2,300
Additions - 101 5 106
Impact of business combinations - - 14 14
Intangible assets recognized as part of
980 7 557 1,544
a Purchase Price Allocation
C apitalized costs - - 117 117
Disposals - -21 -12 -34
Exchange differences and others 24 9 -19 14
December 31, 2018 1,898 854 1,309 4,061
Accumulated depreciation
December 31, 2017 -354 -347 -289 -991
Amortization charge for the year -24 -28 -23 -74
Amortization of intangible assets
recognized as part of a Purchase Price -89 -36 -4 -128
Allocation
Amortization of capitalized costs - - -81 -81
Disposals 1 17 14 32
Exchange differences and others -9 -2 6 -5
December 31, 2018 -475 -396 -377 -1,248
Net value
December 31, 2017 539 412 359 1,309
December 31, 2018 1,422 458 933 2,813

Following the distribution in kind of Worldline shares on May 7, 2019, the Group has no more control on
Worldline, but a significant influence on Worldline. A purchase price allocation has been performed for the
part of the business which is still held by the Group and former purchase price allocation reversed have
been presented in “Assets held for distribution” due to Worldline deconsolidation.

Atos | 2019 Financial Report 75


The Group share of Worldline net contributive result since May 1, 2019 is presented in the Group 2019
consolidated income statement in “Share of net profit/(loss) of associates”. The new intangible assets
generated by the purchase price allocation exercise are amortized on the same line.
The 2019 amortization of intangible assets recognized in the Purchase Price Allocation (PPA) of
€ 157 million was mainly composed of:
• € 67 million of Syntel customer relationships and technologies amortized over 12 years starting
November 1, 2018;

• € 22 million of SIS customer relationships amortized over 12 years starting July 1, 2011;

• € 20 million of Xerox ITO customer relationships amortized over 6 to 12 years starting July 1, 2015;

• € 17 million of Unify customer relationships and technologies amortized over 2 to 10 years starting
February 1, 2016;

• € 16 million of Bull customer relationships and patents amortized over respectively 9 years and 7 to 10
years starting September 1, 2014;
In 2019, the amount of amortization of intangible assets recognized in the Purchase Price Allocation
(PPA) increased from € 128 million to € 157 million, mainly due to the amortization in a full year basis of
the Syntel Purchase Price Allocation (€ 67 million in 2019 to be compared with € 11 million over 2 months
in 2018).
The gross book value of customer relationship for € 1,358 million as at December 31, 2019 presented
above, included mainly:
• € 544 million relative to the Syntel acquisition in 2018;

• € 357 million relative to the Siemens IT Solutions and Services acquisition in 2011;

• € 151 million relative to the Xerox ITO acquisition in 2015;

• € 109 million relative to the Anthelio acquisition in 2016;

• € 104 million relative to the Unify acquisition in 2016.

8.3. Tangible assets

Tangible assets are recorded at acquisition cost. They are depreciated on a straight-line basis over the
following expected useful lives:
• buildings 20 years;

• fixtures and fittings 5 to 10 years;

• computer hardware 3 to 5 years;

• office furniture and equipment 5 to 10 years.


Any gain or loss on disposal of an item of property, plant and equipment is recognized in the income
statement.

Impairment of assets
Assets that are subject to amortization are tested for impairment whenever events or circumstances
indicate that the carrying amount may not be recoverable. An impairment loss is recognized for the amount
by which the asset’s carrying value exceeds its recoverable value.

Atos | 2019 Financial Report 76


Land and IT Other tangible
(In €millio n) Total
buildings equipments assets

Gross value
December 31, 2018 465 970 205 1,639
Assets held for distribution -68 -411 -52 -531
Additions 32 149 65 246
Impact of business combination 1 1 2 4
Disposals -113 -173 -30 -316
Exchange differences and others 16 -38 -41 -63
December 31, 2019 332 499 149 980
Accumulated depreciation
December 31, 2018 -286 -548 -80 -914
Assets held for distribution 51 306 30 387
Depreciation charge for the year -29 -146 -14 -190
Eliminated on disposal 98 169 25 291
Exchange differences and others -5 2 0 -3
December 31, 2019 -171 -217 -40 -428
Net value
December 31, 2018 179 422 125 725
December 31, 2019 162 282 108 552

Land and IT Other tangible


(In €millio n) Total
buildings equipments assets

Gross value
December 31, 2017 438 1,041 171 1,650
Additions 38 247 51 335
Impact of business combination 34 25 44 102
Disposals -45 -265 -29 -339
Exchange differences and others 1 -77 -33 -109
December 31, 2018 465 970 205 1,639
Accumulated depreciation
December 31, 2017 -277 -592 -88 -957
Depreciation charge for the year -37 -212 -14 -263
Eliminated on disposal 24 210 24 258
Exchange differences and others 4 46 -1 49
December 31, 2018 -286 -548 -80 -914
Net value
December 31, 2017 161 449 83 693
December 31, 2018 179 422 125 725

The tangible assets of the Group include mainly IT equipment used in production centers, in particular
datacenters and software factories. Moreover, Atos policy is to rent its premises. Therefore, the land and
building assets include mainly the technical infrastructure of Group datacenters.

Atos | 2019 Financial Report 77


Note 9 Leases

Existence of a lease
At inception of a contract, the Group assesses whether a contract is, or countains, a lease. A contract is,
or contains, a lease if the contract conveys the right to control the use of an identified asset for a period in
exchange of consideration. Lease Liabilities and Right-of-use are recognized at the lease commencement
date.
The Group does not recognize short term leases (less than 12 months) and leases for which the underlying
asset is of a low value except when those assets are subleased to end customers. Payments under such
contracts are registered in the income statement, on a straight-line basis, over the duration of the contract.
Future commitments to pay rents are presented as off-balance-sheet commitments.
Lease Liability
The lease liability is initially measured at the present value of the lease payments that are not paid at the
commencement date, discounted using a Group’s incremental borrowing. Those rates have been
determined for all currencies of the Group by geography and by maturity. The incremental borrowing rates
are calculated by taking for each currency a reference market index quotation and adding up a spread
corresponding to the cost of financing that would be applied by a lender to any subsidiary of Atos Group.
The lease liability is subsequently increased by the interest cost on the lease liability and decreased by
lease payments made. It is remeasured when there is a change in the future lease payments arising from
a change in an index or rate, a change in estimate of the amount expected to be payable under a residual
value guarantee, or changes in the assessment of whether an extension option is reasonably certain to be
exercised or a termination option is reasonably certain to be exercised, resulting from a decision of the
Group.
Lease right-of-use
The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability
adjusted for any lease payments made at or before the commencement date, plus any initial direct costs
incurred, less any lease incentive received.
Real Estate Leases
The Group leases most of its offices and strategic production sites such as Data Centers. Terms and
condition can be very heterogeneous based on nature of the sites and local regulations. Those leases have
terms between 2 to 20 years.
The Group is applying judgment to determine the lease term for some Real Estate lease contracts in which
it is a lessee and that include renewal or early termination options analyzing whether those sites, mainly
offices and data centers, are strategic or not. In most cases, the Group retains the earliest date when the
Group can go out from its lease commitment without paying any significant penalty except for French 3/6/9
specific leases where the 9th year is systematically defined as lease term.
IT equipment’s and company cars
The Group leases IT equipment’s for its own use or to deliver its services to end customers (computers,
servers). Those leases are entered for terms between 3 to 5 years.
Deferred tax treatment
Deferred tax is applied to IFRS 16 entries based on local applicable tax rates.

