EXHIBIT 10d



 



Exhibit 10 (d)


Financial Statements of Atos Origin S.A.







The Atos Origin financial statements were prepared in accordance with
accounting principles generally accepted in France. The Atos Origin financial
statements were not audited in accordance with generally accepted auditing
standards in the United States. The audit report relating to the Atos Origin
financial statements, which states that an audit of the Atos Origin financial
statements was conducted in accordance with professional standards applicable
in France, is available, along with the Atos Origin financial statements, on the
website of Atos Origin at www.atosorigin.com.


9






 



FINANCIAL REPORT


Part 2




	 	 	 
	Chapter 2.1	 	
24
	CONSOLIDATED FINANCIAL STATEMENTS	 	 
	 	 	 
	Chapter 2.2	 	
29
	CHANGE IN SCOPE OF CONSOLIDATION	 	 
	 	 	 
	Chapter 2.3	 	
29
	NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS	 	 
	 	 	 
	Chapter 2.4	 	
47
	SCOPE OF CONSOLIDATION AS OF DECEMBER 31ST, 2001	 	 
	 	 	 
	Chapter 2.5	 	
49
	PARENT COMPANY SUMMARY FINANCIAL STATEMENTS	 	 



ATOS ORIGIN ANNUAL REPORT 2002 23


 






 




	 	 	 
	2   ANNUAL REPORT	 	
> FINANCIAL REPORT









2. FINANCIAL REPORT




	2.1.	 	Consolidated Financial Statements



 

 

24 ATOS ORIGIN ANNUAL REPORT 2002


 






 



	 	 	 
	> FINANCIAL REPORT	 	
ANNUAL REPORT   2









	2.1.2.	 	Consolidated Income Statement




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Period ended	 	Period ended	 	Period ended
	 	 	Notes	 	Dec
31st, 2002	 	Dec
31st, 2001	 	Dec
31st, 2000(**)
	(in EUR millions)	 	(*)	 	(12 months)	 	(12 months)	 	(15 months)
	
	 	
	 	
	 	
	 	

	Revenue
	 	 	 	 	 	 	3,042.9	 	 	 	3,037.6	 	 	 	1,913.7	 
	Personnel expenses
	 	 	2.3.3.a	 	 	 	(1,642.0	)	 	 	(1,548.5	)	 	 	(933.9	)
	Operating costs and expenses
	 	 	2.3.3.d	 	 	 	(1,135.3	)	 	 	(1,227.9	)	 	 	(818.8	)
	 
	 	 	 	 	 	 	
	 	 	 	
	 	 	 	
	 
	Income from operations
	 	 	 	 	 	 	265.6	 	 	 	261.2	 	 	 	161.0	 
	% of revenue
	 	 	 	 	 	 	8.7	%	 	 	8.6	%	 	 	8.4	%
	Net financial expense
	 	 	2.3.3.e	 	 	 	(27.3	)	 	 	(9.6	)	 	 	(5.8	)
	 
	 	 	 	 	 	 	
	 	 	 	
	 	 	 	
	 
	Income of fully consolidated companies
	 	 	 	 	 	 	238.3	 	 	 	251.6	 	 	 	155.2	 
	before
amortization of goodwill
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Non-recurring items
	 	 	2.3.3.f	 	 	 	(70.8	)	 	 	(2.9	)	 	 	(42.1	)
	Corporate income tax
	 	 	2.3.3.g	 	 	 	(46.9	)	 	 	(84.0	)	 	 	(33.9	)
	 
	 	 	 	 	 	 	
	 	 	 	
	 	 	 	
	 
	Income of fully consolidated companies
	 	 	 	 	 	 	120.6	 	 	 	164.7	 	 	 	79.2	 
	before
tax
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Share in income of equity affiliates
	 	 	 	 	 	 	(0.1	)	 	 	(0.1	)	 	 	(0.3	)
	Minority interests
	 	 	2.3.3.h	 	 	 	(11.3	)	 	 	(18.3	)	 	 	(11.2	)
	 
	 	 	 	 	 	 	
	 	 	 	
	 	 	 	
	 
	Net income before amortization of goodwill
	 	 	 	 	 	 	109.2	 	 	 	146.3	 	 	 	67.7	 
	% of revenue
	 	 	 	 	 	 	3.6	%	 	 	4.8	%	 	 	3.5	%
	Amortization of goodwill
	 	 	2.3.3.a	 	 	 	(38.4	)	 	 	(23.3	)	 	 	(19.2	)
	 
	 	 	 	 	 	 	
	 	 	 	
	 	 	 	
	 
	Net income — Group Share
	 	 	 	 	 	 	70.8	 	 	 	123.0	 	 	 	48.5	 
	% of revenue
	 	 	 	 	 	 	2.3	%	 	 	4.0	%	 	 	2.5	%
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	In EUR
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Net earnings per share
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Weighted average number of shares (***)(****)
	 	 	 	 	 	 	43,954,677	 	 	 	43,806,925	 	 	 	26,064,573	 
	Earnings per share before amortization of goodwill
	 	 	 	 	 	 	2.48	 	 	 	3.34	 	 	 	2.60	 
	Basic earnings per share
	 	 	 	 	 	 	1.61	 	 	 	2.81	 	 	 	1.86	 
	 
	 	 	 	 	 	 	
	 	 	 	
	 	 	 	
	 
	Diluted average number of shares
	 	 	 	 	 	 	50,846,590	 	 	 	53,801,424	 	 	 	34,562,790	 
	Earnings per share before amortization of goodwill
	 	 	 	 	 	 	2.15	 	 	 	2.93	 	 	 	2.10	 
	Diluted earnings per share
	 	 	 	 	 	 	1.39	 	 	 	2.49	 	 	 	1.62	 
	 
	 	 	 	 	 	 	
	 	 	 	
	 	 	 	
	 








	 	 	(*) See Notes to the consolidated financial statements (2.3).
	 
	 	 	(**) Fiscal year ended
December 31st, 2000: Atos 15 month period, Origin 3
month period.
	 
	 	 	(***) The 21.9 million new shares issued at the time of the Origin merger came
into circulation on October 31st, 2000.
	 
	 	 	(****) ORA bonds issued in consideration for the acquisition of KPMG Consulting
in the UK and The Netherlands are not included in the weighted average number
of shares.
The ORA bonds are included in dilutive instruments.




 

ATOS ORIGIN ANNUAL REPORT 2002 25


 






 



	 	 	 
	2   ANNUAL REPORT	 	
> FINANCIAL REPORT







	2.1.3.	 	Consolidated Balance Sheet




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	(in EUR millions)	 	Notes*	 	Dec.
31st, 2002	 	Dec.
31st, 2001	 	Dec.
31st, 2000
	
	 	
	 	
	 	
	 	

	ASSETS
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Goodwill
	 	 	2.3.4.a	 	 	 	1,029.1	 	 	 	405.4	 	 	 	310.0	 
	Other intangible fixed assets
	 	 	2.3.4.b	 	 	 	32.2	 	 	 	22.9	 	 	 	41.3	 
	Tangible fixed assets
	 	 	2.3.4.c	 	 	 	217.3	 	 	 	303.9	 	 	 	194.8	 
	Investments
	 	 	2.3.4.d	 	 	 	21.3	 	 	 	39.5	 	 	 	26.5	 
	 
	 	 	 	 	 	 	
	 	 	 	
	 	 	 	
	 
	Total fixed assets
	 	 	 	 	 	 	1,299.9	 	 	 	771.7	 	 	 	572.6	 
	 
	 	 	 	 	 	 	
	 	 	 	
	 	 	 	
	 
	Accounts and notes receivable, trade
	 	 	2.3.4.e	 	 	 	871.9	 	 	 	970.9	 	 	 	856.3	 
	Other Receivables, Prepayments and accrued income
	 	 	2.3.4.f	 	 	 	264.2	 	 	 	260.1	 	 	 	244.4	 
	Transferable securities
	 	 	2.3.4.j	 	 	 	133.1	 	 	 	83.2	 	 	 	49.5	 
	Cash at bank and in hand
	 	 	2.3.4.j	 	 	 	288.7	 	 	 	93.3	 	 	 	80.8	 
	 
	 	 	 	 	 	 	
	 	 	 	
	 	 	 	
	 
	Total Current Assets
	 	 	 	 	 	 	1,557.9	 	 	 	1,407.5	 	 	 	1,231.0	 
	 
	 	 	 	 	 	 	
	 	 	 	
	 	 	 	
	 
	Total Assets
	 	 	 	 	 	 	2,857.8	 	 	 	2,179.2	 	 	 	1,803.6	 
	 
	 	 	 	 	 	 	
	 	 	 	
	 	 	 	
	 




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	(in EUR millions)	 	Notes*	 	Dec.
31st, 2002	 	Dec.
31st, 2001	 	Dec.
31st, 2000
	
	 	
	 	
	 	
	 	

	LIABILITIES AND SHAREHOLDERS’ EQUITY
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Common stock
	 	 	2.3.4.g	 	 	 	44.1	 	 	 	43.9	 	 	 	43.8	 
	Additional paid-in capital
	 	 	 	 	 	 	44.0	 	 	 	35.2	 	 	 	32.9	 
	Consolidated reserves
	 	 	 	 	 	 	343.0	 	 	 	226.0	 	 	 	180.3	 
	Translation adjustments
	 	 	 	 	 	 	3.8	 	 	 	7.1	 	 	 	5.0	 
	Net income for the period
	 	 	 	 	 	 	70.8	 	 	 	123.0	 	 	 	48.5	 
	Other Shareholders’ Equity
	 	 	 	 	 	 	234.8	 	 	 	—	 	 	 	—	 
	 
	 	 	 	 	 	 	
	 	 	 	
	 	 	 	
	 
	Shareholders’ Equity — Group Share
	 	 	 	 	 	 	740.5	 	 	 	435.2	 	 	 	310.5	 
	Minority interests
	 	 	2.3.4.l	 	 	 	43.6	 	 	 	43.5	 	 	 	19.4	 
	 
	 	 	 	 	 	 	
	 	 	 	
	 	 	 	
	 
	Total Shareholders’ equity
	 	 	 	 	 	 	784.1	 	 	 	478.7	 	 	 	329.9	 
	 
	 	 	 	 	 	 	
	 	 	 	
	 	 	 	
	 
	Provisions for contingencies and losses
	 	 	2.3.4.i	 	 	 	266.6	 	 	 	251.1	 	 	 	405.0	 
	 
	 	 	 	 	 	 	
	 	 	 	
	 	 	 	
	 
	Borrowings
	 	 	2.3.4.j	 	 	 	862.1	 	 	 	411.7	 	 	 	243.8	 
	Accounts payable — trade
	 	 	2.3.4.k	 	 	 	342.8	 	 	 	423.2	 	 	 	335.1	 
	Other Liabilities, Accruals and deferred income
	 	 	2.3.4.l	 	 	 	602.2	 	 	 	614.5	 	 	 	489.8	 
	 
	 	 	 	 	 	 	
	 	 	 	
	 	 	 	
	 
	Total Liabilities
	 	 	 	 	 	 	1,807.1	 	 	 	1,449.4	 	 	 	1,068.7	 
	 
	 	 	 	 	 	 	
	 	 	 	
	 	 	 	
	 
	Total Liabilities and Shareholders’ equity
	 	 	 	 	 	 	2,857.8	 	 	 	2,179.2	 	 	 	1,803.6	 
	 
	 	 	 	 	 	 	
	 	 	 	
	 	 	 	
	 








	 	 	(*) See Notes to the consolidated financial statements (2.3).


 

26 ATOS ORIGIN ANNUAL REPORT 2002


 






 



	 	 	 
	> FINANCIAL REPORT	 	
ANNUAL REPORT   2








	2.1.4.	 	Consolidated Cash Flow Statement




	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Period ended	 	Period ended	 	Period ended
	(in EUR millions)	 	Dec.
31st, 2002	 	Dec.
31st, 2001	 	Dec.
31st, 2000
	
	 	
	 	
	 	

	Net Income before equity affiliates, minority interests and amortization of goodwill
	 	 	120.6	 	 	 	164.7	 	 	 	79.2	 
	Depreciation, amortization and provisions
	 	 	123.0	 	 	 	150.9	 	 	 	104.8	 
	Financial provisions
	 	 	10.5	 	 	 	5.4	 	 	 	2.7	 
	Exceptional depreciation, amortization and provisions
	 	 	(23.6	)	 	 	(198.8	)	 	 	(33.2	)
	Net gains on disposals of fixed assets and acquisition costs
	 	 	(6.1	)	 	 	(20.1	)	 	 	(1.1	)
	Deferred taxes
	 	 	18.2	 	 	 	36.8	 	 	 	15.6	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Net cash from operations before changes in working capital
	 	 	242.6	 	 	 	138.9	 	 	 	168.0	 
	Changes in working capital
	 	 	51.2	 	 	 	48.9	 	 	 	(42.1	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Net cash from operating activities
	 	 	293.8	 	 	 	187.8	 	 	 	125.9	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Purchases of tangible and intangible fixed assets
	 	 	(102.3	)	 	 	(139.3	)	 	 	(118.7	)
	Proceeds from disposals of tangible and intangible fixed assets
	 	 	62.3	 	 	 	11.7	 	 	 	11.7	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Net Operating Investments
	 	 	(40.0	)	 	 	(127.6	)	 	 	(107.0	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Purchases of financial investments
	 	 	(478.4	)	 	 	(207.8	)	 	 	(80.2	)
	Proceeds from disposals of financial investments
	 	 	45.4	 	 	 	33.6	 	 	 	21.8	 
	Net cash and cash equivalents of companies purchased or sold during the year
	 	 	25.1	 	 	 	4.2	 	 	 	97.9	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Net Financial Investments
	 	 	(407,9	)	 	 	(170.0	)	 	 	39.5	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Net Cash used in investing activities
	 	 	(447.9	)	 	 	(297.6	)	 	 	(67.5	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	Common stock issues
	 	 	9.1	 	 	 	2.4	 	 	 	9.0	 
	Dividends paid to minority shareholders of subsidiaries
	 	 	(11.3	)	 	 	(4.4	)	 	 	(6.7	)
	New loans
	 	 	634.1	 	 	 	191.2	 	 	 	35.3	 
	Repayments of long- and medium-term borrowings
	 	 	(228.2	)	 	 	(35.1	)	 	 	(114.0	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Net cash from financing activities
	 	 	403.7	 	 	 	154.1	 	 	 	(76.4	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Increase (Decrease) in cash and cash equivalents
	 	 	249.6	 	 	 	44.3	 	 	 	(18.0	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Opening cash and cash equivalents
	 	 	176.5	 	 	 	130.3	 	 	 	149.9	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	Impact of exchange rate fluctuations on cash and cash equivalents
	 	 	(4.2	)	 	 	1.9	 	 	 	(1.6	)
	Increase (decrease) in cash and cash equivalents
	 	 	249.6	 	 	 	44.3	 	 	 	(18.0	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Closing cash and cash equivalents
	 	 	421.9	 	 	 	176.5	 	 	 	130.3	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Opening Net Debt
	 	 	(235.2	)	 	 	(113.5	)	 	 	(80.0	)
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	New loans
	 	 	(634.1	)	 	 	(191.2	)	 	 	(35.3	)
	Repayments of long- and medium-term borrowings
	 	 	228.2	 	 	 	35.1	 	 	 	114.0	 
	Increase (decrease) in cash and cash equivalents
	 	 	249.6	 	 	 	44.3	 	 	 	(18.0	)
	Other movements (*)
	 	 	(48.8	)	 	 	(9.9	)	 	 	(94.2	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Closing net debt
	 	 	(440.3	)	 	 	(235.2	)	 	 	(113.5	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 








	 	 	(*) ‘Other movements’ include the net long- and medium-term debt of companies purchased or sold during the period, the impact of foreign exchange
rates on net debt and profit-sharing
amounts payable to French employees transferred to debt.




