Atos - Registration Document 2016

E Financial

E.4

Consolidated financial statements

Paysquare •

by Atos. On September 30, 2016, Worldline acquired from Equens 100% of its commercial acquiring subsidiary Paysquare for a cash consideration paid of € 113.2 million. Paysquare is fully consolidated in Atos Group since October 1, 2016. Paysquare is held at 70.1% The fair value of Equens and Paysquare net assets acquired are set out in the table below:

liabilty assumed Assets acquired and

(in € million)

Fixed assets

202.3

Net debt Provisions

36.6

-54.4 -36.6 147.8

Other net assets

Fair value of acquisition

Preliminary goodwill of Equens and Paysquare The Group has opted to measure the Equens' non-controlling interests at fair value (full goodwill method).

PreliminaryGoodwill

(in € million)

Consideration transferred for Equens Consideration transferred for Paysquare

178.5 113.2

Total consideration

291.7

Fair value of Non Controlling Interets Equity acquired (Equens & Paysquare)

221.8

84.1 63.7

Customer relationships acquired net of deferred tax

E

Fair value of identifiable net assets

147.8

TOTAL

365.6

The valuation of assets acquired and liabilities assumed at their fair value has resulted in the recognition of new customer relationships for a total amount of € 88.8 million determined by amortization expense of € 2.5 million was recorded for the three-month period ended December 31, 2016. an independent expert. Customer relationships are being amortized on a straight line basis over 6.5 to 9.5 years. An acquisition date about facts and circumstances that existed at the acquisition date that would lead to adjustments to the above If new information is obtained within one year from the amounts, then the acquisition accounting will be revised at that time. The residual goodwill is attributable to Equens’ highly skilled workforce and specific know-how. It also reflects the synergies expected to be achieved from integrating Equens and Paysquare operations into the Group.

Acquisition-related costs

statement, of which € 7.2 million in 2015 and € 5.2 million in 2016. costs. These costs have been recognized in “other operating income and expenses” in the Group’s consolidated income The Group incurred € 12.4 million of legal fees and due diligence 2016 revenue and result as though the acquisition had occured on January 1, 2016 If the acquisition of Equens and Paysquare had occured on January 1, 2016, the twelve-month revenue for 2016 would would have been € 14.7 million (including Paysquare's Visa proceeds in the first semester 2016 for € 42.9 million). have been € 319.8 million and the twelve-month net income

The goodwill arising from this acquisition is not tax deductible.

Atos | Registration Document 2016

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