Atos | 2019 Financial Report 78


Land and IT Cars
(In € million) Total
buildings equipments and others

Gross value
January 1, 2019 912 223 71 1,206
Additions 66 167 20 253
Disposals -15 -44 -2 -61
Exchange differences and others -20 3 - -17
December 31, 2019 943 349 89 1,381
Accumulated depreciation
January 1, 2019
Depreciation charge for the year -189 -115 -32 -336
Eliminated on disposal 16 24 3 42
Exchange differences and others -1 -2 - -3
December 31, 2019 -174 -94 -29 -297
Net value
January 1, 2019 912 223 71 1,206
December 31, 2019 768 256 60 1,084

In 2019, the “Exchange differences and others” mainly corresponded to the recognition of a sublease
receivable related to offices occupied by third parties, reclassified in Non-current financial assets (Note
6.3).

Note 10 Investments in associates accounted for under the equity method

Investments in associates over whose management the parent company directly or indirectly exercises
significant influence, without however exercising full or joint control, are accounted for under the equity
method. This method consists of recording the Group’s share in profit for the year of the associate in the
Consolidated Income Statement in “Share of net profit/(loss) of associates”.
The Group’s share in net assets of the associate is recorded under “Investments in associates accounted
for under the equity method” in the Consolidated Statement of Financial Position.
The Group decided to classify all gain or loss on disposal of Investments in associates in Other operating
income and expenses.

Exchange
December Business December
(In €millio n) Disposal Net results differences
31, 2018 combination 31, 2019
and other
Worldline - 2,732 -1,053 45 - 1,724
Other 7 - - 2 -6 3
Total 7 2,732 -1,053 47 -6 1,727

Following the distribution in kind of Worldline’s shares, Atos held 27.3% of Worldline’s share capital and
35% of voting rights, subject to a six-month lock-up period. Starting May 1, 2019, the Group has no more
control on Worldline, but a significant influence on Worldline. As such, the Group investment in Worldline
was from that date presented as part of “Investments in associates accounted for under the equity method”
in the 2019 consolidated financial statements.
The amount of € 2,732 million in “business combination” corresponded to the remaining Worldline shares
owned by Atos SE, valued at the opening price on May 7, 2019 for a value of € 54.7 per share.
After having distributed 23.5% of Worldline shares to its Shareholders on May 7, 2019, Atos has completed
in November 2019:
• the sale of 14.7 million of Worldline shares through an Accelerated Book building Offering (ABO);

• the transfer of £ 198 million (€ 230 million) of Worldline shares to Atos UK Pension Scheme;

• the issuance of € 500 million bond which will be exchangeable into Worldline shares.
These two first transactions led to a net book value of € 1,053 million in November 2019.
After completion of November transactions, Atos voting rights over Worldline amounted to 25.6% and
16.9% of interest percentage. The review of the governance led to the conclusion that Atos still has
significant influence over Worldline. As such, the Group continued to consolidate Worldline under Equity
method.

Atos | 2019 Financial Report 79


Note 11 Pension plans and other long-term benefits

The Group uses actuarial assumptions and methods to measure pension costs and provisions. The value of
plan assets is determined based on valuations provided by the external custodians of pension funds and
following complementary investigations carried-out when appropriate. The estimation of pension liabilities,
as well as valuations of plan assets requires the use of estimates and assumptions.
Employee benefits are granted by the Group through defined contribution and defined benefit plans. Costs
relating to defined contribution costs are recognized in the income statement based on contributions paid
or due in respect of the accounting period when the related services have been provided by beneficiaries.
The valuation of Group defined benefit obligations is based on a single actuarial method known as the
“projected unit credit method”. This method relies in particular on projections of future benefits to be paid
to Group employees, by anticipating the effects of future salary increases. Its implementation further
includes the formulation of specific assumptions which are periodically updated, in close liaison with
external actuaries used by the Group.
Plan assets usually held in separate legal entities are measured at their fair value, determined at closing.
From one accounting period to the other, any difference between the projected and actual pension plan
obligation and their related assets is combined at each benefit plan’s level to form actuarial differences.
These actuarial differences may result either from changes in actuarial assumptions used, or from
experience adjustments generated by actual developments differing, in the accounting period, from
assumptions determined at the end of the previous accounting period. All actuarial gains and losses on
post-employment benefit plans generated in the period are recognized in “other comprehensive income”.
Benefit plan costs are recognized in the Group’s operating income, except for interest costs on obligations,
net of expected returns on plans assets, which are recognized in “other financial income and expenses”.

The total amount recognized in the Group statement of financial position in respect of pension plans was €
972 million at December 31, 2019 (excluding Worldline) compared to € 1,197 million at December 31,
2018 (including € 110 million for Worldline). The total amount recognized for other longer-term employee
benefits was € 50 million (excluding Worldline) compared to € 71 million at December 31, 2018 (including
€ 7 million for Worldline).
December December
(In € million)
31, 2019 31, 2018

Amounts recognized in financial statements consist of :


Prepaid pension asset 231 116
Accrued liability – pension plans [a] -1,203 -1,314
Total Pension plan -972 -1,197
Accrued liability – other long-term employee benefits [b] -50 -71
Total accrued liability [a] + [b] -1,252 -1,385

Atos | 2019 Financial Report 80


Pension plans
The Group’s pension obligations are located predominantly in the United Kingdom (52% of Group total
obligations), Germany (30%), US (6%), France (5%) and Switzerland (5%).

Characteristics of significant plans and associated risks


In the United Kingdom, these obligations are generated by legacy defined benefit plans, the majority of
which have been closed to further accrual or new entrants. The plans are final pay plans and are subject
to the UK regulatory framework where funding requirements are determined by an independent actuary
based on a discount rate reflecting the plan’s expected return on investments. Recovery periods are agreed
between the plans’ trustees and the sponsoring companies and may run up to 20 years if appropriate
securities are provided by sponsors. The majority of plans are governed by a sole independent trustee.
The current asset allocation across United Kingdom plans is 78% fixed income, 22% equities and other
assets and may vary depending on the particular profile of each plan. The interest rate and inflation
exposures are cautiously managed through investment in Gilts, Indexed-Linked and interest rate swaps.
The fixed income allocation comprises a significant exposure to investment grade credits and the equity
allocation is well diversified geographically.
The plans do not expose the Group to any specific risks that are unusual for these types of benefit plans.
Typical risks include, increase in inflation, longevity and a decrease in discount rates and adverse
investment returns.
In Germany the majority of the liabilities relate to pension entitlements that transferred to the Group with
the acquisition of SIS in 2011 and Unify in 2016. The plans cover multiple legal entities in Germany and
are subject to the German regulatory framework, which has no funding requirements, but does include
compulsory insolvency insurance (PSV). The plans are partially funded however, using a Contractual Trust
Agreement (CTA). The CTA is governed by a professional independent third party. The investment strategy
is set by the Investment Committee composed of employer representatives. The asset allocation related to
the largest German schemes is 65% fixed income, 24% return seeking assets and other assets and 11%
property. The asset allocation related to the other scheme is more in line with the lower interest rate
sensitivities of the schemes and are predominantly invested in investment grade credits and, to a lesser
extent, in balanced funds and European high yield.
In Switzerland, the obligations are generated by legacy defined benefit plans, exceeding the minimum
benefit requirements under Swiss law (BVG). Pension contributions are paid by both the employees and
the employer and are calculated as a percentage of the covered salary. The rate of contribution depends
on the age of the employee. At retirement, the employees’ individual savings capital is multiplied by the
conversion rate, as defined by the pension fund regulations, and can be paid out as either a lifetime annuity
or a lump-sum payment. In the event of disability, the pension plan pays a disability pension until ordinary
retirement age.
The Group obligations are also generated by Qualified and Unqualifed Pension plans in the USA and, to a
lesser extent, by legal or collectively bargained end of service or end of career benefit plans. The Group
obligations with respect to post-employment healthcare benefits are not significant.
Atos recognized all actuarial gains and losses and asset ceiling effects generated in the period in "Other
comprehensive income".

