NEW CHAPTER IN AKKA HISTORY – AKKA AND MODIS UNITE TO BUILD A GLOBAL SMART INDUSTRY LEADER

NEW CHAPTER IN AKKA HISTORY – AKKA AND MODIS UNITE TO BUILD A GLOBAL SMART INDUSTRY LEADER

A TURNING POINT IN AKKA HISTORY

  • Acquisition by the Adecco Group of Ricci family and CNP controlling stakes (59.92% of share capital) at €49 per share
  • Subsequent launch of a Mandatory Tender Offer for the remaining shares expected end of Q1 2022, subject to relevant approvals being obtained and closing
  • Intention to combine AKKA with Modis to create the number #2 player in the global engineering R&D market
  • Modis’ cross-industry expertise in technology and digital engineering consulting, tech talent services and up- and re-skilling ideally complement AKKA’s skills and assets
  • Combined workforce of 50,000 engineers and digital experts with deep cross-sector expertise, a global footprint, balanced industry profile, and strongholds in higher growth sectors such as mobility and software & technology services
  • Jan Gupta appointed President-elect of combined business. Jean-Franck Ricci to be appointed Chairman of the Customer Advisory Board of the newly combined business and Mauro Ricci to be appointed Special Advisor to the CEO of the Adecco Group

FEATURES OF THE TRANSACTION

  • Mauro Ricci and Jean-Franck Ricci agreed on a cash and share offer, showing commitment to future success of the combined entity within the Adecco Group
  • Premium of approximately 115% to the share price of €22.82 on 23 July 2021 and 108% on the last three weighted months average share price
  • Transaction consideration of €2.0 billion of Enterprise Value

Q2 2021 REVENUE

  • Organic growth of +9.2% compared to Q2 2020
  • All Business Units recorded positive organic growth in Q2
  • Ongoing business improvement across industries, strong momentum in non-mobility sectors (+20.5% sequentially)

2021 OUTLOOK CONFIRMED

  • Previous outlook on costs for FY2021 confirmed
  • Lower than expected cash outflows in H1 due to tight cash management
  • End of June 2021 net debt of c. €430m (preliminary figures)
  • Covenant leverage ratio <4.0x as of June 30th, 2021

Today marks a turning point in AKKA’s history as we announce the creation of the number 2 global player in the smart industry, through the combination with Modis.

AKKA’s focus since its inception has always been to accelerate innovation for our customers and in taking this next step with Modis, we become even better positioned to do so, reinforcing our capabilities as a valuable long-term partner. The addition of cutting-edge digital engineering skills combined with our deep expertise in the engineering of the full product life cycle that we have acquired working with our blue-chip customers for decades will create value for all our stakeholders.

This opens up exciting opportunities for our engineers, who will access a larger playing field to continue to innovate alongside our customers and keep expressing their passion for technologies.

I am convinced that Modis is the ideal partner with whom to write this new chapter in our history, powering the future of smart industry together.

Mauro Ricci, Chairman and CEO of AKKA

We are very pleased to announce today that AKKA and Modis will come together in a landmark combination. Alongside our Workforce and Talent Solutions global pillars, we are creating a global market leader in technology and digital engineering, a trusted partner to the world’s leading companies, with an ability to capture the accelerating demand for digital transformation through its Smart Industry focus. By combining AKKA and Modis, we are delivering a step-change moment in our Future@Work strategy. This is a compelling investment in a higher growth, higher margin business that has more predictable and resilient earnings and will create significant value for all stakeholders.

The two businesses strongly complement one another, united by a shared passion for technology and talent and a dynamic, entrepreneurial culture. We also see potential for Adecco’s ecosystem to provide exciting new opportunities for AKKA and its engineers, with an enhanced ability to combine technology solutions with workforce and talent solutions as part of a truly unique service offering for our customers.

Alain Dehaze, CEO of Adecco Group

This is a milestone day and major leap forward in our mission to be a leading enabler of Smart Industry. Smart Industry is where IT and engineering technologies converge into a digital and connected world, and we look forward to joining forces with AKKA, combining their excellent market reputation in engineering with Modis’ strong digital experience. Together we will provide cutting-edge high-tech solutions through highly experienced engineers and digital experts.

United, we will be a global engineering and digital solutions powerhouse, one that is a well-positioned and trusted partner worldwide, able to meet accelerating demand from customers who are facing technological disruptions and need our services and skills to scale their transformation. We have the joint ambition to lead the market and to be in the forefront of accelerating innovation and time to market for our customers and partners. Together, we will engineer a smarter future.

