Atos Origin to acquire Siemens IT Solutions and Services Siemens and Atos Origin to become strategic partners

PARIS and MUNICH, Dec. 14, 2010 — (PRNewswire) — Atos Origin and Siemens announce their intention to form a global strategic partnership. Siemens will contribute its Siemens IT Solutions and Services for a total sum of euro 850 million to Atos Origin in order to create a European IT champion. Siemens will become for a period of at least five years a sustainable shareholder of Atos Origin with a 15% stake. The transaction will create a leading IT services company with pro forma 2010 revenues of approximately euro 8.7 billion and 78,500 employees worldwide. As part of the transaction, Siemens concluded a seven-year outsourcing contract worth around euro 5.5 billion, under which Atos Origin will provide Managed Services and Systems Integration to Siemens. The new company will operate the largest European managed services platforms, will be uniquely positioned to deliver cloud computing services, market leading System Integration solutions such as Consolidation & Harmonization, Energy, PLM and to enhance significantly its electronic payments and transaction based activities.

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Highlights of the Deal

• A European IT Service Champion is formed: In exchange for Siemens IT Solutions and Services Siemens will receive approximately 12.5 million of Atos Origin shares currently at euro 414 million, a five year convertible bond of euro 250 million and a cash payment of approximately euro 186 million.
  • The new company is expected to generate revenue growth in line with market growth in 2011 and with a 6% operating margin. The new company is expected to generate revenues between euro 9 to euro 10 billion and 7 to 8 % in operating margin by 2013.
  • Siemens will support Atos Origin in taking necessary steps in integrating Siemens IT Solutions and Services, a reshaped asset pre-acquisition, in order to generate substantial synergies in the near future. As part of this it is envisaged that the global work force of Siemens IT Solutions and Services will be reduced by 1.750, including 650 in Germany – mainly in indirect functions such as G&A. Siemens agreed to contribute up to euro 250 million to the integration and training costs.
  • The transaction is expected to close by early July 2011 after the consultation with the Working Council of Atos Origin, Antitrust approval and the approval from Atos Origin Shareholders at an Extraordinary Shareholders Meeting planned for the end of June 2011.
• One of the world's biggest outsourcing deals is going along with the transaction: Atos Origin and Siemens to sign a seven-year contract worth euro 5.5 billion to operate Siemens IT infrastructure and applications worldwide.
• Atos Origin and Siemens form a strategic partnership: The sales power of Siemens One will strengthen the new company and should lead to an increase of future revenues. Atos Origin and Siemens will jointly develop new IT products and solutions for which both parties are committed to investing 50 million Euros each. The partnership agreement will provide significant development opportunities in hi- tech transactional Services and growing sectors such as healthcare, energy, transport or manufacturing.

Thierry Breton, Chairman of the Board and CEO of Atos Origin:

"Today marks the start of a very solid and promising long term industrial alliance between Atos Origin and Siemens that will create a most attractive powerhouse in IT and hi-tech transactional Services in Europe. We are opening a wide field of new business and development opportunities to shape the future of IT for both our customers and employees. I am confident that the value generated by this partnership will be rewarding for all our shareholders, including Siemens."

Peter Loscher, President and Chief Executive Officer of Siemens:

"We are creating a European Champion. T he t wo or g anis a tions be n efit from outstand i ng co m ple m entar i ties regard i ng cus t o m er b ase, g eogr a phies and serv i ces. As a future s ustai n able s h a reholder and s trat e gic partner of t h e n ew c o m pany we de m onstrate our c o nfi d ence i n the va l ue a dd c r ea te d by this tran s action f or the Sie m ens IT Soluti o ns a n d S erv i ces e m ployees, o ur sh a reholders and c usto m ers. We wi l l joint l y devel o p n e w IT prod u cts and s oluti o ns a n d streng t hen the i n no v ation po wer of th e n e w co m pany. For t he next sev e n y ears t he n e w co m pany wi l l al s o be resp o nsible for the s erv i ce of th e IT ba ckbo n e o f Sie m ens."