Events in 2019
Since the distribution of Worldline shares by Atos in 2019, Worldline has been consolidated under Equity
method in Atos consolidated financial statement. That led to a decrease in the net pension liabilities of €
110 million as at January 1, 2019 (a decrease in the pension obligations of € 536 million and a decrease in
plan assets of € 426 million).
In November 2019, Atos merged three Defined Benefit pension schemes together, with transfer of assets
and liabilities into a newly Scheme (the Atos UK 2019 Pension Scheme). Members of those plans are either
deferred or pensioner members. The deficit at the date of the merger is expected to be around £ 265
million. An agreement has been reached with the Trustee of the new Scheme to arrange a one-off
contribution of £ 198 million (€ 230 million) through the distribution of Worldline share. This non-cash
transaction will prevent Atos from any additional funding in cash for the next 15 years, subject to ensuring
compliance with UK pension funding regulations.
Twice this year, Atos UK Ltd offered to some of the current active members of the Atos 2011 Pension
Scheme, a Bridging Pension Option (BPO). This option gives members the opportunity to give up some of
their pension rights to be received after State Pension Age (SPA) as a counterpart of temporary pension
uplift when retiring from the scheme up to their SPA. This led to a reduction in obligation and operating
expenses of € 10 million, including actuarial, legal and other project costs.

Atos | 2019 Financial Report 81


In France, the Occupational Pension plan offered to Executive Committee members has been frozen as a
result of the “Loi PACTE” act, implementing in the French regulation parts of the EU directive related to
pension accrual portability. The French government clarified via the Ordinance of July 3, 2019 how those
new rules apply. Defined Benefit Pension plans are closed to new entrants starting July 4, and no additional
benefit accruals are allowed from January 1, 2020 onwards. As a consequence of this new legal framework,
upon recommendation of the Nomination and Remuneration Committee, the Board of Directors decided on
December 16, 2019 that the new CEO will no longer be eligible to the Occupational Pension plan offered to
Executive Committee members. Besides, former Chairman and CEO thierry Breton, who left Atos on
October 31, 2019, and settled his Defined Benefit pension accrued rights, waived his pension supplement
that he could be entitled to, during his mandate period at the European Commission. All these impacts are
treated as plan amendment under IAS19. The positive impact of it has been recognized as part of operating
margin in the second half of the year for € 12 million.

December December
(In € million)
31, 2019 31, 2018

Amounts recognized in financial statements consist of :


Prepaid pension asset 231 116
Accrued liability – pension plans -1,203 -1,314
Net amounts recognized – Total -972 -1,197
Components of net periodic cost
Service cost (net of employees contributions) 51 57
Past service cost, settlements -46 -41
Administration costs 2 4
Operating expense 8 20
Interest cost 104 103
Interest income -74 -79
Financial expense 30 24
Net periodic pension cost – Total expense/(profit) 37 44
Change in defined benefit obligation
Total Defined Benefit Obligation at January 1st 4,901 4,735
Assets held for distribution -536 14
Exchange rate impact 138 -14
Service cost (net of employees contributions) 51 57
Interest cost 104 103
Past service cost, Settlements -51 -42
Business combinations/(disposals) - 330
Employees contributions 7 9
Benefits paid -183 -184
Actuarial (gain)/loss - change in financial assumptions 454 -124
Actuarial (gain)/loss - change in demographic assumptions -45 -12
Actuarial (gain)/loss - experience results 16 29
Reclassification 0 -
Defined benefit obligation at December 31st 4,855 4,901

The weighted average duration of the liability is about 16 years.

Atos | 2019 Financial Report 82


December December
(In € million)
31, 2019 31, 2018

Change in plan assets


Fair value of plan assets at January 1st 3,704 3,557
Assets held for distribution -426 -7
Exchange rate impact 131 -15
Actual return on plan assets 364 -56
Employer contributions 33 46
Benefits paid by the funds -151 -146
Settlements -5 -2
Business combinations/(disposals) - 322
Employees contributions 7 9
Administration costs -3 -4
Transfer of Worldline shares to Atos UK Pension Scheme 230 -
Fair value of plan assets at December 31st 3,883 3,704
Reconciliation of prepaid/(accrued) Benefit cost
Funded status -972 -1,197
Any other amount not recognized (asset ceiling limitation) - -1
Prepaid/(accrued) pension cost -972 -1,197
Reconciliation of net amount recognized (all plans)
Net amount recognized at beginning of year -1,197 -1,179
Assets held for distribution 110 -11
Net periodic pension cost -37 -44
Benefits paid by employer 32 39
Employer contributions 33 46
Business combinations/(disposals) - -6
Amounts recognized in Other Comprehensive Income -134 -39
Other (exchange rate) -7 -1
Transfer of Worldline shares to Atos UK Pension Scheme 230 -
Reclassification -1 -2
Net amount recognized at end of year -972 -1,197

The development in the main countries was as follows:


UK German Other
(In € million)
schemes schemes schemes
Reconciliation of net amount recognized in main plans:
Net amount recognized at beginning of year -60 -719 -418
Assets held for distribution 6 60 44
Net periodic pension cost -5 -15 -17
Benefits paid by employer & employer contributions 25 14 26
Business combinations / disposals - - -
Amounts recognized in Other Comprehensive Income -43 -70 -21
Transfer of Worldline shares to Atos UK Pension Scheme 230
Other (exchange rate and reclassification) -3 0.33 -5
Net amount recognized at end of year 151 -730 -393
Defined benefit obligation at December 31 s t -2,472 -1,444 -940
Fair value of plan assets at December 31 s t 2,622 714 547
Asset ceiling limitation at December 31 s t - - -
Net amount recognized at end of year 151 -730 -393

Atos | 2019 Financial Report 83


Actuarial assumptions
Group obligations are valued by independent actuaries, based on assumptions that are periodically updated.
These assumptions are set out in the table below:
United Kingdom Eurozone Switzerland USA

December December December December December December December December


31, 2019 31, 2018 31, 2019 31, 2018 31, 2019 31, 2018 31, 2019 31, 2018

0,8% ~ 1.6% ~ 0.75% ~


Discount rate 2.10% 2.90% 0.25% 3.00% 4.00%
1,3% 2.05% 0.8%
Inflation RPI: 2.95% RPI: 3.20%
1.45% 1.45% na na na na
assumption C PI: 1.95% C PI: 2.20%

The inflation assumption is used for estimating the impact of indexation of pensions in payment or salary
inflation based on the various rules of each plan.
Sensitivity of the defined benefit obligations of the significant plans to the discount rate and inflation rate
assumptions is as follows:

Discount rate Inflation rate


+25bp +25bp
United Kingdom main pension plans -4.7% +3.6%
German main pension plans -3.7% +2.5%

These sensitivities are based on calculations made by independent actuaries and do not include cross effects
of the various assumptions, they do however include effects that the inflation assumption would have on
salary increase assumptions for the United Kingdom.

Plan assets
Plan assets were invested as follows:
December 31, December 31,
2019 2018
Equity 15% 16%
Bonds/Interest Rate Swaps 66% 64%
Real Estate 7% 8%
C ash and C ash equivalent 2% 3%
Other 10% 9%

Of these assets, 88% is valued on market value, 10% relates to property, private equity and infrastructure
investments where valuations are based on the information provided by the investment managers and 2%
relates to insurance contracts.
A significant part of the Bonds and Interest Rate Swaps are part of the interest rate hedging program
operated by the Atos United Kingdom pension plans, which aims to hedge a significant portion of funding
liabilities. None of the plans are hedged for longevity risks.
Atos securities or assets used by the Group are not material.

Situation of the United Kingdom pension funds and impact on contribution for 2020
The Group expects to contribute € 8 million to its United Kingdom schemes next year versus € 25 million
in 2019, as a result of the good level of funding of the two main schemes at the end of 2019.

Prepaid pension situations on statement of financial position


The net asset of € 231 million mostly relates to two schemes in the United Kingdom and is supported by
appropriate refund expectations according to IFRIC 14.