Jan Gupta, President of Modis

Detailed press release is attached.

About AKKA

AKKA is a European leader in engineering consulting and R&D services. Our comprehensive portfolio of digital solutions combined with our expertise in engineering, uniquely positions us to support our clients by leveraging the power of connected data to accelerate innovation and drive the future of smart industry. AKKA accompanies leading industry players across a wide range of sectors throughout the life cycle of their products with cutting edge digital technologies (AI, ADAS, IoT, Big Data, robotics, embedded computing, machine learning, etc.) to help them rethink their products and business processes. Founded in 1984, AKKA has a strong entrepreneurial culture and a wide global footprint. Our 20,000 employees around the world are all passionate about technology and share the AKKA values of respect, courage and ambition. The Group recorded revenues of €1.5 billion in 2020. AKKA Technologies (AKA) is listed on Euronext Paris and Brussels – segment B – ISIN code: FR0004180537.

www.akka-technologies.com

About Modis

In the converging world of IT and engineering, Modis pioneers Smart Industry by delivering cross-industry expertise in technology and digital engineering consulting, tech talent services and up- and re-skilling through its global Tech Academy. Modis has a global presence with 30,000+ consultants and around 10,000 customers in over 20 countries, focused on digital transformation, cognitive technologies (e.g. AI, data analytics), cloud and data security, smart ecosystem (e.g. digital twin), and industry 4.0 across high-growth Smart Industry sectors. Modis’s key sectors include Automotive & Transportation, Environmental & Energy, Software, Internet & Communication, Financial Services, and Industrial Manufacturing. Modis has a balanced footprint across North America, Europe, and APAC, including strong positions in Japan and Australia. With passion for technology and talent, Modis drives innovation and enables digital transformation for a smart and sustainable tomorrow. Modis is a Global Business Unit of the Adecco Group.

About the Adecco Group

The Adecco Group is the world’s leading talent advisory and solutions company. We believe in making the future work for everyone, and every day enable more than 3.5 million careers. We skill, develop and hire talent in 57 countries, enabling organisations to embrace the future of work. As a Fortune Global 500 company, we lead by example, creating shared value that fuels economies and builds better societies. Our culture of inclusivity, entrepreneurship and teamwork empowers our 30,000 employees. We are proud to have been consistently ranking on of the “World’s Best Workplaces” by Great Place to Work®. The Group is headquartered in Zurich, Switzerland (ISIN: CH0012138605) and listed on the SIX Swiss Exchange (ADEN).

Disclaimer

This press release does not constitute and shall not be considered as constituting, an offer to the public to acquire, sell or subscribe, or the solicitation of an order to sell, buy or subscribe, the shares of AKKA Technologies SE, in any jurisdiction. The Mandatory Tender Offer will only be made on the basis of the offer document that will be approved by the FSMA, the Belgian supervisory market authority. No steps will be taken to enable a public takeover bid in any jurisdiction other than in Belgium or France.

Neither this press release nor any other information relating to the matters contained herein may be distributed in any jurisdiction where a registration, qualification or any other obligation is in force or would be with regard to the content hereof or thereof. Any failure to comply with these restrictions may constitute a violation of the financial laws and regulations of such jurisdiction. AKKA and its affiliated persons explicitly decline any liability for any failure of any person to comply with these restrictions.

Important notice about forward-looking information

Information in this press release may involve guidance, expectations, beliefs, plans, intentions or strategies regarding the future. These forward-looking statements involve risks and uncertainties. All forward-looking statements included in this release are based on information available to AKKA as of the date of this release, and we assume no duty to update any such forward-looking statements. The forward-looking statements in this release are not guarantees of future performance and actual results could differ materially from our current expectations. Numerous factors could cause or contribute to such differences. Factors that could affect the company’s forward-looking statements include, among other things: global GDP trends and the demand for temporary work; the impact of the global outbreak of novel coronavirus disease (Covid-19); changes in regulation of temporary work; intense competition in the markets in which the company operates; integration of acquired companies; changes in the company’s ability to attract and retain qualified internal and external personnel or clients; the potential impact of disruptions related to IT; any adverse developments in existing commercial relationships, disputes or legal and tax proceedings.

Contacts

Communiqué de presse 20210728_EN_PR_MODIS_ANNOUNCEMENT.pdf