 

ATOS ORIGIN ANNUAL REPORT 2002 27


 






 



	 	 	 
	2   ANNUAL REPORT	 	
> FINANCIAL REPORT







	2.1.5.	 	Consolidated Statement of changes in shareholders’ equity




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Number of	 	 	 	 	 	Addit.	 	 	 	 	 	Translation	 	Net income	 	Other	 	 	 	 
	 	 	shares at	 	Common	 	paid-in	 	Consolidated	 	Adjust-	 	of the	 	Shareholders'	 	Equity,
	(in EUR millions)	 	period end (*)	 	Stock	 	capital	 	reserves	 	ments	 	period	 	equity	 	Group share
	
	 	
	 	
	 	
	 	
	 	
	 	
	 	
	 	

	At December 31st, 2000
	 	 	43,764	 	 	 	43.8	 	 	 	32.9	 	 	 	180.3	 	 	 	5.0	 	 	 	48.5	 	 	 	 	 	 	 	310.5	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	* Common stock issues
for cash
	 	 	 	 	 	 	0.1	 	 	 	2.3	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	2.4	 
	* Translation adjustments
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	2.1	 	 	 	2.1	 	 	 	 	 	 	 	 	 	 	 	4.2	 
	* Appropriation of prior
period net income
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	48.5	 	 	 	 	 	 	 	(48.5	)	 	 	 	 	 	 	0.0	 
	* Net Income for the period
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	123.0	 	 	 	 	 	 	 	123.0	 
	* Treasury stock
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	(4.9	)	 	 	 	 	 	 	 	 	 	 	 	 	 	 	(4.9	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	At December 31st, 2001
	 	 	43,854	 	 	 	43.9	 	 	 	35.2	 	 	 	226.0	 	 	 	7.1	 	 	 	123.0	 	 	 	 	 	 	 	435.2	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	* Common stock issues for cash
	 	 	202	 	 	 	0.2	 	 	 	8.8	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	9.0	 
	* Translation adjustments
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	1.4	 	 	 	(3.3	)	 	 	 	 	 	 	 	 	 	 	(1.9	)
	* Appropriation of prior period
net income
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	123.0	 	 	 	 	 	 	 	(123.0	)	 	 	 	 	 	 	0.0	 
	* Net Income for the period
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	70.8	 	 	 	 	 	 	 	70.8	 
	* Treasury stock
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	(7.4	)	 	 	 	 	 	 	 	 	 	 	 	 	 	 	(7.4	)
	* ORA bonds
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	234.8	 	 	 	234.8	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	At December 31st, 2002
	 	 	44,056	 	 	 	44.1	 	 	 	44.0	 	 	 	343.0	 	 	 	3.8	 	 	 	70.8	 	 	 	234.8	 	 	 	740.5	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 








	(*) in thousands	 	 



	2.1.6.	 	Segment information



a. Information by Service Line




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Systems	 	Managed	 	 	 	 	 	 	 	 
	(in EUR millions)	 	Consulting	 	Integration	 	Operations	 	Corporate	 	Group
	
	 	
	 	
	 	
	 	
	 	

	2002 (12 months)
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Revenue
	 	 	174.5	 	 	 	1,243.0	 	 	 	1,625.4	 	 	 	 	 	 	 	3,042.9	 
	Income from operations
	 	 	16.0	 	 	 	65.9	 	 	 	213.6	 	 	 	(30.0	)	 	 	265.6	 
	Fixed assets
	 	 	8.8	 	 	 	37.5	 	 	 	197.9	 	 	 	5.3	 	 	 	249.5	 
	Year-end number of employees
	 	 	2,383	 	 	 	13,954	 	 	 	12,166	 	 	 	99	 	 	 	28,602	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	2001 (12 months)
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Revenue
	 	 	19.2	 	 	 	1,470.3	 	 	 	1,548.1	 	 	 	 	 	 	 	3,037.6	 
	Income from operations
	 	 	5.5	 	 	 	128.2	 	 	 	172.7	 	 	 	(45.2	)	 	 	261.2	 
	Fixed assets
	 	 	0.4	 	 	 	47.9	 	 	 	272.1	 	 	 	6.4	 	 	 	326.8	 
	Year-end number of employees
	 	 	126	 	 	 	14,805	 	 	 	11,237	 	 	 	110	 	 	 	26,278	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	2000 (*)
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Revenue
	 	 	12.7	 	 	 	1,471.2	 	 	 	1,345.9	 	 	 	 	 	 	 	2,829.8	 
	Income from operations
	 	 	4.1	 	 	 	112.0	 	 	 	148.4	 	 	 	(89.3	)	 	 	175.2	 
	Year-end number of employees
	 	 	89	 	 	 	14,678	 	 	 	11,988	 	 	 	161	 	 	 	26,916	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 








	(*) Data on a pro forma basis (Atos and Origin for 12 months).	 	 


 

28 ATOS ORIGIN ANNUAL REPORT 2002


 






 



	 	 	 
	> FINANCIAL REPORT	 	
ANNUAL REPORT   2







b. Information by Geographical Area




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	The	 	 	 	 	 	EMEA	 	Americas	 	Asia	 	 	 	 	 	 	 	 
	(in EUR millions)	 	France	 	Netherlands	 	UK	 	others (1)	 	(2)	 	Pacific (3)	 	Corporate	 	Group
	
	 	
	 	
	 	
	 	
	 	
	 	
	 	
	 	

	2002
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Revenue
	 	 	1,086.2	 	 	 	912.8	 	 	 	238.4	 	 	 	610.0	 	 	 	132.3	 	 	 	63.2	 	 	 	 	 	 	 	3,042.9	 
	Income from operations
	 	 	116.2	 	 	 	124.2	 	 	 	12.9	 	 	 	28.6	 	 	 	7.8	 	 	 	5.8	 	 	 	(30.0	)	 	 	265.6	 
	Fixed assets
	 	 	106.1	 	 	 	95.5	 	 	 	5.5	 	 	 	27.6	 	 	 	3.3	 	 	 	6.2	 	 	 	5.3	 	 	 	249.5	 
	Year-end number of employees
	 	 	8,685	 	 	 	9,019	 	 	 	2,139	 	 	 	6,319	 	 	 	1,210	 	 	 	1,131	 	 	 	99	 	 	 	28,602	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	2001
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Revenue
	 	 	1,089.1	 	 	 	797.4	 	 	 	159.8	 	 	 	717.6	 	 	 	207.5	 	 	 	66.2	 	 	 	 	 	 	 	3,037.6	 
	Income from operations
	 	 	107.2	 	 	 	117.0	 	 	 	12.9	 	 	 	62.9	 	 	 	5.4	 	 	 	1.0	 	 	 	(45.2	)	 	 	261.2	 
	Fixed assets
	 	 	141.6	 	 	 	132.8	 	 	 	8.8	 	 	 	21.8	 	 	 	7.4	 	 	 	8.0	 	 	 	6.4	 	 	 	326.8	 
	Year-end number of employees
	 	 	8,419	 	 	 	7,114	 	 	 	1,133	 	 	 	6,838	 	 	 	1,517	 	 	 	1,147	 	 	 	110	 	 	 	26,278	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	2000 (*)
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Revenue
	 	 	951.5	 	 	 	668.7	 	 	 	161.4	 	 	 	702.6	 	 	 	268.4	 	 	 	77.2	 	 	 	 	 	 	 	2,829.8	 
	Income from operations
	 	 	105.4	 	 	 	88.2	 	 	 	8.4	 	 	 	66.8	 	 	 	(11.1	)	 	 	6.8	 	 	 	(89.3	)	 	 	175.2	 
	Year-end number of employees
	 	 	9,732	 	 	 	6,093	 	 	 	1,210	 	 	 	6,751	 	 	 	1,881	 	 	 	1,088	 	 	 	161	 	 	 	26,916	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 








	(1)	 	Europe, Middle-East, Africa: Germany, Switzerland, Italy, Spain,
Portugal, Andorra, Belgium, Luxembourg, Poland, Austria, Hungary, Czech
Republic, Saudi Arabia.
	 
	(2)	 	United States, Canada, Mexico, Argentina,
Brazil, Peru.
	 
	(3)	 	Australia, China, Hong-Kong,
India, Malaysia, Singapore,
Taiwan, Thailand.
	 
	(*) Data on a
pro forma basis (Atos and Origin
for 12 months).





	2.2.	 	Scope of consolidation



Major changes to the scope of
consolidation during the period were as
follows:



	2.2.1.	 	Acquisitions



January 2002 Atos Origin increased its
interest in Atos Odyssée from 86% to 93%
in accordance with the progressive stock
purchase agreement. This additional
interest was purchased for a consideration
of EUR 2.2 million. Atos Odyssée is a
French company included in the Consulting
Division.


January/May 2002 following on from the
contract signed in October 2001 with KPN
Group, acquisition of the entire common
stock of KPN End User Services, fully
consolidated since January 1st, 2002 at a
value of EUR 11.5 million.


January/June 2002 acquisition of the
entire common stock of the French
company Idée Industrie Services (2IS),
fully consolidated since January 1st, 2002 at a value of EUR 2.7 million. As a
result of the acquisition of this
company, which holds a 34% stake in A2B,
Atos Origin increased its interest in
this latter from 51% to 66%.


August 2002 acquisition of the entire
common stock of KPMG Consulting in the
United Kingdom and in The Netherlands,
fully consolidated since September 1st, 2002. In consideration for the acquisition
of KPMG Consulting in the United Kingdom
and The Netherlands, Atos Origin issued
3,657,000 bonds redeemable in Atos Origin
shares (ORA bonds) at a price of EUR 64.2
each, representing a total of EUR 235
million. The ORA bonds will be redeemed
automatically, irrevocably and fully in
shares, on August 16th, 2003 at a rate of one new Atos Origin
share for one ORA bond. Given their terms, the ORA bonds are
included in other shareholder’s equity. In
addition, Atos Origin made a cash payment
of EUR 417 million and the total
transaction value reached EUR 660 million,
after inclusion of acquisition costs of EUR
8 million, net of tax.


September 2002 following on from the
contract signed in October 2001 with KPN
Group, acquisition of the Dutch company
KPN Software House renamed Atos Origin
Telecom Software for a consideration of
EUR 31.9 million and fully consolidated
from September 1st, 2002.



	2.2.2.	 	Disposals



January 2002 the Group disposed of its 35%
interest in TIS & Origin Consulting (Japan — System Integration). This disposal does
not impact Group Revenue as this company
was equity accounted in 2001.




	2.3.	 	Notes to the Consolidated Financial Statements
	 
	2.3.1.	 	Accounting Policies



With effect from January
1st, 2001, the
consolidated financial statements have
been prepared in accordance with the ‘new
accounting rules and methods applicable to
consolidated financial statements’
approved by the Order of June 22nd, 1999,
implementing the Accounting Standards
Committee Regulation CRC 99-02.


 

ATOS ORIGIN ANNUAL REPORT 2002 29


 






 



	 	 	 
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These accounting policies do not differ
from those previously adopted by the Group
and detailed in the Notes to the
consolidated financial statements
presented in the 2000 Annual Report.


In accordance with the option offered by
Regulation 99-02, Atos Origin has not
retroactively adjusted investment and
divestment transactions performed prior to
January 1st, 2001.


With effect from January
1st, 2002, the
Group adopted CRC Regulation 00-06
regarding liabilities. Application of
this regulation has no impact on
opening shareholders’ equity.


As part of the preparation of the
consolidated financial statements, Atos
Origin has aligned itself with the
provisions of certain standards
established by the IASC with respect to
measurement and recognition.


In particular, Atos Origin has aligned
itself with the measures prescribed for
the recognition of revenue from services
involving fixed price contracts based on
the percentage of completion method (IAS
11), the determination of income taxes
(IAS12) the recording of property, plant
and equipment (IAS 16) and leases (IAS
17), the measurement and recognition of
employee benefits (IAS 19), the effects of
changes in foreign exchange rates (IAS
21), the impairment of assets (IAS 36) and
the recognition of provisions, contingent
liabilities and contingent assets (IAS
37).



	2.3.2.	 	Consolidation rules



a. Methods of consolidation



The financial statements of companies over
which Atos Origin (hereinafter referred to
as ‘the Company’) exercises exclusive
control, whether directly or indirectly,
are fully consolidated.


The financial statements of companies in
which voting rights are split between the
Company and another shareholder are
consolidated as follows:



	•	 	companies over
which the Company has effective control of
their business operations are fully
consolidated;
	 
	•	 	companies over which the
Company exercises significant influence
are accounted for using the equity method.
Significant influence is assumed to exist
where more than 20% of voting rights are
held.



b. Basis of consolidation



All companies are consolidated on the
basis of financial statements or
accounts drawn up to December 31st and
adjusted, where necessary, in
accordance with Group accounting
policies.


c. Foreign companies



The balance sheets of subsidiaries, which
do not use the single European currency,
are translated into euros at
year-end rates of exchange and their
income statements are translated at
average exchange rates for the year. The
impact of exchange rate movements on the
balance sheet and net income for the year
is taken to shareholders’ equity under
‘Translation adjustments’ (IAS21).


d. Review of the value in use of long-term assets



Long-term assets (property, plant and
equipment, intangible assets and
goodwill) are adjusted to their value in
use when significant adverse changes are
identified indicating that the value in
use of an asset appears to be lower than
its net carrying amount on a long-term
basis.


The value in use is reviewed for each
asset category by taking into account the
Group expectations in terms of economic
and operational trends relating to the use
of the assets concerned. When an
impairment appears necessary, the amount
recognized is equal to the difference
between the net carrying amount and the
value in use.


The value in use is determined by
referring to discounted future cash
flows, market prices and replacement
costs for the used equipment.


For goodwill, the value in use takes into
account, in addition to future economic
benefits, the benefits expected from the
acquisition, such as the synergies
resulting from the integration of the
acquired enterprise with the Group’s
activities and the enterprise’s strategic
value for the Group.


The Group is thus in line with the
measures of IAS 36, which inspired CNC
opinion 2002-07 regarding asset
depreciation and impairment.


e. Goodwill



Goodwill represents that portion of the
difference between the cost of an
investment and the Group’s share in the
adjusted net assets of the company
acquired as of the date of acquisition,
not allocated to fair value adjustments.


Goodwill is amortized on a straight-line
basis over the estimated period of benefit,
not exceeding 20 years.


Origin Goodwill



Atos signed a Transfer and Subscription
Agreement on August 27th, 2000 under which
Royal Philips Electronics transferred
98.2% of Origin common stock to Atos, in
consideration for the issue of 19,532,732
Atos shares and 2,387,836 Atos shares each
with two stock subscription warrants
attached (ABSA). The ABSA were divided
immediately after issue into 2,387,836
shares and 4,775,672 stock subscription
warrants. As of December 31st, 2002, only
the second tranche of stock subscription
warrants (2,387,836 warrants) remained in
circulation. The resulting goodwill was
deducted from additional paid-in capital
recognized at the time of the transfer, up
to the


 

30 ATOS ORIGIN ANNUAL REPORT 2002


 






 



	 	 	 
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amount thereof, in accordance with COB
monthly bulletin no. 210 of January 1988.
The residual balance was recorded in
assets in the consolidated balance sheet.


Notional annual amortization of EUR 9.0
million would have been recorded in
respect of the Origin goodwill had this
not been partially offset against
additional paid-in capital in fiscal year
2000.


Atos KPMG Consulting goodwill



On August 16th, 2002, Atos Origin
purchased the entire common stock of Atos
KPMG Consulting in the United Kingdom and
The Netherlands. This acquisition was
remunerated by the issue of 3,657,000
bonds redeemable in shares (ORA bonds)
with stock subscription warrants attached
at a price of EUR 64.20 each, representing
a total amount of EUR 235 million, and a
cash payment of EUR 417 million.


Pursuant to Article 210 of CRC Regulation
99-02, the acquisition cost of the KPMG
Consulting in the United Kingdom and The
Netherlands securities is equal, at the
date on which control becomes effective,
to the fair value of securities issued.
The fair value of the ORA bonds presented
in consideration was determined using a
multi-criteria approach taking into
account the stock market price of the Atos
Origin share and the transaction value set
by the parties. This method produced a
value of EUR 64.20 per share, or a total
value for the ORA bonds of EUR 235
million.


The stock subscription warrants attached
to the shares underpin the earn-out clause
granted in favor of the Atos KPMG
Consulting partners in the United Kingdom
and The Netherlands.


The stock subscription warrants detached
from the ORA bonds represent an additional
component of the purchase price for the
Atos KPMG consulting activity, payable
solely on the realization of certain
activity results (earn-out clause). These
stock subscription warrants may only be
exercised if revenue and profitability
objectives of the activities purchased are
realized.


Atos Origin has not recorded the stock
subscription warrants in its balance sheet
and will treat them as an off-balance
sheet commitment until their exercise
date.


Given the recent nature of the transaction
and the expected benefits of the
acquisition, such as synergies resulting
from the integration of purchased
activities with those of the Group, and the
quality, importance and competitive
positioning of these activities, it was not
considered necessary to perform an
impairment test leading to a reduction in
the net book value of assets allocated to
these activities.


f. Effective date of acquisitions and disposals



Net income of companies acquired or sold
during the course of the fiscal year is
recorded in the consolidated
income statement with effect from the
date control is acquired or up to the
date of disposal respectively.


g. Research and development expenditure



Research and development expenditure in
respect of specific applications or
products is expensed in the period
incurred.


h. Other intangible fixed assets



Other intangible fixed assets primarily
comprise software acquired by the Group
and amortized on a straight-line basis
over periods specific to each acquisition,
subject to a maximum of five years. The
cost of software developed for internal or
commercial use is generally expensed in
the period incurred.


It may however be capitalized within
intangible fixed assets where the
following conditions are satisfied:



	•	 	the
project is clearly identified and the
corresponding costs are itemized and
monitored in a reliable manner;
	 
	•	 	the
technical design feasibility of the
software is demonstrated;
	 
	•	 	the Group
intends to produce, commercialize or use
the software internally;
	 
	•	 	a potential
market exists for software intended for
rental, sale or marketing in any other
form and the utility of the software to
the Group has been approved in the case of
internal use;
	 
	•	 	sufficient resources exist
to carry the project through to
commercialization or internal use;
	 
	•	 	the
Group possesses the management and
monitoring tools necessary to satisfy
these conditions.