Atos | 2019 Financial Report 84


Summary net pension impacts on income statement
The net impact of defined benefit pension plans on Group financial statements can be summarized as
follows:

12 months ended 12 months ended


(In €millio n)
31 December 31 December
2019 2018*
Operating margin -9 -18
Other operating income and expenses 1 -2
Financial result -30 -24
Total (expense)/profit -37 -44

Other long-term employee benefits


The net liabilities related to other long-term employee benefits were € 64 million per December 31, 2018
(excluding Worldline). They decreased to € 50 million per December 31, 2019 via benefit payments and
employer contributions (€ 34 million) net of expenses recorded in P&L (€ 25 million).

Note 12 Provisions

Provisions are determined by discounting the excepted future cash flows to estinguish the liability.
Provisions are recognized when:
• the Group has a present legal, regulatory, contractual or constructive obligation as a result of past
events and;

• it is probable that an outflow of resources embodying economic benefits will be required to settle the
obligation and;

• the amount has been reliably quantified

Assets held
December Release Release Other December Non-
(In €millio n) for Charge Current
31, 2018 used unused (*) 31, 2019 current
distribution

Reorganization 70 -5 50 -36 -6 1 74 69 5
Rationalization 18 0 1 -6 -7 3 9 7 2
Project commitments 37 -3 14 -12 -5 -1 30 26 4
Litigations and
121 -31 17 -4 -12 -17 75 17 58
contingencies
Total provisions 247 -38 82 -58 -30 -14 188 119 69
(*) Other movements mainly consist of the currency translation adjustments

Business
December Release Release December Non-
(In €millio n) Charge Combi- Other (*) Current
31, 2017 used unused 31, 2018 current
nation
Reorganization 77 41 -67 -5 24 0 70 68 2
Rationalization 25 4 -6 -3 1 -2 18 6 12
Project commitments 46 14 -19 -20 17 0 37 30 7
Litigations and
138 11 -17 -23 16 -4 121 41 80
contingencies
Total provisions 286 69 -108 -51 58 -7 247 146 101
(*) Other movements mainly consist of the currency translation adjustments

Reorganization
New reorganization provisions were posted for € 50 million over the year mainly in Germany, France and
Benelux and The Nordics driven by new plans aimed at improving Group efficiency and productivity.
The € 36 million consumptions primarily corresponded to workforce optimization in Germany, Central
Eastern Europe and Benelux and The Nordics.

Rationalization
The new provisions of € 1 million mainly relate to office premises rationalization in Germany.
The € 6 million rationalization provisions were used against office premises rationalization costs in
Germany, in United Kingdom, in Benelux and The Nordics and in the United States.

Atos | 2019 Financial Report 85


Project commitments
The € 14 million charge was mainly incurred in Central Eastern Europe, in Germany in Benelux and The
Nordics and in India.
Project commitments provisions released for € 12 million primarily related to losses incurred in Central
Eastern Europe, Germany, and France.

Litigation and contingencies


The closing position of contingency provisions of € 75 million was composed of a number of long-term
litigation issues, such as tax contingencies and social disputes, guarantees given on disposals and other
disputes with clients and suppliers.
The legal department monitors these situations closely with a view to minimizing the ultimate liability.

Note 13 Fair value and characteristics of financial instruments

Derivative financial instruments


Derivative instruments are recognized as financial assets or liabilities at their fair value. Any change in the
fair value of these derivatives is recorded in the income statement as a financial income or expense, except
when they are eligible for hedge accounting, whereupon:
• for fair value hedging of existing assets or liabilities, the hedged portion of an instrument is measured
on the statement of financial position at its fair value. Any change in fair value is recorded as a
corresponding entry in the income statement, where it is offset simultaneously against changes in the
fair value of the designated hedging elements except for any ineffectiveness;

• for cash flow hedging, the effective portion of the change in fair value of the hedging instrument is
directly recognized in shareholders’ equity as “items recognized directly in equity”. The change in value
of the ineffective portion is recognized in “Other financial income and expenses”. Amounts deferred in
equity are taken to the income statement at the same time as the related hedged cash flow.
The Group uses forward foreign exchange contracts to hedge the variability in cash flows arising from
changes in foreign exchanges rates relating to foreign currency sales and purchases. The Group designates
only the spot element of the forward exchange contract as the hedging instrument in cash flow hedging
relationships for highly probable transactions. Under IFRS 9, the Group has elected to separately account
for the forward points as a cost of hedging. Consequently, the changes in forward points will be recognized
in other comprehensive income and accumulated in a cost of hedging reserve as a separate component
within equity and accounted for subsequently as gain and losses accumulated in the cash flow hedge
reserve as part of the underlying covered transaction.

The fair value of financial instruments is provided by independent counterparties.

Interest rate risk


In 2018, bank loans and commercial papers of € 880 million, and in 2019 bank loans and Commercial
Papers of € 755 million are arranged at floating rates, thus exposing the Group to cash flow interest rate
risk.
The Group may mitigate its interest rate exposure using interest rates swap contracts with financial
institutions in order to fix the rate of a portion of the floating-rate financial debt. The fair value of the
financial instruments used to hedge the floating-rate financial qualifies for cash flow hedge accounting.

Atos | 2019 Financial Report 86


Exposure to interest rate risk
The table below presents the interest rate risk exposure of the Group based on future debt commitments.
The exposure at floating rate after hedging risk management is approximately € 2,059 million as at
December 31, 2019. A 1.0% decrease in 1-month Euribor would reduce income from interest by € 20.6
million in theory assuming the structure (cash/floating debt/hedges) remains stable for the full period of
the year.
Exposure
(In €millio n) Notes Less than 1 More than 1 Total
year year
Bank loans & NEU C P -755 - -755
Securitization Note 6.4.1 -10 - -10
Other -54 -1 -55
Total liabilities -819 -1 -820
C ash and cash equivalents Note 6.2 2,413 - 2,413
Overdrafts -79 - -79
Total net cash and cash
2,334 - 2,334
equivalents (*)
Net position before risk management 1,515 -1 1,514
Hedging instruments 45 500 545
Net position after risk management 1,560 499 2,059
Bonds Note 6.4.1 -600 -2,100 -2,700
Optional exchangeable bond Note 6.4.1 - -500 -500
NEU MTN at fixed rate - -50 -50
Total net debt/cash after risk management -600 -2,650 -1,191
(*) Overnight deposits (deposit certificate) and money market securities and overdrafts

Liquidity risk
On November 14, 2019 Atos has fully repaid the term loans in USD and EUR drew on October 9, 2018 to
fund the Syntel acquisition. The outstanding amounts were $ 1,045 million and € 513 million.
On October 30, 2019 Atos has announced the disposal of Worldline share capital (€ 780 million through a
private placement by way of Accelerated Book building Offering (ABO) and the issuance of € 500 million
zero coupon bonds exchangeable into Worldline shares with a maturity of 5 years and an exchange premium
of 35%. Total gross proceeds for Atos was € 1,280 million for the combined transactions.
On November 5, 2018, Atos announced the successful placement of its € 1.8 billion bond issue. The € 1.8
billion triple tranche bond issue consists of three tranches:
• € 700 million notes with a 3.5-year maturity and 0.75 % coupon

• € 750 million notes with a 6.5-year maturity and 1.75 % coupon

• € 350 million notes with a 10-year maturity and 2.50 % coupon


There are no financial covenants. The rating agency Standard and Poor’s has assigned a rating of BBB+ to
the three tranches, subsequently to the rating of Atos described here below.
On October 22, 2018, the rating agency Standard and Poor’s has assigned a rating of BBB+ to Atos
recognizing the strong investment grade profile of the Group.
On October 11, 2018, Atos signed with a number of major financial institutions a five-year € 2.4 billion
revolving credit facility (the Facility) maturing in November 2023 with an option for Atos to request the
extension until November 2025 in two times. Atos has exercised the option on 2019 to extend the maturity
of the Facility until November 2024. Atos still keeps the option to extend the maturity of the Facility for
another one year. The Facility is available for general corporate purposes and replaces the existing € 1.8
billion facility signed in November 2014. The Facility includes one financial covenant which is the leverage
ratio (net debt divided by Operating Margin before Depreciation and Amortization) which may not be greater
than 2.5 times.
On October 9, 2018, Atos drew a bridge loan of $ 1.9 billion for the acquisition of Syntel. The bridge loan
was fully reimbursed on November 9, 2018.
On October 9, 2018, Atos drew a term loan of $ 1.9 billion for the acquisition of Syntel. The term loan was
composed of a 3-year $ 1.1 billion loan and a 5-year $ 0.8 billion loan. The term loan issuance by currency
was $ 0.6 billion equivalent euros and $ 1.3 billion in USD. On December 14, 2018, Atos reimbursed $ 200
million out of the loan drawn in USD.

