NEW YORK, May 7, 2020 /PRNewswire/ -- Atento S.A. (NYSE:
ATTO, "Atento" or "Company"), the leading provider of customer
relationship management and business process outsourcing services
(CRM / BPO) in Latin America and
one of the top five providers worldwide, today announced
arrangements to facilitate HPS Investment Partners, LLC ("HPS"),
GIC , and an investment fund affiliated with Farallon Capital
Management, L.L.C. ("Farallon")'s (collectively, the "Institutional
Investors") acquisition of shares of the Company currently held
indirectly by Bain Capital in exchange for notes currently held by
these Institutional Investors (the "Transaction").
Carlos López-Abadía, Atento's Chief Executive Officer, said: "At
Atento, we are leading the next generation of customer experience
services by combining the power of technology and the human touch.
Each of the new investors in Atento shares our vision to establish
a stronger platform from which to accelerate the development and
expansion of innovative digital solutions that will significantly
enhance Atento's growing portfolio of high-value voice, integrated
multichannel and back office services. Our mission over the long
term continues to be increasing shareholder value by effectively
capitalizing on the emerging digital opportunities in CRM-BPO. I
would like to take this opportunity to thank Bain Capital for all
of their support and hard work over the years."
Thomas Iannotti, Atento Lead
Director added: "We are delighted to have these leading global
investment firms as Atento shareholders and HPS, GIC and Farallon
as board members and look forward to benefitting from their
strategic thinking and leadership. Their investment demonstrates a
commitment to supporting our ambitious transformation plan and
their confidence in Atento's considerable long-term potential."
"We have long admired Atento as the leading CRM/BPO provider in
Latin America," said Daniel Goldberg, Managing Partner of Farallon
Latin America Investimentos Ltda. "Farallon is pleased to support
the Company as it builds an exciting array of next-generation
services and capabilities."
At the end of 2019, Atento's senior management team presented
its Three Horizon Plan, a three-year strategic plan to place Atento
at the forefront of transforming the customer experience in the
Americas. The plan consists of three main pillars:
- Implement Operational Improvements: develop a range of
initiatives to accelerate the transformation of Atento's core
operations, from driving sales and operational excellence to
optimizing indirect costs.
- Accelerate the Build-out of a Next Generation Services
Portfolio and Enhanced Digital Capabilities: create a set of
strategic initiatives to accelerate the development and expansion
of Atento's value offering, with a focus on three next generation
service lines (High-value voice, Integrated multichannel and
Automated back office) and four next generation capabilities
(AI/Cognitive, Analytics, Automation/RPA and CX consulting),
combined with the implementation of new methodologies for product
development and go-to-market processes.
- Pursue New Growth Avenues: build upon stronger
foundations to unlock and drive new growth by accelerating the
Company's penetration into higher-growth and higher-margin
verticals and by expanding in the US market. As part of Atento's
strategic plan, and to help drive the plan's execution and remain
among the world's best places to work, Atento is advancing the
digital transformation of its human resources operations, including
the reskilling of some traditional call center agents as
programmers.
To ensure the advancement of the Three Horizon Plan, Atento
implemented a series of measures to mitigate the risk posed by the
COVID-19 epidemic, including the implementation of strict health
and safety procedures in accordance with WHO guidelines and those
of local health authorities. In addition, to strengthen Atento's
cash position and balance sheet, the Company has been rationalizing
capex and other expenses. With $160
million in total liquidity, Atento currently has the
necessary financial resources to continue delivering customer
services and solutions as well as effectively maintain health and
safety procedures, including having over 60 thousand employees
working at home.
About the Transaction
On May 6, 2020, a Share Transfer
Agreement was signed by Bain Capital and the Institutional
Investors, which are each investing independently, to transfer
substantially all of Bain Capital's shares in Atento owned by
Atalaya Luxco Pikco S.C.A., an entity controlled by Bain Capital,
in exchange for notes held by the Institutional Investors. The
Share Transfer Agreement is subject to regulatory conditions,
including antitrust approvals in Brazil and Mexico.