Only costs incurred during the software
production phase are capitalized, with
costs incurred during design, user
configuration and follow-up phases
expensed in the period.


The Group holds a number of patents but
has not granted any licenses in respect
thereof. The Group incurs license fees in
respect of licenses granted to it. These
fees are recorded in the Income statement
under Operating costs and expenses.


i. Tangible fixed assets



Tangible fixed assets are recorded at
acquisition cost net of any interest
expenses. They are depreciated on a
straight-line or reducing-balance basis
over the following expected useful lives:



	 	 	 
	- Buildings	 	
20 years
	- Fixtures and fittings	 	
5 to 10 years
	- Computer hardware	 	
3 to 5 years
	- Vehicles	 	
4 years
	- Office furniture and equipment	 	
5 to 10 years



Assets acquired under operating lease
contracts are not capitalized.


Assets acquired under finance lease
contacts are capitalized and the
corresponding borrowing recorded in
liabilities in the


 

ATOS ORIGIN ANNUAL REPORT 2002 31


 






 



	 	 	 
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balance sheet. The accounting policy
adopted by the Group is consistent with
IAS 17 ‘Leases’.


j. Investments



Non-consolidated participating
interests are stated at the lower of
acquisition cost and fair value.


Fair value corresponds to fair value to
the Group, taking into account the
Group’s share in adjusted net worth and
the future profitability prospects of the
Company. A provision for impairment is
recorded where the fair value of an
investment falls below its acquisition
cost.


k. Treasury stock



The Atos Origin shares held by the
parent company are charged against
consolidated shareholders’ equity.


The accounting treatment for these
shares is attributable to the purpose of
their holding.


In the event of a disposal, the gain
or loss and the corresponding tax
impact are recorded in changes in
consolidated shareholders’ equity.


l. Operating Receivables



Operating receivables are recorded at
nominal value. They are assessed
individually and, where appropriate, a
provision is raised to take likely
recovery problems into account.


m. Transferable securities



Transferable securities are recorded in
the balance sheet at the lower of
acquisition cost and market value.


For listed securities, market value is
equal to the stock market price at the
fiscal year-end. SICAV units are recorded
at net asset value. Unrealized capital
gains are not recognized.


n. Provisions for contingencies and losses



Provisions for contingencies and losses
are recognized in compliance with the
rulings of the Comité de la
Réglementation Comptable governing
liabilities (CRC N° 2000-06), whose
application is mandatory for fiscal
years beginning as of January 1st,
2002. This application had no impact on
shareholders’ equity.


The regulation defines a liability as an
element of the asset base with a negative
economic value for the entity, i.e. an
obligation (legal, regulatory, or
contractual) of the entity with respect
to a third party for which an outflow of
resources benefiting this third party is
probable or certain,
without a consideration expected from the
latter that is at least equivalent.


The accounting policy adopted by the Group
is consistent with IAS 37 ‘Provisions,
Contingent Liabilities and Contingent
Assets’.


Atos Origin merger provisions



These provisions concern the Atos Origin
merger and break down as follows:



	•	 	Origin fair value adjustment initially
established to cover long-term commitments
to purchase software licenses for which
there was no corresponding business,
disputes, litigation and claims as well as
previously identified employee-related and
tax contingencies and losses to completion
on fixed-price contracts;
	 
	•	 	provisions for
discontinued operations;
	 
	•	 	provisions for
reorganization (employee costs);
	 
	•	 	provisions for real estate end data center
rationalization (closure of business
sites, regrouping, optimization, etc.).



Other provisions on acquisitions



These provisions concern the acquisition
of KPMG Consulting in the United Kingdom
and The Netherlands and primarily
comprise:


•     provisions for
employee-related restructuring costs;


•
provisions for adjustments to the opening
balance sheet recorded to cover shared
service contractual commitments subscribed
with KPMG International Group without
corresponding resources, due to the
progressive integration of purchased
activities in Atos Origin.


Provisions for retirement benefits and similar commitments



The Group valuation policy for retirement
benefits and similar commitments is in
line with IAS 19.


In accordance with the recommendations
detailed in this standard, a periodic
valuation of these commitments is
performed by independent actuarial
experts using the projected unit credit
method. This actuarial method notably
involves a number of assumptions
regarding employee turnover, salary
increases and the expected future return
on plan assets. The discounted present
value of these commitments is then
calculated using a discount rate taking
account of the financial environment in
the different countries concerned and
multiplied by a coefficient reflecting
the remaining working life of employees
before payment of the benefits provided
by the different regimes.


The assets allocated to finance these
employee commitments are recorded at fair
value and the expected yield on plan assets
is determined taking into account the
make-up of investments. Actuarial
differences resulting from changes in
assumptions, plan amendments or differences
between actual and expected returns on plan
assets, are amortized over the activity
period or the expected remaining life of
beneficiaries, in so far as they exceed the
10% corridor provided for by IAS 19. Where
the value of assets allocated to the
financing of regimes exceeds commitments
(surplus position), the Group applies IAS
19, which seeks to limit the recognition of
prepaid expenses in the balance sheet.
Charges relating to defined benefit plans
are expensed as incurred.


 

32 ATOS ORIGIN ANNUAL REPORT 2002


 






 



	 	 	 
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o. Debt issuance costs and bond redemption premiums



Debt issuance costs are included in
deferred charges and released to the
income statement on a straight-line
basis over the life of the loan.


Bonds are recorded in liabilities in an
amount corresponding to the issue proceeds
and a provision raised over the life of
the loan to cover the net-of-tax amount of
the related premiums.


A provision for the redemption premium is
recognized over the life of the loan for
the net-of-tax-amount.


The Group has also decided to adopt the
position expressed by the COB in its 1994
Annual Report and reiterated in its
recommendations for the 2002 year-end
closing, which consists in providing for
all redemption premiums at the closing
from the time the share price falls below
the discounted value of the bond
redemption.


p. Accounting classification of ORA bonds in the consolidated balance sheet



The bonds redeemable in shares (ORA bonds)
issued on the acquisition of KPMG
Consulting in the United Kingdom and The
Netherlands by Atos Origin are recorded in
shareholders’ equity in accordance with
French accounting rules and due,
primarily, to the absence of any
remuneration and the suppression of the
escape clause. On August 16th, 2003,
shares will be automatically and
irrevocably issued to redeem these bonds.


q. Financial Instruments



The Group uses various financial
instruments to hedge against foreign
exchange and interest rate risks. All
hedging instruments are traded with
leading banks.


Foreign exchange risks are hedged using
forward contracts and currency swaps and
interest rate risks using standard
interest rate swap agreements.


Hedging gains and losses are matched
against the loss or gain on the hedged
item.


r. Revenue



Revenue corresponds to the proceeds from
sales of services and equipment carried
out by fully consolidated companies in the
normal course of business. The Group
therefore is in line with IAS 11.


Consulting and Systems Integration Division
revenue from fixed-price contracts is
recognized in line with the technical
completion of projects. When income from
fixed-price contracts to develop individual
applications or integrated systems is
recorded over the course of several fiscal
years, it is recognized using the
percentage completion method. The excess of
costs over billings is recorded in the
balance
sheet under ‘Accounts and notes receivable — trade’ and the excess of billings over costs under ‘Deferred income’.


Managed Services Division revenue is
generally determined based on a
fixed-price and/or a number of IT work
units.


On-line services Division revenue
largely corresponds to transaction
volumes and IT services rendered.


s. Net income on ordinary activities



Net income on ordinary activities
comprises the results of operations and
financing transactions of the various
Group business lines and any write-downs
of non-consolidated participating
interests.


t. Non-recurring items



Non-recurring items include income and
expenses relating to events or operations
clearly outside the ordinary activities of
the Group due to their nature, amount or
unusual occurrence.


u. Corporate Income Tax



The tax charge recorded in the Income
Statement is the total of the current
and deferred tax charge.


The Group accounts for deferred tax using
the liability method on all temporary
differences between the book value and tax
base of assets and liabilities recorded in
the consolidated balance sheet, with the
exception of goodwill and the
undistributed earnings of consolidated
companies. The deferred tax charge is not
discounted to present value. Deferred tax
assets and liabilities are netted off at
taxable entity level.


Deferred tax assets corresponding to
temporary differences and tax loss
carryforwards are recognized in the
accounts and a provision raised where the
likelihood of realization of taxable
profits at tax entity level is considered
low based on available historical and
forecast information. The accounting
policy adopted by the Group is consistent
with IAS 12 ‘Income Taxes’.


v. Earnings per share



Earnings per share (basic and diluted) is
calculated by dividing net income before
or after amortization of goodwill by:



	•	 	the weighted average number of shares in
issue during the period (basic earnings
per share);
	 
	•	 	the weighted average number
of shares in issue during the period, plus
the number of shares that could be issued
as a result of the exercise in full of all
convertible securities outstanding
(diluted earnings per share).



 

ATOS ORIGIN ANNUAL REPORT 2002 33


 






 



	 	 	 
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	2.3.3.	 	Notes to the consolidated income statement



Comparability of fiscal years:


The figures for fiscal years 2002, 2001 and 2000 are not comparable insofar as:



	•	 	The fiscal year ended
December 31st, 2000 had an exceptional term of 15
months and includes the entities resulting from the Atos scope for 15
months and those resulting from the Origin scope for 3 months.
	 
	•	 	The fiscal year ended
December 31st, 2002 includes the entities resulting
from the KPMG Consulting activities in the UK and The Netherlands with
effect from September 1st, 2002.



a. Personnel expenses




	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Period ended	 	Period ended	 	Period ended
	 	 	Dec.
31st, 2002	 	Dec.
31st, 2001	 	Dec.
31st, 2000
	(in EUR millions)	 	(12 months)	 	(12 months)	 	(15 months) (*)
	
	 	
	 	
	 	

	Wages and salaries
	 	 	(1,290.8	)	 	 	(1,187.0	)	 	 	(678.7	)
	Other expenses
	 	 	(351.2	)	 	 	(361.5	)	 	 	(255.2	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Total
	 	 	(1,642.0	)	 	 	(1,548.5	)	 	 	(933,9	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 



b. Breakdown of employee numbers by geographical region




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Year-end	 	Year-end	 	Year-end	 	Average	 	Average	 	Average
	 	 	number of	 	number of	 	number of	 	number of	 	number of	 	number of
	 	 	employees	 	employees	 	employees	 	employees	 	employees	 	employees
	 	 	2002	 	2001	 	2000	 	2002	 	2001	 	2000
	 	 	
	 	
	 	
	 	
	 	
	 	

	France
	 	 	8,685	 	 	 	8,419	 	 	 	9,732	 	 	 	8,657	 	 	 	10,319	 	 	 	8,757	 
	The Netherlands
	 	 	9,019	 	 	 	7,114	 	 	 	6,093	 	 	 	8,184	 	 	 	6,259	 	 	 	6,230	 
	United Kingdom
	 	 	2,139	 	 	 	1,133	 	 	 	1,210	 	 	 	1,592	 	 	 	1,081	 	 	 	1,350	 
	Other EMEA
	 	 	6,319	 	 	 	6,838	 	 	 	6,751	 	 	 	6,571	 	 	 	6,767	 	 	 	6,617	 
	Americas
	 	 	1,210	 	 	 	1,517	 	 	 	1,881	 	 	 	1,367	 	 	 	1,740	 	 	 	2,197	 
	Asia — Pacific
	 	 	1,131	 	 	 	1,147	 	 	 	1,088	 	 	 	1,134	 	 	 	1,149	 	 	 	1,125	 
	Corporate
	 	 	99	 	 	 	110	 	 	 	161	 	 	 	100	 	 	 	125	 	 	 	168	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	Total
	 	 	28,602	 	 	 	26,278	 	 	 	26,916	 	 	 	27,606	 	 	 	27,440	 	 	 	26,442	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 



c. Directors’ compensation



Total compensation allocated between
January 1st, 2002 and December 31st, 2002
to members of the Atos Origin S.A. Management Board and the Chairman of the
Supervisory Board (8 individuals) amounted to EUR 4,966,117. Members of the
Atos Origin S.A. Supervisory Board received directors’ fees of EUR 152,424
during the same period.


d. Operating costs and expenses




	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Period ended	 	Period ended	 	Period ended
	 	 	Dec.
31st, 2002	 	Dec.
31st, 2001	 	Dec.
31st, 2000
	(in EUR millions)	 	(12 months)	 	(12 months)	 	(15 months)
	
	 	
	 	
	 	

	Equipment, supplies and sub-contracting costs
	 	 	(340.9	)	 	 	(425,5	)	 	 	(307,5	)
	Premises and equipment costs and maintenance
	 	 	(307.6	)	 	 	(262.1	)	 	 	(161.5	)
	Travel expenses
	 	 	(81.8	)	 	 	(102,2	)	 	 	(59,6	)
	Telecommunications
	 	 	(121.4	)	 	 	(114,4	)	 	 	(68,0	)
	Depreciation and amortization
	 	 	(125.1	)	 	 	(136,5	)	 	 	(88,7	)
	Taxes other than corporate income tax
	 	 	(21.4	)	 	 	(25,1	)	 	 	(12,0	)
	Other operating costs and expenses
	 	 	(137.1	)	 	 	(162.1	)	 	 	(121.5	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Total
	 	 	(1,135.3	)	 	 	(1,227.9	)	 	 	(818,8	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 



 

34 ATOS ORIGIN ANNUAL REPORT 2002


 






 



	 	 	 
	> FINANCIAL REPORT	 	
ANNUAL REPORT   2







e.     Net financial expense


Net financial expense by type



	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	Period ended	 	Period ended	 	Period ended
	 	 	 	 	 	 	 	 	 	 	Dec.
31st, 2002	 	Dec.
31st, 2001	 	Dec.
31st, 2000
	(in EUR millions)	 	Income	 	Expense	 	(12 months)	 	(12 months)	 	(15 months)
	
	 	
	 	
	 	
	 	
	 	

	Convertible bond issues
	 	 	 	 	 	 	(3.8	)	 	 	(3.8	)	 	 	(3.9	)	 	 	(4.7	)
	Long- and medium-term borrowings
	 	 	 	 	 	 	(14.1	)	 	 	(14.1	)	 	 	(3.5	)	 	 	(1.3	)
	Lease financing
	 	 	 	 	 	 	(1.3	)	 	 	(1.3	)	 	 	(1.7	)	 	 	(1.8	)
	Short-term financing
	 	 	16.2	 	 	 	(13.7	)	 	 	2.5	 	 	 	0.1	 	 	 	(0.4	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	Net interest expense
	 	 	16.2	 	 	 	(32.9	)	 	 	(16.7	)	 	 	(9.0	)	 	 	(8.2	)
	Exchange gains and losses
	 	 	10.1	 	 	 	(12.1	)	 	 	(2.0	)	 	 	0.4	 	 	 	(2.4	)
	Financial provisions (*)
	 	 	0.5	 	 	 	(9.0	)	 	 	(8.5	)	 	 	(3.2	)	 	 	(0.2	)
	Other
	 	 	 	 	 	 	(0.1	)	 	 	(0.1	)	 	 	2.2	 	 	 	5.0	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	Total
	 	 	26.8	 	 	 	(54.1	)	 	 	(27.3	)	 	 	(9.6	)	 	 	(5.8	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 



     (**) Charges to financial provisions included
in the net financial expense 2002 total EUR
8.5 million:


     > EUR 4.9 million in respect
of the exchange losses and the
non-consolidated participating interest,


     > EUR 3.6 million with respect to the exceptional provision for the
convertible bond issue redemption premium.


Interest rate information



Average Group borrowings increased from approximately EUR 184 million in fiscal
year 2001 to EUR 333 million in fiscal year 2002. The cost of borrowings fell
to 5.0% from 5.2% last year.


f.     Non-recurring items



Net non-recurring expenses total EUR 70.8 million, and primarily comprise:



	•	 	EUR 76.5 rationalization and reorganization costs including EUR 38.2
million provisions to cover restructuring to be completed in fiscal year
2003.
	 
	•	 	Disposals of participating interests for EUR 12.2 million. These net
capital gains were generated by the sale of SNT shares received in
consideration for the 2001 sale of customer contact centers in France and
the Origin TIS minority interest in Japan.



g.     Corporate income
tax Current and
deferred taxes



	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Period ended	 	Period ended	 	Period ended
	 	 	Dec.
31st, 2002	 	Dec.
31st, 2001	 	Dec.
31st, 2000
	(in EUR millions)	 	(12 months)	 	(12 months)	 	(15 months)
	
	 	
	 	
	 	

	 	 	France	 	International	 	Total	 	France	 	International	 	Total	 	France	 	International	 	Total
	Current taxes
	 	 	(18.2	)	 	 	(10.6	)	 	 	(28.8	)	 	 	(24.9	)	 	 	(22.3	)	 	 	(47.2	)	 	 	(15.0	)	 	 	(3.4	)	 	 	(18.4	)
	Deferred taxes
	 	 	3.4	 	 	 	(21.5	)	 	 	(18.1	)	 	 	(0.6	)	 	 	(36.2	)	 	 	(36.8	)	 	 	(3.3	)	 	 	(12.2	)	 	 	(15.5	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	Total
	 	 	(14.8	)	 	 	(32.1	)	 	 	(46.9	)	 	 	(25.5	)	 	 	(58.5	)	 	 	(84.0	)	 	 	(18.3	)	 	 	(15.6	)	 	 	(33.9	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 



The corporate income tax charge for
the period ended December 31st, 2002 was
EUR 46.9 million, corresponding to a effective rate of 30.3% of income before
tax and after deductible amortization of goodwill.