Atos | 2019 Financial Report 87


The $ 1.9 billion term loan includes one financial covenant which is the leverage ratio (net debt divided by
Operating Margin before Depreciation and Amortization) which may not be greater than 2.5 times.
On May 4, 2018 Atos implemented a Negotiable European Medium-Term Note program (NEU MTN) in order
to optimize financial expenses and improve Group liquidity management, for an initial maximum amount
of € 600 million.
On June 2, 2017, Atos implemented a Negotiable European Commercial Paper program (NEU CP) in order
to optimize financial expenses and improve Group liquidity management, for an initial maximum amount
of € 900 million raised to € 1.8 billion in October 2018. On December 10th, 2019 the maximum amount of
€ 1.8 billion was increased to € 2.4 billion.
On September 29, 2016, Atos issued a Euro private placement bond of € 300 million with a seven-year
maturity and with a 1.444% fixed interest rate (unrated). There are no financial covenants.
On July 2, 2015 Atos issued a bond of € 600 million with a five-year maturity. The coupon rate is 2.375%
(unrated). There are no financial covenants.
Atos securitization program of trade receivables has been renewed for 5 years on May 29, 2018 with a
maximum amount of receivables sold of € 500 million and a maximum amount of financing reduced from
€ 200 million to € 100 million. The program has been restricted to two French participant entities.
The program is still structured with two compartments, called ON and OFF:
• compartment “ON” is similar to the previous program (i.e. the receivables are maintained in the Group
statement of financial position) which remains by default the compartment in which the receivables are
sold. This compartment was used at its lowest level;

• compartment “OFF” is designed so the credit risk (insolvency and overdue) of the debtors eligible to
this compartment of the program is fully transferred to the purchasing entity of a third-party financial
institution.
As of December 31, 2019, the Group has sold:
• in the compartment “ON” € 108 million receivables for which € 10 million were received in cash. The
sale is with recourse, thus re-consolidated in the statement of financial position;

• in the compartment “OFF” € 37 million receivables which qualify for de-recognition as substantially all
risks and rewards associated with the receivables were transferred.
The Atos securitization program includes one financial covenant which is the leverage ratio (net debt divided
by Operating Margin before Depreciation and Amortization) which may not be greater than 2.5.
The calculation of the below-mentioned ratios as of December 31, 2019 is provided below in respect of the
credit documentation of the multi-currency revolving credit facility and the securitization program, that
excluded IFRS 16 impacts.

Currency exchange risk


Atos operates in 73 countries. However, in most cases, Atos invoices in the country where the Group
renders the service, thus limiting the foreign exchange risk. Where this is not the case, the Group generally
uses hedging instruments such as forward contracts or foreign currency swaps to minimize the risk.
The carrying amount of the Group’s foreign currency denominated monetary assets and monetary liabilities
at the reporting date are as follows:
(In €millio n) 2019 2018 2019 2018 2019 2018
EUR GBP USD
Assets 189 107 38 17 214 180
Liabilities 44 34 3 3 145 30
Foreign exchange exposure before hedging 145 73 35 14 70 150
Hedged amounts -328 -347 -80 -85 -119 -78
Foreign exchange impact after hedging -183 -274 -45 -72 -49 72

Atos | 2019 Financial Report 88


Foreign currency sensitivity analysis
The entities with functional currencies in EUR, GBP and USD are mainly exposed to Foreign Exchange risk.
The following table details the Group sensitivity to a 5% increase and decrease of the sensitive currency
against the relevant functional currency of each subsidiary. The sensitivity analysis includes only
outstanding foreign currency denominated monetary items and adjusts their translation at the period end
for a 5% increase in foreign currency rates.

(In €millio n)
2019 2018 2019 2018 2019 2018
EUR GBP USD
Income Statement -9 -14 -2 -4 -2 4

Hedge accounting
There is no material deviation between the maturity of the financial instruments and the period in which
the cash flows are expected to occur.
As at December 2019, derivatives were all allocated to the hedging of transactional risks (foreign exchange
currency risks). From an accounting point of view, most of the derivatives were considered as cash flow
hedge instruments.
The breakdown of the designation of the instruments by currency is as follows:
(In € million) December 31, 2019 December 31, 2018

Instruments Fair value Notional Fair value Notional


Cash flow hedge
Interest rate
SWAP -2 545 -3 545
Foreign exchange
Forward contracts USD 0 31 0 88
Forward contracts GBP - - 0 4
Forward contracts INR 2 161 7 142
Forward contracts MXN 1 26 -1 25
Forward contracts PLN 1 108 0 118
Forward contracts PHP 0 27 1 24
Forward contracts RON 0 43 1 44
Forward contracts RUB 0 9 0 6
Forward contracts MAD 0 13 1 20
Forward contracts CNY 0 2 0 2
Forward contracts CHF 0 10 0 -8
Forward contracts TRY - - 0 -
Trading and fair value hedge
Foreign exchange
Forward contracts USD 0 61 0 19
Forward contracts GBP 0 -14 - -13
Forward contracts INR 0 12 0 8
Forward contracts MAD 0 7 0 3
Forward contracts CNY 0 1 - -
Forward contracts RON 0 5 0 7
Forward contracts PLN 0 18 0 24
Forward contracts PHP 0 3 0 4
Forward contracts MXN 0 3 - -

The net amount of cash flow hedge reserve at December 31, 2019 was €+4 million (net of tax), with a
variation of €-2 million (net of tax) over the year.

Atos | 2019 Financial Report 89


Note 14 Shareholders’ equity

14.1. Earnings per share

Basic earnings per share is calculated by dividing the net income (attributable to owners of the parent) by
the weighted average number of ordinary shares outstanding during the period. Treasury shares deducted
from consolidated equity are not considered in the calculation of basic or diluted earnings per share.
Diluted earnings per share is calculated by dividing the net income attributable to owners of the parent,
adjusted for the financial cost net of tax of dilutive debt instruments, by the weighted average number of
ordinary shares outstanding during the period, plus the average number of shares which, according to the
share buyback method, would have been outstanding had all the issued dilutive instruments been converted
(stock options and convertible debt).
The dilutive impact of each convertible instrument is determined in order to maximize the dilution of basic
earnings per share. The dilutive impact of stock options is assessed based on the average price of Atos
shares over the period.

Potential dilutive instruments comprised stock options (4.659 employee stock options) and did not generate
a restatement of net income used for the diluted EPS calculation.
12 months 12 months
ended ended
(In €millio n and shares)
December 31, December 31,
2019 2018*
Net income from continuing operations– Attributable to owners
414 560
of the parent [a]
Impact of dilutive instruments - -
Net income from continuing operations restated of dilutive
414 560
instruments - Attributable to owners of the parent [b]
Average number of shares outstanding [c] 107,669,930 106,012,480
Impact of dilutive instruments [d] 4,659 15,254
Diluted average number of shares [e]=[c]+[d] 107,674,589 106,027,734
(In €)
Basic EPS from continuing operations [a] / [c] 3.84 5.28
Diluted EPS from continuing operations [b] / [e] 3.84 5.28
* Income and expense items relating to Worldline for 2018 have been reclassified to “Net income from
discontinued operation”, in accordance with IFRS 5.
12 months 12 months
ended ended
(In €millio n and shares)
December 31, December 31,
2019 2018*
Net income from discontinued operation - Attributable to
2,986 70
owners of the parent [a]
Impact of dilutive instruments - -
Net income from discontinued operation restated of dilutive
2,986 70
instruments - Attributable to owners of the parent [b]
Average number of shares outstanding [c] 107,669,930 106,012,480
Impact of dilutive instruments [d] 4,659 15,254
Diluted average number of shares [e]=[c]+[d] 107,674,589 106,027,734
(In €)
Basic EPS from discontinued operation [a] / [c] 27.74 0.67
Diluted EPS from discontinued operation [b] / [e] 27.73 0.67
* Income and expense items relating to Worldline for 2018 have been reclassified to “Net income from
discontinued operation”, in accordance with IFRS 5.