Atento has concurrently entered into a Director Nomination
Agreement with each of HPS, GIC and Farallon individually, allowing
each investor to propose candidates to be nominated to the
Company's Board of Directors, subject to shareholder approval. HPS
will have the right to propose two directors, while GIC and
Farallon will each have the right to propose one director. Also,
HPS, GIC and Farallon have each agreed to certain transfer
restrictions with regards to their Atento shares for a period of 24
months from the date of completion of the Transaction. Atento also
entered into a Registration Rights Agreement with each of HPS, GIC
and Farallon individually. The Director Nomination Agreements and
Registration Rights Agreement will become effective on the
completion of the Transaction. Atento will also terminate the
existing Registration Rights Agreement with Atalaya Luxco Pikco
S.C.A. effective on completion of the Transaction. Following the
Transaction, Atento expects that HPS will hold approximately 25%,
GIC 22% and Farallon 15% of the shares in the Company. The
arrangements with these investors are intended to ensure that there
are no impacts on Atento's day-to-day business operations.
About Atento
Atento is the largest provider of customer relationship
management and business process outsourcing (CRM BPO) services in
Latin America, and among the top
five providers globally, based on revenues. Atento is also a
leading provider of nearshoring CRM/BPO services to companies that
carry out their activities in the United
States. Since 1999, the company has developed its business
model in 13 countries where it employs 150,000 people. Atento has
over 400 clients to whom it offers a wide range of CRM/BPO services
through multiple channels. Atento's clients are mostly leading
multinational corporations in sectors such as telecommunications,
banking and financial services, health, retail and public
administrations, among others. Atento's shares trade under the
symbol ATTO on the New York Stock Exchange (NYSE). In 2019, Atento
was named one of the World's 25 Best Multinational Workplaces and
one of the Best Multinationals to Work for in Latin America by Great Place to
Work®. For more information visit
www.atento.com
Investor
Relations
Shay Chor
+55 11
3293-5926
shay.chor@atento.com
|
Investor
Relations
Fernando
Schneider
+ 55 11
3779-8119
fernando.schneider@atento.com
|
Media
Relations
Pablo Sánchez
Pérez
+34 670031347
pablo.sanchez@atento.com
|
Forward-Looking Statements
This press release contains
forward-looking statements. Forward-looking statements can be
identified by the use of words such as "may," "should," "expects,"
"plans," "anticipates," "believes," "estimates," "predicts,"
"intends," "continue" or similar terminology. These statements
reflect only Atento's current expectations and are not guarantees
of future performance or results. These statements are subject to
risks and uncertainties that could cause actual results to differ
materially from those contained in the forward-looking statements.
In particular, the COVID-19 pandemic, and governments'
extraordinary measures to limit the spread of the virus, are
disrupting the global economy and Atento's industry, and
consequently adversely affecting the Company's business, results of
operation and cash flows and, as conditions are recent, uncertain
and changing rapidly, it is difficult to predict the full extent of
the impact that the pandemic will have. Risks and
uncertainties include, but are not limited to, competition in
Atento's highly competitive industries; increases in the cost of
voice and data services or significant interruptions in these
services; Atento's ability to keep pace with its clients' needs for
rapid technological change and systems availability; the continued
deployment and adoption of emerging technologies; the loss,
financial difficulties or bankruptcy of any key clients; the
effects of global economic trends on the businesses of Atento's
clients; the non-exclusive nature of Atento's client contracts and
the absence of revenue commitments; security and privacy breaches
of the systems Atento uses to protect personal data; the cost of
pending and future litigation; the cost of defending Atento against
intellectual property infringement claims; extensive regulation
affecting many of Atento's businesses; Atento's ability to protect
its proprietary information or technology; service interruptions to
Atento's data and operation centers; Atento's ability to retain key
personnel and attract a sufficient number of qualified employees;
increases in labor costs and turnover rates; the political,
economic and other conditions in the countries where Atento
operates; changes in foreign exchange rates; Atento's ability to
complete future acquisitions and integrate or achieve the
objectives of its recent and future acquisitions; future
impairments of our substantial goodwill, intangible assets, or
other long-lived assets; and Atento's ability to recover consumer
receivables on behalf of its clients. In addition, Atento is
subject to risks related to its level of indebtedness. Such risks
include Atento's ability to generate sufficient cash to service its
indebtedness and fund its other liquidity needs; Atento's ability
to comply with covenants contained in its debt instruments; the
ability to obtain additional financing; the incurrence of
significant additional indebtedness by Atento and its subsidiaries;
and the ability of Atento's lenders to fulfill their lending
commitments. Atento is also subject to other risk factors described
in documents filed by the company with the United States Securities
and Exchange Commission.
These forward-looking statements speak only as of the date on
which the statements were made. Atento undertakes no obligation to
update or revise publicly any forward-looking statements, whether
as a result of new information, future events or otherwise.
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SOURCE Atento S.A.