 

ATOS ORIGIN ANNUAL REPORT 2002 35


 






 



	 	 	 
	2   ANNUAL REPORT	 	
> FINANCIAL REPORT






Net income before tax and amortization of goodwill breaks down as follows:



	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Period ended	 	Period ended	 	Period ended
	(in EUR millions)	 	Dec.
31st, 2002	 	Dec.
31st, 2001	 	Dec.
31st, 2000
	
	 	
	 	
	 	

	Net income on ordinary activities
	 	 	238.3	 	 	 	251.6	 	 	 	155.2	 
	Non-recurring items
	 	 	(70.8	)	 	 	(2.9	)	 	 	(42.1	)
	Net income before tax and amortization of goodwill
	 	 	167.5	 	 	 	248.7	 	 	 	113.1	 
	Deductible amortization of goodwill
	 	 	(12.7	)	 	 	—	 	 	 	—	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Theoretical tax base
	 	 	154.8	 	 	 	248.7	 	 	 	113.1	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 



The deductible goodwill amortization charge is EUR 12.7 million and corresponds
to the goodwill generated by the integration of the activities of KPN Data
Center, End User Services and KPMG Consulting in the United Kingdom.


Effective rate of tax



The difference between the standard French corporate income tax rate and the
effective tax rate breaks down as follows:



	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Period ended	 	Period ended	 	Period ended
	(in EUR millions)	 	Dec.
31st, 2002	 	Dec.
31st, 2001	 	Dec.
31st, 2000
	
	 	
	 	
	 	

	Theoretical tax base
	 	 	154.8	 	 	 	248.7	 	 	 	113.1	 
	French standard rate of tax
	 	 	35.4	%	 	 	36.4	%	 	 	37.7	%
	Theoretical tax charge at French standard rate
	 	 	(54.8	)	 	 	(90.5	)	 	 	(42.6	)
	Impact of permanent differences
	 	 	1.1	 	 	 	—	 	 	 	—	 
	Foreign income taxed at different rates
	 	 	1.7	 	 	 	2.6	 	 	 	2.5	 
	Unrecognized deferred tax assets
	 	 	2.0	 	 	 	5.8	 	 	 	6.2	 
	Others
	 	 	3.1	 	 	 	(1.9	)	 	 	—	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Group tax charge
	 	 	(46.9	)	 	 	(84.0	)	 	 	(33.9	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Effective Group tax rate
	 	 	30.3	%	 	 	33.8	%	 	 	30.0	%
	 
	 	 	
	 	 	 	
	 	 	 	
	 



The decrease in the effective Group
tax rate is due to a reduction in the standard tax rates in France and The Netherlands, as well as tax repayments
obtained in 2002 and the location of certain activities in countries benefiting
from lower tax rates than in France.


Breakdown of deferred tax assets by type and origin




	 	 	 	 	 	 	 	 	 	 	 	 	 
	(in EUR millions)	 	Gross value	 	Provision	 	Net value
	
	 	
	 	
	 	

	* Tax losses carried forward
	 	 	60.9	 	 	 	(44.2	)	 	 	16.7	 
	* Temporary differences. adjustments and provisions
	 	 	67.0	 	 	 	(16.0	)	 	 	51.0	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Total
	 	 	127.9	 	 	 	(60.2	)	 	 	67.7	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 



Deferred tax assets not provided represent profits recognized in the accounts.
tax unit by tax unit. in respect of probable future tax savings. Such savings
are restricted to the ability of each tax unit to recover these assets in the
near future. Deferred tax assets are not discounted to present value as the
impact of discounting is not material at individual tax unit level and certain
tax units are unable to produce a reliable reversal schedule. The countries
with the largest tax losses available for carry forward are the United States
(EUR 54.5 million). Germany and Switzerland (EUR 29.1 million) and Brazil (EUR
7.3 million).


The tax losses carryforward schedule is as follows:




	 	 	 	 	 	 	 	 	 	 	 	 	 
	(in EUR millions)	 	Dec
31st, 2002	 	Dec
31st, 2001	 	Dec
31st, 2000
	
	 	
	 	
	 	

	2002
	 	 	—	 	 	 	1.4	 	 	 	1.6	 
	2003
	 	 	2.5	 	 	 	2.6	 	 	 	9.1	 
	2004
	 	 	0.6	 	 	 	4.1	 	 	 	11.1	 
	2005
	 	 	2.2	 	 	 	1.7	 	 	 	13.0	 
	2006
	 	 	3.5	 	 	 	5.3	 	 	 	 	 
	2007
	 	 	5.6	 	 	 	 	 	 	 	 	 
	Tax losses available for carryforward more than 5 years
	 	 	67.3	 	 	 	54.7	 	 	 	26.3	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Ordinary tax losses carryforwards
	 	 	81.7	 	 	 	69.8	 	 	 	61.1	 
	Evergreen tax losses carryforwards
	 	 	45.4	 	 	 	63.2	 	 	 	69.9	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Total tax losses carryforwards
	 	 	127.1	 	 	 	133.0	 	 	 	131.0	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 



 

36 ATOS ORIGIN ANNUAL REPORT 2002


 






 



	 	 	 
	> FINANCIAL REPORT	 	
ANNUAL REPORT   2







h. Minority interests



The minority interest share in net income is EUR 11.3 million. The most significant balances concern:



	•	 	AtosEuronext, Bourse Connect and companies in partnership with Euronext, for EUR 4.4 million
	 
	•	 	Atos Processing Services (APS), a German payment services specialist, for EUR 1.9 million
	 
	•	 	Atos Origin Middle East, a System Integration specialist
in Saudi Arabia, for EUR 3.5 million



i. Earnings per share



The Group applies the earnings per share calculation rules described in Note
2.3.1. Under this method it is assumed that funds received on the date of
exercise of rights are invested at either the money market rate or the Group
internal rate of return.


Basic and diluted earnings per share may be reconciled as follows:



	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	Period
ended Dec. 31st,	 	Period
ended Dec. 31st,	 	Period
ended Dec. 31st,
	 	 	 	2002 (12 months)	 	2001 (12 months)	 	2000 (15 months)
	 	 	 	
	 	
	 	

	Net income — Group share [a]
	 	 	70.8	 	 	 	123.0	 	 	 	48.5	 
	Impact of the conversion of dilutive instruments
	 	 	0.1	 	 	 	11.3	 	 	 	7.4	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Diluted net income — Group share [b]
	 	 	70.9	 	 	 	134.3	 	 	 	55.9	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Weighted-average number of shares outstanding [c]
	 	 	43,954,677	 	 	 	43,806,925	 	 	 	26,064,573	 
	Impact of dilutive instruments
	 	 	 	 	 	 	 	 	 	 	 	 
	 	Convertible bonds (OCEANE)
	 	 	 	 	 	 	1,440,501	 	 	 	1,440,501	 
	 	Philips Warrants
	 	 	2,387,413	 	 	 	4,774,826	 	 	 	4,774,826	 
	 	ORA KPMG Consulting UK and NL
	 	 	3,657,000	 	 	 	 	 	 	 	 	 
	 	Earn-out Atos KPMG Consulting
	 	 	847,500	 	 	 	 	 	 	 	 	 
	 	Stock subscription option plans
	 	 	 	 	 	 	3,779,172	 	 	 	2,282,890	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Diluted average number of shares outstanding [d]
	 	 	50,846,590	 	 	 	53,801,424	 	 	 	34,562,790	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Earnings per share in EUR [a]/[c]
	 	 	1.61	 	 	 	2.81	 	 	 	1.86	 
	Diluted earnings per share in EUR [b]/[d]
	 	 	1.39	 	 	 	2.49	 	 	 	1.62	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 




	2.3.4.	 	Notes to the consolidated balance sheet



a. Goodwill




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Dec 31st,	 	Acq./	 	Disposals/	 	Dec 31st,	 	Acq./	 	Disposals/	 	Dec 31st,
	(in EUR millions)	 	2000	 	Charge	 	Reversal	 	2001	 	Charge	 	Reversal	 	2002
	
	 	
	 	
	 	
	 	
	 	
	 	
	 	

	Gross value
	 	 	386.2	 	 	 	123.4	 	 	 	(6.5	)	 	 	503.1	 	 	 	690.9	 	 	 	 	 	 	 	1,194.0	 
	Amortization
	 	 	(76.2	)	 	 	(23.3	)	 	 	1.8	 	 	 	(97.7	)	 	 	(67.1)*	 	 	 	 	 	 	 	(164.8	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	 	 	 	 	
	 
	Net book value
	 	 	310.0	 	 	 	100.1	 	 	 	(4.7	)	 	 	405.4	 	 	 	623.8	 	 	 	 	 	 	 	1,029.2	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	 	 	 	 	
	 








	 	 	(*) Depreciation and amortization charges for 2002 in the amount of EUR 67.1
million include an exceptional charge for the Origin goodwill in the amount of
EUR 28.7 million. This exceptional charge offsets the reversals of provisions,
which were no longer founded, as recorded in the Origin opening balance sheet
as at October 1st, 2000.


Goodwill movements between
December 31st, 2001 and 2002 were as follows:



	 	 	 	 	 
	(in EUR millions)	 	 
	
	 	

	Net book value as of Dec. 31st, 2001
	 	 	405.4	 
	Atos Origin End User Services & Telecom Software Solutions
	 	 	58.0	 
	Atos KPMG Consulting in The Netherlands
	 	 	166.3	 
	Atos KPMG Consulting in the United Kingdom
	 	 	453.1	 
	Other
	 	 	13.5	 
	 
	 	 	
	 
	Total acquisitions
	 	 	690.9	 
	 
	 	 	
	 
	Exceptional adjustment to goodwill
	 	 	(28.7	)
	Amortization of goodwill
	 	 	(38.4	)
	 
	 	 	
	 
	Net
book value as of Dec. 31st, 2002
	 	 	1,029.2	 
	 
	 	 	
	 



The acquisition cost of KPMG Consulting securities in The Netherlands was EUR
155.1 million (including acquisition costs), for net worth purchased, after
adjustments, of negative EUR 11.2 million. The related goodwill is therefore
EUR 166.3 million.


 

ATOS ORIGIN ANNUAL REPORT 2002 37


 






 



	 	 	 
	2   ANNUAL REPORT	 	
> FINANCIAL REPORT






The acquisition cost of KPMG Consulting activities in the United Kingdom was
EUR 505.2 million (including acquisition costs), for net assets, after
adjustments, of EUR 52.1 million. The related goodwill is therefore EUR 453.1
million.


b. Other intangible fixed assets




	 	 	 	 	 	 	 	 	 	 	 	 	 
	(in EUR millions)	 	Gross value	 	Amortization	 	Net value
	
	 	
	 	
	 	

	December 31st, 2000
	 	 	97.7	 	 	 	(56.4	)	 	 	41.3	 
	Additions. charges
	 	 	10.7	 	 	 	(18.2	)	 	 	(7.5	)
	Disposals. reversals
	 	 	(2.6	)	 	 	1.5	 	 	 	(1.1	)
	Changes in Group structure / Translation differences
	 	 	(12.8	)	 	 	3.0	 	 	 	(9.8	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	December 31st, 2001
	 	 	93.0	 	 	 	(70.1	)	 	 	22.9	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Additions. charges
	 	 	19.5	 	 	 	(11.7	)	 	 	7.8	 
	Disposals. reversals
	 	 	(6.3	)	 	 	3.7	 	 	 	(2.6	)
	Changes in Group structure / Translation differences
	 	 	3.5	 	 	 	0.6	 	 	 	4.1	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	December 31st, 2002
	 	 	109.7	 	 	 	(77.5	)	 	 	32.2	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 



c. Tangible fixed assets




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	Computer	 	Other	 	Fixed assets	 	Payments	 	Gross
	(in EUR millions)	 	Land	 	Buildings	 	hardware	 	assets	 	in progress	 	on account	 	value
	
	 	
	 	
	 	
	 	
	 	
	 	
	 	

	Gross value as of Dec. 31st, 2000
	 	 	2.8	 	 	 	91.0	 	 	 	340.2	 	 	 	141.0	 	 	 	1.4	 	 	 	0.8	 	 	 	577.2	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	Additions
	 	 	0.7	 	 	 	17.9	 	 	 	82.6	 	 	 	20.8	 	 	 	5.3	 	 	 	0.5	 	 	 	127.8	 
	Disposals
	 	 	(0.5	)	 	 	(19.8	)	 	 	(33.2	)	 	 	(32.0	)	 	 	 	 	 	 	(0.6	)	 	 	(86.1	)
	Changes in Group structure and other
	 	 	2.3	 	 	 	32.0	 	 	 	114.5	 	 	 	5.9	 	 	 	(1.1	)	 	 	0.1	 	 	 	153.7	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	Gross value as of Dec. 31st, 2001
	 	 	5.3	 	 	 	121.1	 	 	 	504.1	 	 	 	135.7	 	 	 	5.6	 	 	 	0.8	 	 	 	772.6	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	Additions
	 	 	 	 	 	 	23.4	 	 	 	37.6	 	 	 	12.9	 	 	 	8.5	 	 	 	(0.1	)	 	 	82.3	 
	Disposals
	 	 	(4.0	)	 	 	(44.1	)	 	 	(68.1	)	 	 	(18.6	)	 	 	 	 	 	 	 	 	 	 	(134.8	)
	Changes in Group structure and other
	 	 	(0.1	)	 	 	14.9	 	 	 	5.8	 	 	 	(6.0	)	 	 	(10.8	)	 	 	(0.5	)	 	 	3.3	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	Gross value as of Dec. 31st, 2002
	 	 	1.2	 	 	 	115.3	 	 	 	479.4	 	 	 	124.0	 	 	 	3.3	 	 	 	0.2	 	 	 	723.4	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	Accum. depreciation as of Dec. 31st, 2000
	 	 	 	 	 	 	(44.0	)	 	 	(234.1	)	 	 	(104.0	)	 	 	0.0	 	 	 	(0.3	)	 	 	(382.4	)
	 
	 	 	 	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	Charge
	 	 	 	 	 	 	(9.5	)	 	 	(84.9	)	 	 	(19.9	)	 	 	 	 	 	 	 	 	 	 	(114.3	)
	Release
	 	 	 	 	 	 	12.9	 	 	 	24.3	 	 	 	30.1	 	 	 	 	 	 	 	0.2	 	 	 	67.5	 
	Changes in Group structure and other
	 	 	 	 	 	 	(1.6	)	 	 	(32.1	)	 	 	(5.8	)	 	 	 	 	 	 	 	 	 	 	(39.5	)
	 
	 	 	 	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	Accum. depreciation as of Dec. 31st, 2001
	 	 	0.0	 	 	 	(42.2	)	 	 	(326.8	)	 	 	(99.6	)	 	 	0.0	 	 	 	(0.1	)	 	 	(468.7	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	Charge
	 	 	 	 	 	 	(12.6	)	 	 	(82.1	)	 	 	(17.1	)	 	 	 	 	 	 	 	 	 	 	(111.8	)
	Release
	 	 	 	 	 	 	7.7	 	 	 	52.8	 	 	 	14.0	 	 	 	 	 	 	 	0.1	 	 	 	74.6	 
	Changes in Group structure and other
	 	 	 	 	 	 	(1.9	)	 	 	(9.7	)	 	 	11.4	 	 	 	 	 	 	 	 	 	 	 	(0.2	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	Accum. depreciation as of Dec. 31st, 2002
	 	 	0.0	 	 	 	(49.0	)	 	 	(365.8	)	 	 	(91.3	)	 	 	0.0	 	 	 	0.0	 	 	 	(506.1	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	Net Value as of Dec. 31st, 2002
	 	 	1.2	 	 	 	66.3	 	 	 	113.6	 	 	 	32.7	 	 	 	3.3	 	 	 	0.2	 	 	 	217.3	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 



d. Investments



Investments comprise investments in equity affiliates and non-consolidated
participating interests, loans and guarantee deposits.


Investments in equity affiliates total EUR 0.2 million and consist of the
Group’s 50% interest in the French company Twinsoft.


Non-consolidated participating interests total EUR 4.6 million and primarily
consist of the Group’s 12.4% interest in the German company B+S Card Services.


Loans and guarantee deposits total EUR 16.5 million.