No significant share transactions occurred subsequently to the 2019 closing that could have a dilutive
impact on earnings per share calculation.

Atos | 2019 Financial Report 90


14.2. Equity attributable to the owners of the parent

Treasury shares
Atos shares held by the parent company are recorded at their acquired cost as a deduction from
consolidated shareholders’ equity. In the event of a disposal, the gain or loss and the related tax impacts
are recorded as a change in consolidated shareholders’ equity.

Capital increase
In 2019, Atos SE increased its share capital by incorporating additional paid-in-capital and common stock
for € 142 million related to the issuance of 2,328,695 new common stocks split as follows:
• 2,039,710 new shares,

• Exercise of 25,467 stock options in 2019,

• Employee share option plan for 263,518.


As at December 31, 2019, Atos SE issued share capital amounted to € 109 million, divided into 109,214,914
fully paid-up common stock of € 1.00 par value each.

Distribution in kind - Worldline


Following the decision made on January 29, 2019 by Atos Board of Directors to submit to Annual General
Meeting the project to distribute 23.5% of Worldline total shares to Atos shareholders and the approval of
the transaction by Atos shareholders at the Annual General Meeting on April 30, 2019, this distribution of
Worldline shares took effect on May 7, 2019, the payment date for the stock dividend, for a total amount
of € 2,344 million, corresponding to a distribution of 42,852,724 Worldline shares valued at € 54.7 per
share.

14.3. Non-controlling Interests

Non-controlling interests purchase commitments


The Group can take commitments to repurchase the non-controlling interests of shareholders of certain
subsidiaries. The strike price of these put options may be set or determined according to a predefined
calculation formula, and the options may be exercised at any time or on a specific date.
The Group records a financial liability at the present value of the strike price in respect of the put options
granted to holders of non-controlling interests in the entities concerned. The offsetting entry for this
financial liability differs depending on whether the non-controlling shareholders have maintained present
access to the economic benefits of the entity. In the case of present access to the entity’s economic benefits,
non-controlling interests are maintained in the statement of financial position and the liability is recognized
against equity attributable to owners of the parent. Where access to the entity’s economic benefits is no
longer available by virtue of the put option, the corresponding non-controlling interests are derecognized.
The difference between the liability representing the commitment to repurchase the non-controlling
interests and the carrying amount of derecognized non-controlling interests is recorded as a deduction from
equity attributable to owners of the parent. Subsequent changes in the value of the commitment are
recorded by an adjustment to equity attributable to owners of the parent.

Assets Held
December 2019 Scope Capital December
(In €millio n) for Dividends
31, 2018 Income Changes Increase 31, 2019
distribution

Worldline 2,019 89 -2,107 - - - -


Other 9 3 - -3 - 3 12
Total 2,027 92 -2,107 -3 - 3 12

December 2018 Capital Scope December


(In €millio n) Dividends Others
31, 2017 Income Increase Changes 31, 2018

Worldline 555 69 1,140 -7 282 -20 2,019


Other 10 4 - -4 -1 - 9
Total 564 73 1,140 -11 281 -20 2,027

Atos | 2019 Financial Report 91


In 2019, the significant decrease of the non-controlling interest was due to the loss of control of Worldline,
following the distribution in kind of Worldline shares on May 2019, from now accounted for under equity
method.
Non-controlling interests are not significant for the Group anymore.

Note 15 Off-balance sheet commitments

Contractual commitments
The table below illustrates the minimum future payments for firm obligations and commitments over the
coming years. Amounts indicated under the long-term borrowings are posted on the Group consolidated
statement of financial position.
Maturing
December December
(In €millio n) Up to 1 1 to 5 Over 5
31, 2019 31, 2018
year years years

Bonds 2,700 600 1,750 350 2,700


Optional exchangeable bond 500 - 500 - -
Bank loans & commercial papers 805 755 - 50 2,365
Finance leases - - - - 15
Recorded on the balance sheet 4,005 1,355 2,250 400 5,080
Operating leases: land, buildings,
- - - - 1,220
fittings *
Operating leases: IT equipment * - - - - 264
Operating leases: other fixed assets * - - - - 75
Leases as low value and short term lease 19 7 12 - -
Non-cancellable purchase obligations
101 - 101 - 366
(> 5 years)
Commitments 120 7 113 - 1,924
Total 4,125 1,362 2,363 400 7,004
Financial commitments received
2,320 - 2,320 - 2,320
(Syndicated Loan)
Total received 2,320 - 2,320 - 2,320
* Commitments are recognized as lease liability starting January 1, 2019

The received financial commitment refers exclusively to the non-utilized part of the € 2.4 billion revolving
facility.

Commercial commitments

December 31, December 31,


(In €millio n)
2019 2018

Bank guarantees 347 398


- Operational - Performance 253 207
- Operational - Bid 14 14
- Operational - Advance Payment 68 97
- Financial or Other 12 79
Parental guarantees 3,343 4,751
- Operational - Performance 3,168 3,828
- Financial or Other 175 923
Pledges 7 9
Total 3,697 5,157

For various large long-term contracts, the Group provides performance guarantees to its clients. These
guarantees amount to € 3,168 million as of December 31, 2019, compared with € 3,828 million at the end
of December 2018. This decrease of € 660 million compared to last year is mainly due to the expiration of
some guarantees provided to the benefit of the US, UK and Benelux & the Nordics customers.
In relation to the multi-currency revolving facility amended in October 2018, Atos SE issued a parental
guarantee to the benefit of the consortium of banks represented by BNP Paribas, in order to cover up to €
660 million (unchanged amount) the obligations of its subsidiaries: Atos Telco Services B.V. and Atos
International B.V..

Atos | 2019 Financial Report 92


Atos SE has given a € 102 million guarantee to Ester Finance in relation to a securitization program involving
certain of its subsidiaries. Guarantee amount decreased due to the restructuration of the securitization
program in May 2018.
As part of the general agreement with Siemens in respect of the transfer of SIS UK pension liabilities, the
Board of Atos SE, during its March 29, 2011 meeting, agreed to provide a 20-year guarantee to the Atos
2011 Pension Trust set up to accommodate the transfer. The maximum amount of the guarantee is £ 200
million (€ 233 million).
In the framework of the Atos pension Schemes rationalization in the UK, for a more efficient structure, the
Board of Directors of Atos SE, during its July 22, 2018 meeting, agreed to provide one parental guarantee
(replacing three existing) to the Atos Pension Schemes Limited as trustee of the new Atos UK 2019 Pension
Scheme set up on November 1, 2019. Under the said guarantee, Atos SE will guarantee the obligations of
the sponsoring employers. The total estimated amount of the new guarantee is £ 587 million (€ 685
million).

Note 16 Related party transactions

Related parties are defined as follows:


• entities which are controlled directly by the Group, either solely or jointly, or indirectly through one or
more intermediary controls. Entities which offer post-employment benefits in favor of employees of the
Group, or entities which are controlled or jointly owned by a member of the key management personnel
of the Group as defined hereafter; and

• key management personnel of the Group defined as persons who have the authority and responsibility
for planning, directing and controlling the activity of the Group, namely members of the Board of
Directors as well as Senior Executive Vice-Presidents.
Transactions between Atos and its subsidiaries, which are related parties of the Group, have been
eliminated in consolidation and are not disclosed in this note.
Transactions between the related parties
The main transactions between the related entities are composed of:
• The reinvoicing of the premises;

• The invoicing of delivery services such as personnel costs or use of delivery infrastructure;

• The invoicing of administrative services; and

• The interest expenses related to the financial items.