 

38 ATOS ORIGIN ANNUAL REPORT 2002


 






 



	 	 	 
	> FINANCIAL REPORT	 	
ANNUAL REPORT   2









e. Accounts and notes receivable. trade




	 	 	 	 	 	 	 	 	 	 	 	 	 
	(in EUR millions)	 	2002(*)	 	2001	 	2000
	
	 	
	 	
	 	

	Gross value
	 	 	908.0	 	 	 	1,007.7	 	 	 	872.9	 
	Provisions
	 	 	(36.1	)	 	 	(36.8	)	 	 	(16.6	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Net asset value
	 	 	871.9	 	 	 	970.9	 	 	 	856.3	 
	Payments on account received on orders
	 	 	(87,2	)	 	 	(87,8	)	 	 	(47,6	)
	Deferred income and amounts due to customers
	 	 	(66.0	)	 	 	(67.5	)	 	 	(66.8	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Net accounts receivables (incl. VAT)
	 	 	718.7	 	 	 	815.6	 	 	 	741.9	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Number of days revenue outstanding
	 	 	68	 	 	 	79	 	 	 	77	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 








	 	 	(*) The average customer turnover period in fiscal 2002 was determined based on
revenues for the months October to December 2002.


f. Other receivables. prepayments and accrued income




	 	 	 	 	 	 	 	 	 	 	 	 	 
	(in EUR millions)	 	2002	 	2001	 	2000
	
	 	
	 	
	 	

	Recoverable VAT
	 	 	56.3	 	 	 	41.0	 	 	 	43.0	 
	Tax-related assets (carry back, minimum tax charge, tax credits)
	 	 	43.7	 	 	 	34.1	 	 	 	53.2	 
	Deferred tax assets
	 	 	77.4	 	 	 	90.0	 	 	 	75.1	 
	Amounts receivable on disposals of tangible assets and investments (*)
	 	 	5.9	 	 	 	17.5	 	 	 	1.0	 
	Other receivables
	 	 	25.2	 	 	 	30.7	 	 	 	36.0	 
	Prepayments and accrued income
	 	 	55.7	 	 	 	46.8	 	 	 	36.1	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Total
	 	 	264.2	 	 	 	260.1	 	 	 	244.4	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 








	 	 	(*) Amounts receivable on asset
disposals as of December 31st, 2001 and 2002,
comprise that portion of the customer contact center activities consideration
receivable in 2002 and 2004.


g. Common stock




	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Number	 	Par	 	Total
	 	 	of shares	 	value	 	(in EUR thousands)
	 	 	
	 	
	 	

	Common stock at 31/12/00
	 	 	(*) 43,764,396	 	 	EUR 1	 	 	43,764.4	 
	Common stock at 31/12/01
	 	 	43,853,704	 	 	EUR 1	 	 	43,853.7	 
	Common stock at 31/12/02
	 	 	44,055,676	 	 	EUR 1	 	 	44,055.7	 








	 	 	(*) Issue of 21.9 million
shares on October 31st, 2000 as a result of the
merger with Origin


The following common stock issues were carried out in fiscal year 2002:



	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	(in EUR millions)	 	 	 	 
	Date of Management	 	 	 	Number of	 	Impact on	 	Impact on additional
	Board meeting	 	Description	 	shares issued	 	common stock	 	paid-in capital
	
	 	
	 	
	 	
	 	

	December 31st, 2002	 	
Exercise of stock options
	 	 	103,095	 	 	 	0.1	 	 	 	2.9	 
	 	 	
Shares issued to
Employees Savings plan
	 	 	98,877	 	 	 	0.1	 	 	 	5.9	 
	 	 	 	 	 	
	 	 	 	
	 	 	 	
	 
	Total	 	 	 	 	201,972	 	 	 	0.2	 	 	 	8.8	 
	 	 	 	 	 	
	 	 	 	
	 	 	 	
	 



h. Minority interests



Minority interests in shareholders’ equity total EUR 43.6 million. The most significant balances concern:



	•	 	AtosEuronext, Bourse Connect and companies in partnership with Euronext: EUR 32.4 million
	 
	•	 	Atos Processing Services (APS), a German payment specialist company: EUR 5.1 million
	 
	•	 	Atos Origin Middle-East: EUR 3 million



 

ATOS ORIGIN ANNUAL REPORT 2002 39


 






 



	 	 	 
	2   ANNUAL REPORT	 	
> FINANCIAL REPORT






i. Provisions for contingencies and losses




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	(in EUR millions)	 	2000	 	Other (*)	 	Charge	 	Release	 	2001	 	Other (*)	 	Charge	 	Release	 	2002
	
	 	
	 	
	 	
	 	
	 	
	 	
	 	
	 	
	 	

	Fair value adjustment Origin
	 	 	129.0	 	 	 	15.2	 	 	 	 	 	 	 	(69.0	)	 	 	75.2	 	 	 	(18.9	)	 	 	 	 	 	 	(15.5	)	 	 	40.8	 
	Merger integration
	 	 	159.5	 	 	 	(0.4	)	 	 	0.7	 	 	 	(135.1	)	 	 	24.7	 	 	 	(4.5	)	 	 	 	 	 	 	(14.0	)	 	 	6.2	 
	Other provisions on acquisitions
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	25.0	 	 	 	8.7	 	 	 	(9.6	)	 	 	24.1	 
	Operating provisions
	 	 	60.1	 	 	 	6.5	 	 	 	36.2	 	 	 	(44.6	)	 	 	58.2	 	 	 	12.1	 	 	 	52.4	 	 	 	(36.6	)	 	 	86.1	 
	Pensions
	 	 	56.4	 	 	 	28.6	 	 	 	9.8	 	 	 	(1.8	)	 	 	93.0	 	 	 	4.8	 	 	 	16.8	 	 	 	(5.2	)	 	 	109.4	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	Total provisions for contingencies
and losses
	 	 	405.0	 	 	 	49.9	 	 	 	46.7	 	 	 	(250.5	)	 	 	251.1	 	 	 	18.5	 	 	 	77.9	 	 	 	(80.9	)	 	 	266.6	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 








	 	 	(*) The ‘Other’ column comprises adjustments to the opening balance sheet,
changes in Group structure and translation differences, together with amounts
transferred to operating liabilities.


Fair value adjustment Origin




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	(in EUR millions)	 	2000	 	Adjust (a)	 	Charge	 	Release	 	2001	 	Changes (b)	 	Charge	 	Release	 	2002
	
	 	
	 	
	 	
	 	
	 	
	 	
	 	
	 	
	 	

	Fair value adj. Origin
	 	 	129.0	 	 	 	15.2	 	 	 	 	 	 	 	(69.0	)	 	 	75.2	 	 	 	(18.9	)	 	 	 	 	 	 	(15.5	)	 	 	40.8	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 








	(a)	 	Adjustments on goodwill & translation differences (b) Changes in Group
structure & translation differences.


In October 1, 2000, the company made a number of fair value accounting
adjustments to the opening balance sheet of Origin. Provisions were charged
against equity to cover long-term software license commitments for which there
was no corresponding business, commercial disputes, litigation and claims as
well as previously identified employee-related and tax contingencies and losses
to completion on fixed-price contracts. These provisions were increased by a
further EUR 15 million in 2001, based on our final assessment of those
contingencies. EUR 69 million was charged against these provisions in the
period. In fiscal 2002 they were utilized in the amount of EUR 15.5 million and
released in the amount of EUR 17.1 million in respect of provisions no longer
required (EUR 6.8 million — nil impact on consolidated net income) and
translation differences (EUR 10.3 million). Provisions of EUR 1.8 million were
transferred to operating liabilities At December 31st, 2002, the majority of
the EUR 41 million balance related to commitments to purchase excess software
licenses over a residual 5-year period and to employee and tax contingencies
yet to be settled.


Origin merger




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	(in EUR millions)	 	2000	 	Adjust (a)	 	Charge	 	Release	 	2001	 	Adjust (b)	 	Charge	 	Release	 	2002
	
	 	
	 	
	 	
	 	
	 	
	 	
	 	
	 	
	 	

	Discontinued operations
	 	 	7.2	 	 	 	6.7	 	 	 	 	 	 	 	(13.9	)	 	 	0.0	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	0.0	 
	Reorganization
	 	 	115.0	 	 	 	(3.6	)	 	 	 	 	 	 	(91.2	)	 	 	20.2	 	 	 	(4.5	)	 	 	 	 	 	 	(11.9	)	 	 	3.8	 
	Rationalization
	 	 	19.1	 	 	 	(1.9	)	 	 	 	 	 	 	(14.1	)	 	 	3.1	 	 	 	 	 	 	 	 	 	 	 	(0.9	)	 	 	2.2	 
	Integration costs
	 	 	18.2	 	 	 	(1.6	)	 	 	0.7	 	 	 	(15.9	)	 	 	1.4	 	 	 	 	 	 	 	 	 	 	 	(1.2	)	 	 	0.2	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	 	 	 	 	
	 	 	 	
	 
	Total
	 	 	159.5	 	 	 	(0.4	)	 	 	0.7	 	 	 	(135.1	)	 	 	24.7	 	 	 	(4.5	)	 	 	 	 	 	 	(14.0	)	 	 	6.2	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	 	 	 	 	
	 	 	 	
	 








	(a)	 	Adjustments on goodwill & translation differences.


The merger provisions concern the merger with Origin.


They covered the cost of implementing restructuring plan including significant
staff reductions, the rationalization of premises and data processing
facilities, and discontinuing or disposing of a number of loss-making and
non-core activities. In 2001, EUR 121 million was charged against these
provisions to finance the cost of restructuring in the period, while EUR 14
million of restructuring provisions was accounted for as operating activities
to cover restructuring engaged at the closing 2001 and utilized in 2002. During
2002, EUR 14 million was used and EUR 4 million was recognized in operating
liabilities and will be utilized in the first half of 2003. As at December
31st, 2002, the balance of EUR 6 million covers the restructuring to be carried
out in 2003.


Other acquisitions




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	(in EUR millions)	 	2001	 	Adjust. (a)	 	Charge	 	Release	 	2002
	
	 	
	 	
	 	
	 	
	 	

	Atos KPMG Consulting
	 	 	—	 	 	 	25.0	 	 	 	8.7	 	 	 	(9.6	)	 	 	24.1	 








	(a)	 	Adjustments on goodwill & translation differences.


 

40 ATOS ORIGIN ANNUAL REPORT 2002


 






 



	 	 	 
	> FINANCIAL REPORT	 	
ANNUAL REPORT   2







The provisions recorded on the acquisition of KPMG Consulting in The
Netherlands and the United Kingdom cover three types of cost:




	•	 	unused shared
services with KPMG Audit,
	 
	•	 	employee-related costs resulting from economies of
scale between Atos Origin activities in the United Kingdom and Atos KPMG
Consulting,
	 
	•	 	employee-related costs associated with downsizing measures
implemented in respect of identified over-capacity.

These provisions are in line with those identified when the acquisition was
announced.







Operating provisions




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	(in EUR millions)	 	2000	 	Adjust (a)	 	Charge	 	Release	 	2001	 	Adjust (a)	 	Charge	 	Release	 	2002
	
	 	
	 	
	 	
	 	
	 	
	 	
	 	
	 	
	 	

	Provisions for project commitments
	 	 	16.6	 	 	 	0.1	 	 	 	12.6	 	 	 	(11.2	)	 	 	18.1	 	 	 	2.0	 	 	 	9.4	 	 	 	(15.4	)	 	 	14.1	 
	Euro & Y2K
	 	 	3.1	 	 	 	 	 	 	 	 	 	 	 	(3.1	)	 	 	0.0	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	0.0	 
	Provisions for reorganization
	 	 	6.0	 	 	 	0.7	 	 	 	1.9	 	 	 	(4.4	)	 	 	4.2	 	 	 	1.2	 	 	 	27.7	 	 	 	(5.2	)	 	 	27.9	 
	Other
	 	 	34.4	 	 	 	5.7	 	 	 	21.7	 	 	 	(25.9	)	 	 	35.9	 	 	 	8.9	 	 	 	15.3	 	 	 	(16.0	)	 	 	44.1	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	Operating provisions
	 	 	60.1	 	 	 	6.5	 	 	 	36.2	 	 	 	(44.6	)	 	 	58.2	 	 	 	12.1	 	 	 	52.4	 	 	 	(36.6	)	 	 	86.1	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 








	(a)	 	Adjustments on goodwill & translation differences.


The operating provisions essentially concern restructuring unrelated to the
Atos Origin merger and the Atos KPMG Consulting acquisition, project
commitments, the convertible bond redemption premiums, and various
contingencies and losses. The increase in operating provisions in fiscal 2002
is mainly due to identified over-capacity. Other provisions remained stable.


Pensions




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	(in EUR millions)	 	2000	 	Adjust (a)	 	Charge	 	Release	 	2001	 	Adjust (a)	 	Charge	 	Release	 	2002
	
	 	
	 	
	 	
	 	
	 	
	 	
	 	
	 	
	 	

	Pensions
	 	 	56.4	 	 	 	28.6	 	 	 	9.8	 	 	 	(1.8	)	 	 	93.0	 	 	 	4.8	 	 	 	16.8	 	 	 	(5.2	)	 	 	109.4	 



The Atos Origin Group offers its employees several post-retirement benefits and
benefits contingent on the accumulation of a number of years service within the
Group. These include defined benefit pension schemes and retirement termination
payments.


The terms and conditions of these
schemes (services. financing and asset
investment policy) vary according to applicable legislation and regulations
within each country.


The EUR 109.4 million provision primarily covers the following countries:



	–	 	The Netherlands,
	 
	–	 	Germany,
	 
	–	 	Italy (Leaving service),
	 
	–	 	France (retirement termination payments).



The largest commitments concern entities located in the United Kingdom and The
Netherlands. where Group employee pensions are primarily assured by separate
legal entity pension funds. jointly administered by employees and management.
Commitments are funded by employer and employee contributions and the return
obtained on plan assets. generally invested in shares and bonds. The solvency
of the fund is monitored by local regulators and is reviewed as part of
periodic actuarial valuations aimed at ensuring that contribution levels are
sufficient to cover services.


Certain other Group entities. primarily in France and Germany. offer
complementary pension schemes aimed at increasing expected services provided by
mandatory schemes. together with retirement termination payments and
long-service bonuses provided for by industry-wide collective bargaining
agreements. The Group took into account the 2002 amendment to the limitations
provided for in IAS 19 on the recognition of prepaid expenses in the balance
sheet, when the value of assets allocated to financing pension regimes
(increased by any unrecognized actuarial losses) exceed pension commitments.


 

ATOS ORIGIN ANNUAL REPORT 2002 41


 






 



	 	 	 
	2   ANNUAL REPORT	 	
> FINANCIAL REPORT






The principal assumptions incorporated in the actuarial valuations, performed
in accordance with IAS 19 recommendations, are as follows:



	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	United Kingdom	 	The Netherlands	 	Other Euroland countries
	 	 	
	 	
	 	

	 	 	2002	 	2001	 	2002	 	2001	 	2002	 	2001
	 	 	
	 	
	 	
	 	
	 	
	 	

	Rate of salary increase
	 	 	3.75	%	 	 	4.0	%	 	 	3.35	%	 	 	2.5	%	 	2 to 3%	 	2 to 3%
	Expected return on plan assets
	 	 	7.70	%	 	 	6.5	%	 	 	7.00	%	 	 	7.0	%	 	Not applicable
	Discount rate
	 	 	5.75	%	 	 	5.8	%	 	 	5.50	%	 	 	6.0	%	 	 	5.50	%	 	5.8 to 6%




	 	 	 	 	 	 	 	 	 
	(in EUR millions)	 	31/12/02	 	31/12/01
	
	 	
	 	

	Provisions for pension commitments and equivalent
	 	 	109.4	 	 	 	93.0	 
	Including, Group commitments at the end of 2002
	 	 	70.7	 	 	 	65.6	 
	Including, commitments in respect of which the multi-employer funds will be
	 	 	38.7	 	 	 	27.4	 
	taken over by the Group from January 1st, 2004 (KPN/KPMG)
	 	 	 	 	 	 	 	 



The main defined-benefit plans are as follows:



	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Netherlands	 	United Kingdom	 	Other	 	Total
	 	 	
	 	
	 	
	 	

	Total commitments
	 	 	(439.0	)	 	 	(162.2	)	 	 	(88.2	)	 	 	(689.4	)
	Fair value of plan assets
	 	 	353.0	 	 	 	111.9	 	 	 	19.9	 	 	 	484.8	 
	Net financing surplus/(deficit)
	 	 	(86.0	)	 	 	(50.3	)	 	 	(68.3	)	 	 	(204.6	)
	Provisions
	 	 	(6.4	)	 	 	—	 	 	 	(64.3	)	 	 	(70.7	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	Unrecognized losses
	 	 	(79.6	)	 	 	(50.3	)	 	 	(4.0	)	 	 	(133.9	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	Corridor (10% of commitments)
	 	 	43.9	 	 	 	16.2	 	 	 	—	 	 	 	60.1	 
	Amortization base
	 	 	(35.7	)	 	 	(34.1	)	 	 	—	 	 	 	(69.8	)
	Average remaining activity period of employees
	 	8 years	 	 	12 years	 	 	 	 	 	 	 	 	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	Forecast 2003 actuarial amortization charge
	 	 	(4.5	)	 	 	(2.8	)	 	 	 	 	 	 	(7.3	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 



In accordance with Group policy, unrecognized actuarial losses in the United
Kingdom and The Netherlands will be amortized over the average remaining
activity period of employees, in so far as they exceed the 10% corridor (10% of
the maximum between total commitments and the fair value of plan assets).


An additional expense of approximately EUR 8 million will be recorded in the
2003 Income Statements.


No material impact is expected in respect of other countries.


Analysis of amounts recorded in the Balance Sheet and the Income Statement in
respect of existing regimes in the United Kingdom and The Netherlands:



	 	 	 	 	 	 	 	 	 
	(in EUR millions)	 	2002	 	2001
	
	 	
	 	

	Prepaid expenses / accrued expenses
	 	 	(6.4	)	 	 	47.8	 
	Impact of limitations on the recognition of surpluses
	 	 	0	 	 	 	47.8	 
	 
	 	 	
	 	 	 	
	 
	Net amount recognized in the balance sheet
	 	 	(6.4	)	 	 	0	 
	Current service cost
	 	 	(24.9	)	 	 	(25.2	)
	Interest expense
	 	 	(32.1	)	 	 	(29.1	)
	Expected return on plan assets
	 	 	38.3	 	 	 	38.2	 
	Amortization of actuarial gains/losses
	 	 	(0.9	)	 	 	0	 
	 
	 	 	
	 	 	 	
	 
	Total profit / (loss)
	 	 	(19.6	)	 	 	(16.1	)
	 
	 	 	
	 	 	 	
	 



 

42 ATOS ORIGIN ANNUAL REPORT 2002


 






 



	 	 	 
	> FINANCIAL REPORT	 	
ANNUAL REPORT   2







j. Net debt




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	2002	 	 	 	 	 	 	 	 
	 	 	Falling due within	 	 	 	 	 	 	 	 
	 	 	
	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	5 years	 	2001	 	2000
	(in EUR millions)	 	Total	 	1 year	 	2 years	 	3 years	 	4 years	 	or more	 	Total	 	Total
	
	 	
	 	
	 	
	 	
	 	
	 	
	 	
	 	

	Bonds
	 	 	(173.0	)	 	 	 	 	 	 	(173.0	)	 	 	 	 	 	 	 	 	 	 	 	 	 	 	(173.0	)	 	 	(173.0	)
	Finance leases
	 	 	(17.2	)	 	 	(11.8	)	 	 	(4.2	)	 	 	(1.0	)	 	 	(0.1	)	 	 	(0.1	)	 	 	(27.1	)	 	 	(32.3	)
	Long-term borrowings
	 	 	(636.7	)	 	 	(100.0	)	 	 	(155.5	)	 	 	(152.1	)	 	 	(152.1	)	 	 	(77.0	)	 	 	(181.3	)	 	 	(26.0	)
	Other borrowings
	 	 	(35.3	)	 	 	(23.0	)	 	 	(0.9	)	 	 	(0.9	)	 	 	(9.4	)	 	 	(1.5	)	 	 	(30.3	)	 	 	(12.5	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	Total borrowings
	 	 	(862.1	)	 	 	(134.8	)	 	 	(333.6	)	 	 	(154.0	)	 	 	(161.6	)	 	 	(78.6	)	 	 	(411.7	)	 	 	(243.8	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	Transferable securities
	 	 	133.1	 	 	 	133.1	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	83.2	 	 	 	49.5	 
	Cash at bank and in hand
	 	 	288.7	 	 	 	288.7	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	93.3	 	 	 	80.8	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	Total cash and cash equivalents
	 	 	421.8	 	 	 	421.8	 	 	 	0.0	 	 	 	0.0	 	 	 	0.0	 	 	 	0.0	 	 	 	176.5	 	 	 	130.3	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	Net debt
	 	 	(440.3	)	 	 	287.0	 	 	 	(333.1	)	 	 	(154.0	)	 	 	(161.6	)	 	 	(78.6	)	 	 	(235.2	)	 	 	(113.5	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 



Fixed- and floating-rate borrowings break down as follows:



	 	 	 	 	 	 	 	 	 	 	 	 	 
	(in EUR millions)	 	2002	 	2001	 	2000
	
	 	
	 	
	 	

	Fixed-rate borrowings
	 	 	(183.0	)	 	 	(178.8	)	 	 	(217.0	)
	Floating-rate borrowings
	 	 	(679.1	)	 	 	(232.9	)	 	 	(26.8	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Total borrowings
	 	 	(862.1	)	 	 	(411.7	)	 	 	(243.8	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 



Fixed-rate borrowings primarily consist of convertible bonds and finance lease
contracts.


Floating-rate borrowings primarily consist of the syndicated loan and credit
facilities and overdrafts used occasionally by Group companies.


In line with Group policy of hedging 50% of floating-rate borrowings using
fixed-rate interest swaps, actual fixed-rate borrowings amount to EUR 520
million.


All borrowings are denominated in euros.


Convertible bonds (1999-2004)



In June 1999 Atos carried out a EUR 172.5 million convertible bond issue,
represented by 1,440,501 bonds with a nominal value of EUR 119.8.


The bonds pay interest at 1% per year.


They are redeemable at any time after
October 1st, 2002, at the issuers
initiative, with a redemption premium of EUR 11.60 or on October
1st, 2004 at a
price of EUR 131.4, representing a yield to maturity of 2.75%.


The bonds may be converted at any time
as from July 6th, 1999, on the basis of one share per bond.


Syndicated loan (2002-2007)



On August 6, 2002 Atos Origin secured a syndicated loan for an amount of EUR 800 million, in order to finance:



	•	 	The acquisition of KPMG Consulting in UK and in The Netherlands,
	 
	•	 	The repayment of the syndicated loan, signed in 2001,
	 
	•	 	General company purpose.



The principal characteristics of this syndicated loan are:



	•	 	Tranche A of EUR 475 million, 5 years amortizing,
	 
	•	 	Tranche B of EUR 150 million, 4 years amortizing with one year repayment holiday,
	 
	•	 	Tranche C of EUR 175 million, 3 years revolving credit facility,



 

ATOS ORIGIN ANNUAL REPORT 2002 43


 






 



	 	 	 
	2   ANNUAL REPORT	 	
> FINANCIAL REPORT






As of December 31st, 2002 the loan had
been drawn down in the amount of EUR 625
million, representing the whole of
tranches A and B. Interest rate swaps
fixing the rate payable were entered into
for an amount of EUR 175 million, in
addition to the existing swap contracts
for EUR 163 entered in 2001.


In addition, the Group must comply with
two financial criteria throughout the
term of the loan:



	•	 	Net indebtedness less than
consolidated shareholders’ equity,
Group share,
	 
	•	 	Net indebtedness less than two-times consolidated EBITDA.



The debt-equity ratio as of December
31st, 2002 is 59%, while Net Debt is
1.1 times EBITDA.


k. Financial instruments



1.     Market value of financial instruments


Cash at bank and in hand, short-term
deposits, trade accounts receivable,
bank facilities and trade accounts
payable


Given the short-term nature of these
instruments, the Group considers their
book value to represent a reasonable
approximation of their market value as of
December 31st, 2002.


Medium- and long-term borrowings


The market value of medium- and long-term
borrowings as of December 31st, 2002 is
estimated at EUR 795 million based on:



	•	 	the book value of the syndicated loan,
	 
	•	 	the market value of the convertible bonds.



The net book value of the syndicated loan
and the convertible bonds as of December
31st, 2002 represent an amount of EUR 798
million.


Derivatives


The Group uses standard interest rate swap
contracts entered into with leading banks
in the management of its borrowings. As of
December 31st, 2002, Atos Origin held a
hedge contract in the amount of EUR 338
million, covering that part of the
syndicated loan drawn down at this date.


The average fixed rate of interest
guaranteed by swaps entered into during
fiscal years 2001 and 2002 exceeds that
available on financial markets as of
December 31st, 2002.


The market value of these swaps applied to
the residual term of the contracts would
represent a loss for Atos Origin of EUR
7.3 million as of December 31st, 2002, if
the Group decided to unwind the swaps.
This valuation only concerns derivatives
with a residual period to maturity of more
than 1 year.



	2.	 	Management of counterpart risks



The Group has a strict policy of
analyzing counterpart risks. The Group
manages the counterpart risks relating
to its commercial activities by
maintaining a diversified customer
portfolio and using risk monitoring
instruments.
The Group controls the counterpart risk
relating to its investments and market
transactions by rigorously selecting a
range of leading, diversified bank
counterparts. As such, the Group considers
its exposure to credit risk to be minimal.



	3.	 	Exposure to market risk



Exposure to foreign exchange risk


The Group’s monetary assets comprise loans
and borrowings, transferable securities
and cash at bank and in hand. Monetary
liabilities comprise borrowings, operating
and other liabilities. A large part of
Group commercial and financial
transactions are Euro denominated.


The Group has implemented a foreign
exchange management policy covering
positions resulting from commercial and
financial transactions performed in
currencies other than the Euro. The Group
is primarily exposed to movements in the
GBP and USD. This policy involves the
hedging of all foreign currency invoices
once the transaction commitment becomes
firm. The Group uses forward contracts
and foreign exchange swaps for hedging
purposes.


Exposure to interest rate risk


This encompasses two types of risk:



	•	 	a price risk in risk of fixed-rate
financial assets and liabilities. For
example, by contracting a fixed-rate
liability, the Company is exposed to
opportunity risk should interest rates
fall. A change in interest rates would
impact the market value of fixed-rate
financial assets and liabilities but would
not impact financial income and expenses
and, as such, future net income of the
Company up to maturity of these assets and
liabilities.
	 
	•	 	a cash-flow risk in risk of
floating-rate financial assets and
liabilities. The Group does not believe
that a change in interest rates would have
a material impact on the value of
floating-rate financial assets and
liabilities.



Taking into account hedging instruments
contracted by the Group as of December
31st, 2002, borrowings exposed to
interest rate risk at this date total
EUR 341 million.


An increase in interest rates of
approximately 100 base points would
have increased the 2002 interest
expense by EUR 3.4 million.


If the Group had not contracted these
interest rate hedges, the 2002 interest
expense would have been lower by EUR 1.4
million.




 

44 ATOS ORIGIN ANNUAL REPORT 2002


 






 



	 	 	 
	> FINANCIAL REPORT	 	
ANNUAL REPORT   2







l. Accounts and notes payable. trade



	 	 	 	 	 	 	 	 	 	 	 	 	 
	(in EUR millions)	 	2002	 	2001	 	2000
	
	 	
	 	
	 	

	Trade payables
	 	 	325.7	 	 	 	403.2	 	 	 	326.0	 
	Amounts payable on assets
	 	 	17.1	 	 	 	20.0	 	 	 	9.1	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Total
	 	 	342.8	 	 	 	423.2	 	 	 	335.1	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 



m. Other liabilities. accruals and deferred income




	 	 	 	 	 	 	 	 	 	 	 	 	 
	(in EUR millions)	 	2002	 	2001	 	2000
	
	 	
	 	
	 	

	Payments on account received on orders
	 	 	87.2	 	 	 	87.8	 	 	 	47.6	 
	Employee-related liabilities
	 	 	176.4	 	 	 	189.8	 	 	 	123.7	 
	Social security and other employee welfare liabilities
	 	 	106.6	 	 	 	111.5	 	 	 	99.0	 
	VAT payable
	 	 	102.3	 	 	 	95.3	 	 	 	91.7	 
	Corporate income tax payable
	 	 	39.0	 	 	 	35.2	 	 	 	27.4	 
	Deferred tax liabilities
	 	 	9.7	 	 	 	12.3	 	 	 	12.2	 
	Liabilities on acquisitions of participating interests
	 	 	4.6	 	 	 	5.0	 	 	 	4.1	 
	Miscellaneous creditors and other operating liabilities
	 	 	29.3	 	 	 	32.0	 	 	 	37.9	 
	Deferred income
	 	 	47.1	 	 	 	45.6	 	 	 	46.2	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Total
	 	 	602.2	 	 	 	614.5	 	 	 	489.8	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 



Payments on account received on orders and deferred income are included in the
accounts receivable calculation.



	2.3.5.	 	Off-Balance sheet commitments



a. Other financial commitments




	 	 	 	 	 	 	 	 	 	 	 	 	 
	(in EUR millions)	 	2002	 	2001	 	2000
	
	 	
	 	
	 	

	Commitments given
	 	 	 	 	 	 	 	 	 	 	 	 
	- Pledges. securities. guarantees
	 	 	108.7	 	 	 	108.3	 	 	 	56.0	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Commitments received
	 	 	 	 	 	 	 	 	 	 	 	 
	- Pledges. securities. guarantees
	 	 	—	 	 	 	—	 	 	 	—	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Other commitments
	 	 	 	 	 	 	 	 	 	 	 	 
	- Retirement commitments not funded by provisions
	 	 	3.4	 	 	 	3.7	 	 	 	3.9	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 



Pledges, securities and guarantees given in the amount of EUR 108.7 million
break down as follows:



	 	 	 	 	 	 	 	 	 	 	 	 	 
	(in EUR millions)	 	2002	 	2001	 	2000
	
	 	
	 	
	 	

	Supplier warranties
	 	 	26.2	 	 	 	15.2	 	 	 	 	 
	Customer warranties
	 	 	53.8	 	 	 	(*) 68.4	 	 	 	21.0	 
	Seller warranties
	 	 	—	 	 	 	0.5	 	 	 	1.0	 
	Premises
	 	 	6.4	 	 	 	5.3	 	 	 	25.0	 
	Taxation and other
	 	 	22.3	 	 	 	18.9	 	 	 	8.9	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Total
	 	 	108.7	 	 	 	108.3	 	 	 	56.0	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 








	 	 	(*) a commitment was given to KPN pursuant to the acquisition of its End User
Services business. in order to guarantee the proper completion of service
contracts.

A warranty equal to 15% of the total annual value of the contract. subject to a
maximum annual amount of EUR 13.5 million (EUR 80 million over the term of the
contract) was requested.





The value of the warranty amounted to EUR 51.9 million and EUR 37.9 million as
at December 31st, 2001 and
December 31st, 2002, respectively.


b. Other commitments



Atos Origin undertook to issue common stock on the exercise of the unattached
stock subscription warrants allotted to Royal Philips Electronics in
consideration for the transfer of Origin stock. The warrants fell into two
categories, conferring entitlement to subscribe for one Atos Origin share.


 

ATOS ORIGIN ANNUAL REPORT 2002 45


 






 



	 	 	 
	2   ANNUAL REPORT	 	
> FINANCIAL REPORT






The first warrant category was not exercised.


The second warrant category (category B)
could be exercised if the weighted average
daily stock market price of the Atos
Origin share over 12 consecutive stock
market sessions during a period ending
June 30th, 2003 exceeds EUR 208.


c. Claims and litigation



In recent years, certain Group companies
have been subject to tax audits.


In addition, Atos Origin Brazil has been
challenged by the Brazilian employee
welfare agency as to the amount of
contributions due. Provisions have been
recorded for the claims; nevertheless the
Group considers that it has sound
arguments to successfully contest the
proposed reassessments.


With respect to commercial transactions,
Management has implemented a strict action
plan in view of promoting service quality
and avoiding claims and litigation. In
this regard, the volume of litigation as
of December 31st, 2002, has decreased by
more than 50% compared to last year.
Further to such measures, the number of
new claims and litigation during the year
2002 is considerably below last year’s
level. For the current existing claims and
litigation, Management is not aware of any
claims or litigation likely to have a
material impact on the results or assets
of the Group that are not adequately
provided in the balance sheet as at
December 31st, 2002.


At this date, provisions recorded by
the Group to cover identified
disputes total EUR 29.5 million.


d. Other risks



Industrial and environmental risks


As the Group is a service provider it
is not exposed to any material
environmental risks.


Other specific risks




	 	 	- Suppliers
	 
	 	 	Atos Origin is not, in its opinion,
dependent on one or more suppliers as it
has alliances and global industrial
agreements with many major suppliers.
	 
	 	 	- Customers
	 
	 	 	The five largest customers in fiscal
year 2002 generated 34% of Group
revenue. The Group’s 42 largest customer
accounts represent more than 55% of
revenue. Excluding Philips, which now
represents less than 14%, KPN 10% and
Euronext 6%, no single customer
generated more than 3% of total Atos
Origin revenue in 2002.
	 
	 	 	- Employee-related risks
	 
	 	 	Employee management within the Group is a
priority for the Management Board. The
close attention paid to human resource
issues limits considerably any
employee-related risks.
	 