These transactions are entered into at market conditions.

Related party transactions are detailed as follows:

The receivables and liabilities included in the statement of financial position linked to the related parties
are detailed as follows:

(in €millio n) December 31, 2019

Trade accounts and notes receivables 23


Trade accounts and notes payables 26

Atos | 2019 Financial Report 93


Compensation of members of the Board of Directors as well as Senior Executive Vice-President
The remuneration of the key members of Management during the year is set out below:

12 months 12 months
(In €millio n) ended 31 ended 31
December 2019 December 2018
Short-term benefits 6 6
Employer contributions & other taxes 3 2
Post-employment benefits 1 3
Equity-based compensation: stock options & free share plans 7 5
Total 18 16

Short-term benefits include salaries, bonuses and fringe benefits. Bonuses correspond to the total charge
reflected in the income statement including the bonuses actually paid during the year, the accruals relating
to current year and the release of accruals relating to prior year.
The Chairman and Chief Executive Officer (“CEO”) resigned from his offices on October 31, 2019 and claim
his mandatory retirement benefits. He benefited from the supplementary pension plan reserved for
members of the Group’s Executive Committee ending their career at Atos SE or Atos International SAS
governed by article L. 137-11 of the French Social Security Code. The gross amount of this pension
amounts to € 627,586. Pensions are paid by an insurer and Atos funds its commitments when beneficiaries
retire. The Chairman and CEO has informed that he waived this pension supplement that he could be
entitled during his mandate period at the European Commission, which runs until end of 2024.
The Chairman and CEO did not have an employment contract and is not entitled to severance payment at
the end of his mandate. Besides, the Chairman and CEO has stated to the Board of Directors that he wishes
to waive any due or potential variable compensation for the year 2019 as well as all his equity instruments
rights (performance shares and stock-options) that were not vested yet.

Atos | 2019 Financial Report 94


Note 17 Main operating entities part of scope of consolidation as of December 31, 2019

Atos | 2019 Financial Report 95


Atos | 2019 Financial Report 96
Atos | 2019 Financial Report 97
% of Consolidation % of
Adress
Interest method Control

Saudi Arabia

P. O. Box # 8772 - Riyadh-11492


Atos Saudi LLC 49 PC 49 Saudi Arabia

Qatar

ATOS QATAR Llc 100 FC 100 Sheikh Suhaim bin Hamad Street - No.89858 - Doha - Qatar

Egypt

Atos IT SAE 100 FC 100 50 Rue Abbass El Akkad - Nasr city- La Caire - Egypt

THE UNITED KINGDOM

Second Floor - Mid City Place - 71 High holborn - London,


Atos Consulting Limited 100 FC 100 WC1V6EA - United Kingdom

Second Floor - Mid City Place - 71 High holborn - London,


Atos IT Services Limited 100 FC 100 WC1V6EA - United Kingdom

Second Floor - Mid City Place - 71 High holborn - London,


Atos IT Services UK Limited 100 FC 100 WC1V6EA - United Kingdom

Second Floor - Mid City Place - 71 High holborn - London,


Atos UK IT Holdings Limited 100 FC 100 WC1V6EA - United Kingdom

Second Floor - Mid City Place - 71 High holborn - London,


Atos Esprit Limited 95 FC 100 WC1V6EA - United Kingdom

Second Floor - Mid City Place - 71 High holborn - London,


Shere Limited 100 FC 100 WC1V6EA - United Kingdom

Second Floor - Mid City Place - 71 High holborn - London,


Atos BPS Ltd 100 FC 100 WC1V6EA - United Kingdom

Second Floor - Mid City Place - 71 High holborn - London,


Atos UK Holdings Ltd 100 FC 100 WC1V6EA - United Kingdom

Second Floor - Mid City Place - 71 High holborn - London,


Atos International IT Holdings Ltd 100 FC 100 WC1V6EA - United Kingdom

4 Triton Square - Regent’s Place - London, NW1 3HG United


Atos Restaurant Technology Services UK Limited 100 FC 100 Kingdom

Second Floor - Mid City Place - 71 High holborn - London,


Unify Enterprise Communications Limited 100 FC 100 WC1V6EA - United Kingdom

Second Floor - Mid City Place - 71 High holborn - London,


ENGAGE ESM HOLDING LTD 100 FC 100 WC1V6EA - United Kingdom

Second Floor - Mid City Place - 71 High holborn - London,


ENGAGE ESM LTD 100 FC 100 WC1V6EA - United Kingdom

ASIA PACIFIC

Australia

885 Mountain Highway 3153 Bayswater - Victoria


Atos (Australia) Pty. Ltd 100 FC 100 Australia

China

Floor 12 - Building 1B Powerise accelerator - High Tech zone


Atos Information Technology (Nanjing) Co., Ltd 100 FC 100 Software park - Nanjing - Jiangsu Province - China

Room 05.161 - Floor 5 - Building E - No.7 - Zhonghuan Nanlu


Atos Information Technology (China) Co. Ltd 100 FC 100 Wangjing - Chaoyang District - Beijing - China

Atos Worldgrid Information Technology (Beijing) Co Room 05.162 - Floor 5 - Building E - No.7 - Zhonghuan Nanlu
100 FC 100 Wangjing - Chaoyang District - Beijing - China
Ltd

Room 108-109 - 1st floor, Building B2 - Tianfu Software Park - High


RTS Information Consulting (Chengdu) Co. Ltd 100 FC 100 Tech Zone - Chengdu - Sichuan Province - China

Hong Kong

8/F Octa Tower - 8 Lam Chak Street - Kowloon Bay - Kowloon


Atos Information Technology HK Ltd 100 FC 100 Hong Kong

RM 1401 - Hutchison House - 10, Harcourt Road


Bull Information Systems (Hong Kong) Limited 100 FC 100 Hong Kong

India

Godrej & Boyce Complex - Plant 5 - Pirojshanagar - LBS Marg


Atos India Private Limited 100 FC 100 Vikhroli(W) - Mumbai - 400079 - India

Innovator Building - International Tech Park - Whitefield Road -


Atos IT Services Private Limited 99.99 FC 100 560066 Bangalore - Karnataka - India

Atos | 2019 Financial Report 98


Atos | 2019 Financial Report 99
Atos | 2019 Financial Report 100
Note 18 Subsequent events

Atos has completed as of February 4, 2020 the sale of ca. 23.9 million Worldline shares, for ca. € 1.5 billion,
through a placement to qualified investors by way of an accelerated bookbuilt offering (the “Placement”).
The sale price of the Placement was set at € 61.5 per Worldline share. The Placement is a further milestone
in the creation of two pure play global leaders in their respective industries. However, the relationship
between the two groups will remain strong with the existing and unchanged industrial and commercial
partnership created through the Atos-Worldline Alliance announced in January 2019. Atos plans to use the
proceeds of the Placement to repay existing debt and for general corporate purposes. Following the
Placement, Atos holds ca. 7 million Worldline shares, representing ca. 3.8% of the Worldline share capital,
which are underlying the Bonds.