	 	 	- Legal risks
	 
	 	 	As the activity of Atos Origin is
centered on Consulting, Systems
Integration, and IT Managed Services,
legal risks primarily lie in the
non-performance of contractual
obligations. Potential liability could
thus arise from delays or deficiencies in
providing a service.



The services are, however, largely
reliant on the quality of information
provided by clients, who have in-house
IT experts and must therefore assist the
service provider for the performance of
services. Accordingly, all Atos Origin
contracts contain limitation of
liability clauses and require, where
necessary, guarantees with respect to
intellectual and industrial property
right infringement from its software
providers.



	 	 	- Insurance and risk coverage
	 
	 	 	The Company has taken out a number of
third-party liability insurance
policies with highly-reputed
international companies providing it
with a level of coverage considered
adequate by Executive Management.



Given the levels of its contractual
commitments, the Group subscribed various
policies over 2002 covering general and
professional liability for a total
exceeding MEUR 100. However, because of
constant premium increases and the
reduction of the coverage scope by
insurers, the Group has set up an
alternative insurance structure and
implemented higher deductibles, while
enforcing a stricter contractual liability
limitation together with an improved
service quality.


In addition, the Company’s assets are
covered by a property damage policy,
including coverage for business
interruption, for all countries where it
operates, providing total coverage of EUR
122 million.


Finally, fraud and computer-related abuse
are the subject of a specific coverage,
including coverage for business
interruption.




 

46 ATOS ORIGIN ANNUAL REPORT 2002


 






 



	 	 	 
	> FINANCIAL REPORT	 	
ANNUAL REPORT   2









	2.4.	 	Scope of consolidation as of
December 31st, 2002




	 	 	 	 	 	 	 	 	 
	 	 	Percentage	 	Consolidation	 	Percentage	 	 
	 	 	interest	 	method	 	control	 	Address
	 	 	
	 	
	 	
	 	

	HOLDING COMPANY	 	 	 	 	 	 	 	 
	Atos Origin SA	 	
Consolidating parent company
	 	3. place de la Pyramide — 92800 PUTEAUX
	Atos Origin International SAS	 	
100
	 	FC
	 	100
	 	3. place de la Pyramide — 92800 PUTEAUX
	Atos Origin BV	 	
100
	 	FC
	 	100
	 	Polarisaveneue 97. 2132 JH HOOFDDORP
	Atos Origin International BV	 	
100
	 	FC
	 	100
	 	Polarisaveneue 97. 2132 JH HOOFDDORP
	Atos Investissement 5	 	100
	 	FC
	 	100
	 	3. place de la Pyramide — 92800 PUTEAUX
	 
	FRANCE	 	 	 	 	 	 	 	 
	A2B	 	  66
	 	FC
	 	  66
	 	3. place de la Pyramide — 92800 PUTEAUX
	Idée Industrie Services (2IS)	 	
100
	 	FC
	 	100
	 	3. place de la Pyramide — 92800 PUTEAUX
	AtosEuronext	 	  50
	 	FC
	 	  50
	 	Palais de la Bourse. Place de la Bourse. 75002 PARIS
	Atos Odyssée	 	  93
	 	FC
	 	  93
	 	372. rue Saint-Honoré. 75001 PARIS
	Atos Origin Enterprise Services	 	
100
	 	FC
	 	100
	 	3. place de la Pyramide — 92800 PUTEAUX
	Atos Origin Formation	 	
100
	 	FC
	 	100
	 	7/13. rue de Bucarest — 75008 PARIS
	Atos Origin Infogérance	 	
100
	 	FC
	 	100
	 	3. place de la Pyramide — 92800 PUTEAUX
	Atos Origin Intégration	 	
100
	 	FC
	 	100
	 	18. avenue d’Alsace — 92400 COURBEVOIE
	Atos Origin Multimédia	 	
100
	 	FC
	 	100
	 	3. place de la Pyramide — 92800 PUTEAUX
	Atos Origin Services	 	
100
	 	FC
	 	100
	 	3. place de la Pyramide — 92800 PUTEAUX
	Atos TPI	 	  51
	 	FC
	 	  51
	 	3. place de la Pyramide — 92800 PUTEAUX
	Bourse Connect	 	  59
	 	FC
	 	  59
	 	4. rue de la Bourse — 75002 PARIS
	Diamis	 	  30
	 	FC
	 	  30
	 	18. avenue d’Alsace — 92400 COURBEVOIE
	Mantis	 	
100
	 	FC
	 	100
	 	24. rue des Jeûneurs — 75002 PARIS
	 
	THE NETHERLANDS	 	 	 	 	 	 	 	 
	AtosEuronext Nederland B.V	 	  50
	 	FC
	 	  50
	 	Beursplein S. 1012 JW Amsterdam
	Atos Origin IT Nederland B.V	 	
100
	 	FC
	 	100
	 	Papendorpseweg 93, 3528 BJ UTRECHT
	Atos Origin IT Systems Management Nederland BV	 	
100
	 	FC
	 	100
	 	Groenewoudseweg 1. 5621 BA EINDHOVEN
	Atos Origin Telco Services	 	
100
	 	FC
	 	100
	 	Henri Dunantlaan 2. 9728 HD GRONINGEN
	Atos Origin End User Services	 	
100
	 	FC
	 	100
	 	Regulusweg 11, 2516 AC S GRAVENHAGE
	Atos Origin Telecom Software Solutions	 	
100
	 	FC
	 	100
	 	Regulusweg 11, 2516 AC S GRAVENHAGE
	Atos Origin KPMG Consulting NV	 	
100
	 	FC
	 	100
	 	Rijnzathe 10, 3454 PV DE MEERN
	Atos NLC Holding BV	 	
100
	 	FC
	 	100
	 	Rijnzathe 10, 34545 PV DE MEERN
	E.M.E.A. (Europe — Middle East — Africa)	 	 	 	 	 	 	 	 
	 
	GERMANY	 	 	 	 	 	 	 	 
	Atos Origin Gmbh	 	
100
	 	FC
	 	100
	 	Curiestraße 5 — D70563 STUTTGART
	Atos Origin Processing Services Gmbh	 	  52
	 	FC
	 	  52
	 	Hahnstraße 25. 60528 FRANKFURT
	 
	SAUDI ARABIA	 	 	 	 	 	 	 	 
	Atos Origin Middle East	 	  75
	 	FC
	 	  75
	 	Po Box 30862 — Al Khobar 31952 — Saudi Arabia
	 
	AUSTRIA	 	 	 	 	 	 	 	 
	Atos Origin Information Technology GmbH	 	
100
	 	FC
	 	100
	 	Triester Strasse 66. Postfach 289. A-1101 VIENNA
	 
	BELGIUM	 	 	 	 	 	 	 	 
	AtosEuronext (Belgium)	 	  50
	 	FC
	 	  50
	 	Place de la Bourse. Palais de la Bourse. 1000
	 	 	 	 	 	 	 	 	BRUXELLES
	Atos Origin Belgium N.V.	 	
100
	 	FC
	 	100
	 	Minervastraat 7. B 1930 ZAVENTEM
	Origin International Competencies and Alliances (ICA)	 	
100
	 	FC
	 	100
	 	Imperiastraat 12. B 1930 ZAVENTEM
	 
	SPAIN	 	 	 	 	 	 	 	 
	Atos ODS Origin	 	  98
	 	FC
	 	  98
	 	Calle Sardenya 521/523 — 08024 BARCELONA
	Twinsoft (Espagne)	 	  50
	 	FC
	 	  50
	 	C/cerro del castena 72. 28034 MADRID
	 
	HUNGARY	 	 	 	 	 	 	 	 
	Atos Origin Information Technology Kft	 	
100
	 	FC
	 	100
	 	Fehérvari ut. 84 A. H-1119 BUDAPEST
	 
	ITALY	 	 	 	 	 	 	 	 
	Atos Origin SPA	 	
100
	 	FC
	 	100
	 	Piazza IV Novembre 3 — 20124 MILANO
	 
	LUXEMBOURG	 	 	 	 	 	 	 	 
	Atos Origin Luxembourg S.A.	 	
100
	 	FC
	 	100
	 	ZA Bourmicht — L 8070 BERTRANGE
	 
	POLAND	 	 	 	 	 	 	 	 
	Atos Origin Sp.z.o.o	 	
100
	 	FC
	 	100
	 	Al. Jerozolimskie 195 b 02-222 Warszawa



 

ATOS ORIGIN ANNUAL REPORT 2002 47


 






 



	 	 	 
	2   ANNUAL REPORT	 	
> FINANCIAL REPORT







	 	 	 	 	 	 	 	 	 
	 	 	Percentage	 	Consolidation	 	Percentage	 	 
	 	 	interest	 	method	 	control	 	Address
	 	 	
	 	
	 	
	 	

	PORTUGAL	 	 	 	 	 	 	 	 
	Atos Origin Portuguesa (Tecnologias de Informaçao). LDA	 	
98
	 	FC
	 	98
	 	Taguspark. Ed.
Inovaçao III. no. 512.

2780-920 Porto Salvo
	 	 
	UNITED KINGDOM	 	 	 	 	 	 	 	 
	Atos Origin UK Limited	 	
100
	 	FC
	 	100
	 	Whyteleafe Business
Village.

Whyteleafe Hill. Whyteleafe.

Surrey CR3 0AT
	 
	Atso Origin UK Holding	 	
100
	 	FC
	 	100
	 	Whyteleafe Business
Village.

Whyteleafe Hill. Whyteleafe.

Surrey CR3 0AT
	 
	Atos KPMG Consulting	 	
100
	 	FC
	 	100
	 	Whyteleafe Business
Village.

Whyteleafe Hill. Whyteleafe.

Surrey CR3 0AT
	 
	SWITZERLAND	 	 	 	 	 	 	 	 
	Atos Origin (Schweiz) AG	 	
100
	 	FC
	 	100
	 	Industriestrasse 19 — 8304 Wallisellen
	 	 
	ASIA PACIFIC	 	 	 	 	 	 	 	 
	 	 
	AUSTRALIA	 	 	 	 	 	 	 	 
	Atos Origin Australia Pty Limited	 	
100
	 	FC
	 	100
	 	Philips House Level
16 — 15 Blue Street —

NORTH SYDNEY NSW 2060
	CHINA	 	 	 	 	 	 	 	 
	Atos Origin Information Technology (Shangai) Co. Ltd.	 	
100
	 	FC
	 	100
	 	Room 1103-B4 -Pu Dong Software Park-498
	 	 	 	 	 	 	 	 	Guo Shou Jing Road
—

Zhang Jiang Hi-Tech.

 Zone — SHANGAI 201203. P.R.
	 
	Atos Origin Hong Kong Ltd.	 	
100
	 	FC
	 	100
	 	43/F Hopewell
Centre. 17 Kennedy Road.

17 Kennedy Road. WANCHAI
	 	 
	INDIA	 	 	 	 	 	 	 	 
	Atos Origin India Private Limited	 	
100
	 	FC
	 	100
	 	Unit
No. 126/127. SDF IV. SEEPZ.

Andheri (East). MUMBAI — 400 096
	 
	MALAYSIA	 	 	 	 	 	 	 	 
	Atos Origin (Malaysia) Sdn. Bhd	 	
100
	 	FC
	 	100
	 	5th Floor. Menara
Merais. No.1.

Jalan 19/3. 46300 Petaling Jaya.

Selangor Darul Ehsan. West Malaysia
	 	 
	SINGAPORE	 	 	 	 	 	 	 	 
	Atos Origin (Singapore) Pte	 	
100
	 	FC
	 	100
	 	8 Temasek
Boulevard.

# 07-01 Suntec Tower Three.

Singapore 038988
	 	 
	TAIWAN	 	 	 	 	 	 	 	 
	Atos Origin Taiwan Ltd.	 	
100
	 	FC
	 	100
	 	9F.. No.117. Sec 3.
Ming Sheng E. Rd..

Taipei 105. TAIWAN
	 	 
	THAILAND	 	 	 	 	 	 	 	 
	Atos Origin IT (Thailand) Limited	 	
100
	 	FC
	 	100
	 	200 Moo 4. 25th Floor.

Jasmine international Tower.
	 	 	 	 	 	 	 	 	Room No. 2502. Chaengwattana Road.
	 	 	 	 	 	 	 	 	Pakkret. Nonthaburi 11120. Thailand
	AMERICAS	 	 	 	 	 	 	 	 
	ARGENTINA	 	 	 	 	 	 	 	 
	Atos Origin Argentina S.A.	 	
100
	 	FC
	 	100
	 	Vedia 3892 P.B..
capital federal.

C1430 DAL - BUENOS AIRES. Argentina
	 	 
	BRAZIL	 	 	 	 
	 	 	 	 
	Atos Origin Brasil Ltda.	 	
100
	 	FC
	 	100
	 	
Rua Itapaiuna. 2434 — 2° andar- Parte.

Santo Amaro. SAO PAULO

	 	 
	MEXICO	 	 	 	 	 	 	 	 
	Atos Origin Mexico. S.A. de C.V.	 	
100
	 	FC
	 	100
	 	
Mariano Escobedo n°510 PH.

Colonia Anzures. CP 11589 MEXICO DF
	 	 	 	 	 	 	 	 	 
	PEROU	 	 	 	 	 	 	 	 
	Atos ODS	 	
98
	 	FC
	 	98
	 	Avenue Ricardo Rivira — Navarrete 765 — LIMA 27
	UNITED STATES OF AMERICA	 	 	 	 	 	 	 	 
	Atos Origin Inc.	 	
100
	 	FC

	 	100
	 	430. Mountain
Avenue —

MURRAY HILL NJ 0797



FC: full
consolidation


EA: equity
affiliate


 

48 ATOS ORIGIN ANNUAL REPORT 2002


 






 



	 	 	 
	> FINANCIAL REPORT	 	
ANNUAL REPORT   2









	2.5.	 	Parent company summary financial statements



Nota Bene



The Atos Origin financial statements present only a partial picture of the
financial position of the Atos Origin Group as a whole. This overall picture is
presented in the Consolidated Financial Statements section of the Annual
Report. The following information. presented in the form of the Atos Origin
parent company financial statements. provides a summary of the most material
figures and information of greatest interest to readers.


Comparability



Fiscal year 2002, 2001 and 2000 financial data is not comparable as the 2000
fiscal period covers an exceptional period of 15 months to December 31st and
takes account of the consolidation of Origin from October 1st, 2000 (3 months).
The following Company financial statements have been audited by the statutory
auditors and a clean audit report issued. The Auditor’s report is available on
request at the Company’s registered office.


Atos Origin SA activity in 2002



The main activities of Atos Origin SA are:



	–	 	Management of the Atos Origin brand,
	 
	–	 	Holding Group investments,
	 
	–	 	Centralizing financing activities.



The financial statements of the Company reflect its activities. Revenue
consists of brand royalties received from Group subsidiaries. 2002 Other
expenses are exceptionally high at EUR 10.4 million and comprise Group
management costs and Origin brand royalties paid to Atos Origin BV.


Atos Origin BV, a subsidiary of Atos Origin SA, owns the Origin brand.


The net financial income of the holding company comprises dividends received
from subsidiaries and loan interest.


The Balance Sheet presents participating interests of EUR 1,155.7 million as of
December 31st, 2002 and borrowings of EUR 714.8 million.


The increase in participating interests and borrowings in fiscal 2002 is
attributable to the acquisition of Atos KPMG Consulting.