Atos | 2019 Financial Report 101


Note 19 Auditors’ fees

Grant Thornton Deloitte


(In €tho usand and %) Other Grant Deloitte & Other Deloitte
Grant Thornton
Thornton Associés members firms
Fees % Fees % Fees % Fees %

Audit and limited review


of individual and
consolidated financial
statements
Parent company 1,076 70% - - 1,328 63% - -
Subsidiaries 460 30% 3,369 78% 614 29% 2,093 76%
Sub-total Audit 1,536 99% 3,369 78% 1,942 92% 2,093 76%
Non audit services*
Parent company - - - - 109 5% - -
Subsidiaries 8 1% 954 22% 70 3% 658 24%
Sub-total Non Audit 8 1% 954 22% 179 8% 658 24%
Total fees 2019 1,544 100% 4,323 100% 2,121 100% 2,751 100%
* In 2019, non audit services related to services provided at the Company's request and notably correspond to (i)
certificates and reports issued as independent third party on the human resources, environmental and social information
pursuant to article of the French Commercial Code, (ii) due diligence, and (iii) tax services, authorized by local legislation,
in some foreign subsidiaries

Grant Thornton Deloitte


(In €tho usand and %) Other Grant Deloitte & Other Deloitte
Grant Thornton
Thornton Associés members firms
Fees % Fees % Fees % Fees %

Audit and limited review


of individual and
consolidated financial
statements
Parent company 1,120 53% - - 1,173 46% - -
Subsidiaries 824 39% 3,558 98% 812 32% 2,550 83%
Sub-total Audit 1,944 92% 3,558 98% 1,985 77% 2,550 83%
Non audit services*
Parent company 15 1% - - 133 - - -
Subsidiaries 159 7% 56 2% 448 17% 521 17%
Sub-total Non Audit 174 8% 56 2% 580 23% 521 17%
Total fees 2018 2,118 100% 3,614 100% 2,565 100% 3,071 100%

* In 2018, non audit services related to services provided at the Company's request and notably correspond to (i)
certificates and reports issued as independent third party on the human resources, environmental and social information
pursuant to article of the French Commercial Code, (ii) due diligence, and (iii) tax services, authorized by local legislation,
in some foreign subsidiaries

Atos | 2019 Financial Report 102


Contacts and locations

Contacts

Global Headquarters
River Ouest
80 Quai Voltaire
95870 Bezons – France
+33 1 73 26 00 00

Corporate functions
Finance
Uwe Stelter +33 1 73 26 01 84

Human Resources, Siemens Partnership & CSR


Philippe Mareine +49 21 13 99 20 800

Executive & Talent Management, Communications


Marc Meyer +33 1 73 26 00 26

Sales & Marketing


Robert Vassoyan +33 1 73 26 00 00

Investor Relations & Financial Communication


Gilles Arditti +33 1 73 26 00 66

Mergers & Acquisitions, Legal, Compliance & Contract Management


Alexandre Menais +33 1 73 26 42 15

Procurement
Aurélia Tremblaye +33 1 73 26 08 41

Internal Audit
Hervé Striegel +33 6 98 44 24 67

Global organization
Infrastructure & Data Management
Eric Grall +48 525 259 326

Unified Communication & Collaboration


Robert Vassoyan +33 1 73 26 00 00

Business & Platform Solutions Public & Regional


Nourdine Bihmane +34 6 75 60 89 37

Business & Platform Solutions Atos Syntel


Adrian Gregory +44 780 591 04 28

Atos Syntel
Rakesh Khanna +91 98 1900 9000

Big Data & Cybersecurity


Pierre Barnabé +33 1 73 26 35 61

Atos | 2019 Financial Report 103


Investor Relations
Gilles Arditti
Executive Vice-President Investor Relations & Financial Communication
Tel: +33 1 73 26 00 66
[email protected]

Yves Chabrol
Investor Relations Manager
Tel: +33 6 09 78 46 08
[email protected]

Requests for information can also be sent by email to [email protected]

Atos | 2019 Financial Report 104


Locations
Atos is present in main cities to support customers. The addresses and phone numbers of the Group main
offices can be found on the Locations page on website atos.net. Details of current job opportunities can be
found in Careers pages. An email address for general questions and comments about the Atos’ Internet
site can be found at the bottom of the page.

Global Headquarters
River Ouest
80 Quai Voltaire
95870 Bezons – France
+33 1 73 26 00 00

Europe
Andorra Asia Pacific
Australia
Austria
China
Belarus
Hong Kong
Belgium
Indonesia
Bosnia
Japan
Bulgaria
Malaysia
Croatia
New-Zealand
Czech Republic
Philippines
Denmark
Singapore
Estonia
South Korea
Finland
Taiwan
France
Thailand
Germany
Greece
India, Middle-East & Africa
Hungary Algeria
Italy Benin
Ireland Burkina Faso
Lithuania Egypt
Luxembourg Gabon
Poland India
Portugal Israel
Romania Ivory-coast
Russia Lebanon
Serbia Madagascar
Slovakia Mali
Slovenia Mauritius
Spain Morocco
Sweden Qatar
Switzerland Saudi Arabia
The Netherlands Senegal
United Kingdom South Africa
Tunisia
Americas
Turkey
Argentina
United Arab Emirates
Brazil
Canada
Chile
Colombia
Guatemala
Mexico
Peru
Uruguay
USA

Atos | 2019 Financial Report 105


Full index
TABLE OF CONTENT ................................................................................................................... 2
GROUP OVERVIEW ............................................................................................................ 3
Revenue profile........................................................................................................................ 3
By Division ......................................................................................................................3
By Business Unit ..............................................................................................................4
By Market .......................................................................................................................5
Business profile ....................................................................................................................... 6
Atos expertise covers a wide range of specialties to accompany its customers for new
opportunities and innovations ............................................................................................7
Atos industry expertise .....................................................................................................8

FINANCIALS ...................................................................................................................... 9
Operational review .................................................................................................................. 9
Statutory to constant scope and exchange rates reconciliation ...............................................9
Performance by Division ................................................................................................. 11
Performance by Business Unit .......................................................................................... 15
Revenue by Market ........................................................................................................ 21
Portfolio ........................................................................................................................ 22
Human Resources .......................................................................................................... 23
2020 objectives ..................................................................................................................... 24
Financial review ..................................................................................................................... 24
Income statement .......................................................................................................... 24
Cash Flow ..................................................................................................................... 29
Financing policy ............................................................................................................. 31
Consolidated financial statements ......................................................................................... 33
Consolidated income statement ....................................................................................... 33
Consolidated statement of comprehensive income.............................................................. 34
Consolidated statement of financial position ...................................................................... 35
Consolidated cash flow statement .................................................................................... 36
Consolidated statement of changes in shareholders’ equity ................................................. 37
Notes to the consolidated financial statements ................................................................... 38
Note 1 Changes in the scope of consolidation ............................................................................... 46
Note 2 Segment information ...................................................................................................... 49
Note 3 Revenue, trade receivables, contract assets and contract costs ............................................ 51
Note 4 Operating items ............................................................................................................. 55
Note 5 Other operating income and expenses .............................................................................. 57
Note 6 Financial assets, liabilities and financial result .................................................................... 62
Note 7 Income tax.................................................................................................................... 69
Note 8 Goodwill and fixed assets ................................................................................................ 72
Note 9 Leases .......................................................................................................................... 78
Note 10 Investments in associates accounted for under the equity method ....................................... 79
Note 11 Pension plans and other long-term benefits ....................................................................... 80
Note 12 Provisions ..................................................................................................................... 85
Note 13 Fair value and characteristics of financial instruments ......................................................... 86
Note 14 Shareholders’ equity....................................................................................................... 90
Note 15 Off-balance sheet commitments ....................................................................................... 92
Note 16 Related party transactions............................................................................................... 93
Note 17 Main operating entities part of scope of consolidation as of December 31, 2019 ..................... 95
Note 18 Subsequent events ....................................................................................................... 101
Note 19 Auditors’ fees .............................................................................................................. 102

CONTACTS AND LOCATIONS.......................................................................................... 103


Contacts............................................................................................................................... 103
Global Headquarters ..................................................................................................... 103
Corporate functions ...................................................................................................... 103
Global organization ...................................................................................................... 103
Investor Relations ........................................................................................................ 104
Locations ............................................................................................................................. 105

FULL INDEX................................................................................................................... 106

Atos | 2019 Financial Report 106

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