2.5.1. Income statement




	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Period ended	 	Period ended	 	Period ended
	 	 	Dec. 31st, 2002	 	Dec. 31st, 2001	 	Dec. 31st, 2000
	(in EUR millions)	 	(12 months)	 	(12 months)	 	(15 months)
	
	 	
	 	
	 	

	Revenue
	 	 	32.5	 	 	 	23.8	 	 	 	16.4	 
	Cost of sales
	 	 	(2.1	)	 	 	(2.8	)	 	 	(1.4	)
	Taxes and duties other than CIT
	 	 	(0.1	)	 	 	(0.1	)	 	 	(0.1	)
	Personnel expenses
	 	 	(0.1	)	 	 	(0.2	)	 	 	(0.3	)
	Other expenses
	 	 	(10.4	)	 	 	(3.2	)	 	 	(2.9	)
	Depreciation. amortization and provisions
	 	 	(3.2	)	 	 	(2.6	)	 	 	(0.6	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Total operating expenses
	 	 	(15.9	)	 	 	(8.9	)	 	 	(5.3	)
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Income from operations
	 	 	16.6	 	 	 	14.9	 	 	 	11.1	 
	Net financial income
	 	 	(1.0	)	 	 	4.3	 	 	 	16.1	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Net income on ordinary activities
	 	 	15.6	 	 	 	19.2	 	 	 	27.3	 
	Non-recurring items
	 	 	(0.8	)	 	 	(0.7	)	 	 	2.6	 
	Corporate income tax
	 	 	3.8	 	 	 	1.9	 	 	 	 	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Net income for the period
	 	 	18.6	 	 	 	20.4	 	 	 	29.9	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 



 
ATOS ORIGIN ANNUAL REPORT 2002 49


 






 



	 	 	 
	2   ANNUAL REPORT	 	
> FINANCIAL REPORT






	2.5.2.	 	Balance sheet




	 	 	 	 	 	 	 	 	 	 	 	 	 
	(in EUR millions)	 	Dec
31st, 2002	 	Dec
31st, 2001	 	Dec
31st, 2000
	
	 	
	 	
	 	

	ASSETS
	 	 	 	 	 	 	 	 	 	 	 	 
	Intangible fixed assets
	 	 	5.7	 	 	 	6.1	 	 	 	6.6	 
	Tangible fixed assets
	 	 	1.3	 	 	 	1.2	 	 	 	0.3	 
	Participating interests
	 	 	1,155.7	 	 	 	515.2	 	 	 	471.3	 
	Other investments
	 	 	12.3	 	 	 	181.7	 	 	 	15.4	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Total fixed assets
	 	 	1,175.0	 	 	 	704.3	 	 	 	493.7	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Accounts and notes receivable. trade
	 	 	3.5	 	 	 	3.0	 	 	 	3.3	 
	Other receivables *
	 	 	37.7	 	 	 	153.1	 	 	 	99.9	 
	Transferable securities
	 	 	30.0	 	 	 	0.0	 	 	 	49.1	 
	Cash at bank and in hand
	 	 	244.1	 	 	 	39.6	 	 	 	0.1	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Total current assets
	 	 	315.3	 	 	 	195.7	 	 	 	152.4	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Prepayments and accrued income
	 	 	6.6	 	 	 	1.4	 	 	 	2.3	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	TOTAL ASSETS
	 	 	1,496.9	 	 	 	901.4	 	 	 	648.4	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	* of which inter-company accounts
	 	 	28.5	 	 	 	130.2	 	 	 	91.7	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 




	 	 	 	 	 	 	 	 	 	 	 	 	 
	(in EUR millions)	 	Dec
31st, 2002	 	Dec
31st, 2001	 	Dec
31st, 2000
	
	 	
	 	
	 	

	LIABILITIES AND SHAREHOLDERS’ EQUITY
	 	 	 	 	 	 	 	 	 	 	 	 
	Common stock
	 	 	44.0	 	 	 	43.9	 	 	 	43.8	 
	Additional paid-in capital
	 	 	228.5	 	 	 	219.6	 	 	 	217.4	 
	Legal reserves
	 	 	4.4	 	 	 	4.4	 	 	 	2.1	 
	Other reserves and Retained earnings
	 	 	112.0	 	 	 	91.6	 	 	 	64.0	 
	Net income for the period
	 	 	18.6	 	 	 	20.4	 	 	 	29.9	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Shareholders’ equity
	 	 	407.5	 	 	 	379.9	 	 	 	357.1	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Other Shareholders’ equity (a)
	 	 	234.8	 	 	 	 	 	 	 	 	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Provisions for contingencies and losses
	 	 	21.1	 	 	 	14.0	 	 	 	9.2	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Borrowings
	 	 	714.8	 	 	 	382.0	 	 	 	199.5	 
	Accounts payable. trade
	 	 	23.3	 	 	 	12.1	 	 	 	19.9	 
	Other liabilities*
	 	 	95.4	 	 	 	113.4	 	 	 	62.6	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	Total liabilities
	 	 	833.5	 	 	 	507.5	 	 	 	282.0	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
	 	 	1,496.9	 	 	 	901.4	 	 	 	648.4	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 
	*of which inter-company accounts
	 	 	92.9	 	 	 	96.8	 	 	 	61.2	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 








	(a)	 	On August 16th, 2002, the Company issued 3,657,000 ORA bonds redeemable in
ordinary shares as part consideration for the acquisition of KPMG Consulting in
the United Kingdom and The Netherlands. The ORA bonds were issued at a price of
EUR 64.2 each, representing a total of EUR 234.8 million.


 

50 ATOS ORIGIN ANNUAL REPORT 2002


 






 



	 	 	 
	> FINANCIAL REPORT	 	
ANNUAL REPORT   2








	2.5.3.	 	Subsidiaries and investments




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Common	 	 	 	 	 	Outstanding	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	stock/	 	Reserves	 	loans and	 	Guarantees	 	 	 	 	 	 	 	 	 	Dividends
	 	 	Gross value at	 	Net value at	 	 	 	 	 	Additional	 	and	 	advances	 	given	 	Dec 31st,	 	Dec 31st,	 	received
	Companies	 	Dec
31st,	 	Dec
31st,	 	 	 	 	 	paid-in	 	retained	 	granted by	 	by the	 	2002	 	2002	 	during
	(in EUR thousands)	 	2002	 	2002	 	% interest	 	capital	 	earnings	 	Atos Origin	 	Company	 	Revenues	 	Net income	 	the period
	
	 	
	 	
	 	
	 	
	 	
	 	
	 	
	 	
	 	
	 	

	I — Detailed information
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	A — Subsidiaries
(50% or more
of common stock)
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	FRANCE
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Atos Origin Services
	 	 	29,596.1	 	 	 	29,596.0	 	 	 	100	 	 	 	18,209	 	 	 	2,845	 	 	 	 	 	 	 	 	 	 	 	196,993	 	 	 	8,187	 	 	 	7,564	 
	Mantis
	 	 	6,722.1	 	 	 	6,722.1	 	 	 	100	 	 	 	40	 	 	 	3,034	 	 	 	 	 	 	 	 	 	 	 	18,684	 	 	 	2,358	 	 	 	2,489	 
	Atos Investissement 5
	 	 	476,300.7	 	 	 	476,300.7	 	 	 	100	 	 	 	476,301	 	 	 	0	 	 	 	 	 	 	 	 	 	 	 	0	 	 	 	2,327	 	 	 	 	 
	Segin Immobilier
	 	 	5,927.2	 	 	 	5,649.0	 	 	 	100	 	 	 	5,927	 	 	 	(239	)	 	 	 	 	 	 	 	 	 	 	0	 	 	 	(39	)	 	 	 	 
	Immobilière Industrielle Faidherbe
	 	 	15.2	 	 	 	15.2	 	 	 	100	 	 	 	15	 	 	 	(140	)	 	 	 	 	 	 	 	 	 	 	108	 	 	 	632	 	 	 	 	 
	Atos Origin Multimédia
	 	 	3,696.9	 	 	 	3,696.9	 	 	 	100	 	 	 	3,600	 	 	 	484	 	 	 	 	 	 	 	 	 	 	 	116,977	 	 	 	10,795	 	 	 	8,003	 
	Atos Origin Infogérance
	 	 	47,014.4	 	 	 	47,014.4	 	 	 	93	 	 	 	23,348	 	 	 	172	 	 	 	 	 	 	 	 	 	 	 	282,533	 	 	 	15,298	 	 	 	4,025	 
	Atos TPI
	 	 	316.3	 	 	 	316.3	 	 	 	51	 	 	 	150	 	 	 	23	 	 	 	 	 	 	 	 	 	 	 	27,929	 	 	 	1,676	 	 	 	643	 
	Atos Origin Formation
	 	 	1.8	 	 	 	1.8	 	 	 	100	 	 	 	436	 	 	 	44	 	 	 	 	 	 	 	 	 	 	 	8,460	 	 	 	(471	)	 	 	890	 
	Atos Origin Intégration
	 	 	36,400.2	 	 	 	36,400.2	 	 	 	97	 	 	 	13,941	 	 	 	8,171	 	 	 	 	 	 	 	 	 	 	 	206,303	 	 	 	6,741	 	 	 	8,932	 
	Atos Odyssée
	 	 	11,253.7	 	 	 	11,253.7	 	 	 	93	 	 	 	42	 	 	 	960	 	 	 	 	 	 	 	 	 	 	 	23,873	 	 	 	3,344	 	 	 	2,684	 
	AtosEuronext
	 	 	33,853.9	 	 	 	33,059.8	 	 	 	15	 	 	 	57,169	 	 	 	394	 	 	 	 	 	 	 	 	 	 	 	233,172	 	 	 	1,976	 	 	 	1,080	 
	Origin France
	 	 	30,300.0	 	 	 	30,300.0	 	 	 	100	 	 	 	15,235	 	 	 	(16,114	)	 	 	 	 	 	 	 	 	 	 	0	 	 	 	177	 	 	 	 	 
	Atos Origin Enterprises Services
	 	 	1,000.0	 	 	 	59.4	 	 	 	2	 	 	 	9,093	 	 	 	295	 	 	 	 	 	 	 	 	 	 	 	63,461	 	 	 	(5,937	)	 	 	 	 
	Atos Origin International
	 	 	2,378.2	 	 	 	1,945.0	 	 	 	100	 	 	 	1,003	 	 	 	(360	)	 	 	 	 	 	 	 	 	 	 	5,825	 	 	 	1,196	 	 	 	 	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	 	 	 	 	 	 	 	 	
	 	 	 	
	 	 	 	 	 
	ITALY
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Atos Multimédia
	 	 	67.5	 	 	 	52.0	 	 	 	100	 	 	 	52	 	 	 	428	 	 	 	 	 	 	 	 	 	 	 	2,047	 	 	 	(428	)	 	 	 	 
	Atos SPA
	 	 	54,218.6	 	 	 	47,657.0	 	 	 	100	 	 	 	47,000	 	 	 	(2,628	)	 	 	 	 	 	 	 	 	 	 	144,743	 	 	 	(10,659	)	 	 	 	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	 	 	 	 	 	 	 	 	
	 	 	 	
	 	 	 	 	 
	BENELUX
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Atos Service NV
	 	 	0.0	 	 	 	0.0	 	 	 	100	 	 	 	334	 	 	 	(530	)	 	 	 	 	 	 	 	 	 	 	0	 	 	 	(6	)	 	 	 	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	 	 	 	 	 	 	 	 	
	 	 	 	
	 	 	 	 	 
	SPAIN — PORTUGAL
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Atos-ODS Origin
	 	 	18,798.6	 	 	 	18,798.6	 	 	 	98.2	 	 	 	639	 	 	 	19,830	 	 	 	 	 	 	 	 	 	 	 	61,969	 	 	 	(1,321	)	 	 	 	 
	GTI
	 	 	721.6	 	 	 	588.0	 	 	 	100.0	 	 	 	71	 	 	 	698	 	 	 	 	 	 	 	 	 	 	 	1,327	 	 	 	(222	)	 	 	 	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	 	 	 	 	 	 	 	 	
	 	 	 	
	 	 	 	 	 
	GERMANY
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Atos Origin GMBH
	 	 	40,750.2	 	 	 	32,205.0	 	 	 	100	 	 	 	41,926	 	 	 	(996	)	 	 	 	 	 	 	 	 	 	 	141,425	 	 	 	(17,363	)	 	 	 	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	 	 	 	 	 	 	 	 	
	 	 	 	
	 	 	 	 	 
	THE NETHERLANDS
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Atos Origin Engenering BV
	 	 	1,116.9	 	 	 	1,116.9	 	 	 	100	 	 	 	108	 	 	 	283	 	 	 	 	 	 	 	 	 	 	 	8,091	 	 	 	348	 	 	 	 	 
	Atos Origin BV
	 	 	372,736.4	 	 	 	372,736.4	 	 	 	100	 	 	 	229,034	 	 	 	206,959	 	 	 	 	 	 	 	 	 	 	 	0	 	 	 	118,655	 	 	 	 	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	 	 	 	 	 	 	 	 	
	 	 	 	
	 	 	 	 	 
	B — Investments
(less than 50%
of common stock)
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Twinsoft
	 	 	190.5	 	 	 	190.5	 	 	 	50	 	 	 	381	 	 	 	76	 	 	 	 	 	 	 	 	 	 	 	1,224	 	 	 	4	 	 	 	 	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	 	 	 	 	 	 	 	 	
	 	 	 	
	 	 	 	 	 
	II — SUMMARY INFORMATIONS
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Other investments
	 	 	554,4	 	 	 	459.0	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	
	 	 	 	
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
	 
	TOTAL
	 	 	1,173,931	 	 	 	1,156,134	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	36,310	 
	 
	 	 	
	 	 	 	
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
	 



 

ATOS ORIGIN ANNUAL REPORT 2002 51


 






 



	 	 	 
	2   ANNUAL REPORT	 	
> FINANCIAL REPORT






	2.5.4.	 	Company five-year financial summary




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	(in EUR millions)	 	2002	 	2001	 	2000	 	1999	 	1998
	
	 	
	 	
	 	
	 	
	 	

	I — COMMON STOCK AT PERIOD END
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Common stock
	 	 	44.0	 	 	 	43.9	 	 	 	43.8	 	 	 	21.4	 	 	 	16.2	 
	Number of shares outstanding
	 	 	44,055,676	 	 	 	43,853,704	 	 	 	43,764,396	 	 	 	21,366,235	 	 	 	10,603,627	 
	Maximum number of shares that may
be created by:
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	* conversion of convertible bonds
	 	 	1,440,501	 	 	 	1,440,501	 	 	 	1,440,501	 	 	 	1,440,501	 	 	 	 	 
	* exercise of stock subscription options
	 	 	10,782,146	 	 	 	8,553,998	 	 	 	7,057,716	 	 	 	1,377,420	 	 	 	502 240	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	II — INCOME FOR THE PERIOD
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Revenue. net
	 	 	32.5	 	 	 	23.8	 	 	 	16.4	 	 	 	13.0	 	 	 	7.1	 
	Net income before tax. employee
profit-sharing and incentive schemes
depreciation. amortization and provisions
	 	 	46.6	 	 	 	23.4	 	 	 	27.7	 	 	 	14.6	 	 	 	(41.2	)
	Corporate income tax
	 	 	3.8	 	 	 	1.9	 	 	 	0.0	 	 	 	(1.5	)	 	 	3.1	 
	Net income after tax. employee profit-sharing.
depreciation. amortization and provisions
	 	 	18.6	 	 	 	20.4	 	 	 	29.9	 	 	 	23.1	 	 	 	39.4	 
	Dividend distribution
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	III — PER SHARE DATA (in EUR)
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Net income after tax and employee profit-sharing
but before depreciation. amortization and provisions
	 	 	1.14	 	 	 	0.58	 	 	 	0.63	 	 	 	N.A.	 	 	 	N.A.	 
	Net income after tax. employee profit-sharing.
depreciation. amortization and provisions
	 	 	0.42	 	 	 	0.47	 	 	 	0.68	 	 	 	1.08	 	 	 	3.72	 
	Dividend per share
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	IV — EMPLOYEES
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Average number of employees during the period
	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 
	Total payroll for the period
	 	 	0.1	 	 	 	0.2	 	 	 	0.3	 	 	 	0.1	 	 	 	0.2	 
	Employee social security and welfare payments
	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 	 	 	0	 
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 




	2.5.5.	 	Special statutory auditors’ report on regulated agreements



In accordance with our appointment as statutory auditors of your company, we
are required to report on the regulated agreements that have been brought to
our attention. The terms of our engagement do not require us to identify such
agreements.


We inform you that no agreement directed by article L225-86 of the French
Companies Act (Code de commerce) has been brought to our attention.


Paris and Neuilly-sur-Seine,
March 12th, 2003
The Auditors,



	 	 	 
	Amyot Exco Grant Thornton

 
Daniel Kurkdjian

Vincent Papazian	 	
Deloitte Touche Tohmatsu

 
Jean-Paul Picard

Jean-Marc Lumet



(This is a free translation of the original text in French for information
purposes only. It should be understood that the agreements reported on are only
those provided by the Commercial code and that the report does not apply to those related party
transactions described in IAS 24 or other equivalent accounting standards).




 

52 ATOS ORIGIN ANNUAL REPORT 2002


 






 



	 	 	 
	> PERSONS RESPONSIBLE FOR THE FINANCIAL STATEMENTS	 	
ANNUAL REPORT   6







6.3.2. Auditors fees




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Amyot Exco Grant Thornton	 	Deloitte Touche Tohmatsu
	 	 	
	 	

	 	 	Amount	 	%	 	Amount	 	%
	(in EUR)	 	2002	 	2002	 	2002	 	2002
	
	 	
	 	
	 	
	 	

	Legal audit
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	- On consolidated & individual statements
	 	 	909,774	 	 	 	75	%	 	 	1,790,074	 	 	 	63	%
	- Other missions related to legal audit
	 	 	298,262	 	 	 	25	%	 	 	583,830	 	 	 	21	%
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	Sub-total
	 	 	1,208,036	 	 	 	100	%	 	 	2,373,904	 	 	 	84	%
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	Other allowances
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	- Legal, tax, social audit
	 	 	1,500	 	 	 	—	 	 	 	219,913	 	 	 	8	%
	- IT audit
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	- Internal audit
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	- Others
	 	 	 	 	 	 	—	 	 	 	230,222	 	 	 	8	%
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	Sub-total
	 	 	1,500	 	 	 	—	 	 	 	450,135	 	 	 	16	%
	 
	 	 	
	 	 	 	
	 	 	 	
	 	 	 	
	 
	Total
	 	 	1,209,536	 	 	 	100	%	 	 	2,824,039	 	 	 	100	%