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01 02 03 04 05 06 07 08 09 10 11 12 13 14 128 06 Consolidated information Notes to the Consolidated Financial Statements 500 million euro bond issue On March 30, 2007, Sodexo issued bonds for 500 million euro, redeemable at par on March 30, 2014. The bonds bear interest at an annual rate of 4.50%, payable annually on March 28. 880 million euro bond issue On January 30, 2009, Sodexo SA issued new bonds for 650 million euro, redeemable on January 30, 2015. The bonds bear interest at an annual rate of 6.25%. On June 24, 2009, additional bonds for 230 million euro were issued bringing the face value to 880 million euro. After the additional bonds, these bonds bear an average effective interest rate of 5.97%. Neither of these two bond issues is subject to financial covenants. 4.16.2 other borrowings from financial institutions April 2005 multi‑currency revolving credit facility On April 29, 2005, Sodexo and Sodexo, Inc. contracted a multi-currency revolving credit facility of up to 460 million euro plus 700 million U.S. dollars, the maturity of which had been extended until April 26, 2012. As of August 31, 2010, 370 million U.S. dollars (292 million euro) and 265 million euro had been drawn. On July 20, 2011, Sodexo SA and Sodexo, Inc. cancelled this credit facility prior to its maturity date. July 2011 multicurrency confirmed credit facility On July 18, 2011, Sodexo SA contracted a multicurrency confirmed credit facility of up to 600 million euro plus 800 million U.S. dollars. This facility matures on July 18, 2016, but the maturity may be extended at the request of Sodexo (subject to consent from the lenders) until July 2017 and subsequently until July 2018. Drawings on this facility will be subject to floating rate interest indexed on LIBOR and EURIBOR. There are no financial covenants attached to this credit facility. This facility was unutilized as of August 31, 2011 and is therefore fully available. Sodexo Registration Document Fiscal 2011 P ◀ CONTENTS ▶ Loans for 500 million U.S. dollars and 600 million U.S. dollars On September 29, 2008, Sodexo SA borrowed 500 million U.S. dollars at a fixed rate of interest from U.S. investors. This financing was structured in three tranches: • 140 million U.S. dollars at a fixed rate of 5.69% and redeemable in September 2013; • 290 million U.S. dollars at a fixed rate of 5.99% and redeemable in September 2015; • 70 million U.S. dollars at a fixed rate of 6.43% and redeemable in September 2018. On March 29, 2011, Sodexo SA borrowed 600 million U.S. dollars at a fixed rate of interest from U.S. investors. This financing is structured in three tranches: • 250 million U.S. dollars at a fixed rate of 4.24% and redeemable in March 2018; • 225 million U.S. dollars at a fixed rate of 4.85% and redeemable in March 2021; • 125 million U.S. dollars at a fixed rate of 4.95% and redeemable in March 2023. These two loans are subject to two financial covenants that are calculated by reference to the consolidated financial statements of the Group: • Net debt (excluding restricted cash) must not exceed 3.5 times EBITDA (operating profit plus amortization and depreciation) for the past 12 months; • Net assets adjusted for cumulative foreign exchange translation gains or losses since August 31, 2007 must be not less than 1.3 billion euro. The Group was compliant with these covenants as of August 31, 2011. Borrowings in Brazilian real In order to finance its acquisition of the VR group in Brazil in 2008, Sodexo SA contracted two fixed rate loans in Brazilian real for an amount of 318 million real, to be reimbursed over five years, with a final maturity in April 2013. Given the repayments made during the period, these loans amounted to 212 million reals (92 million euro) as of August 31,
P ◀ CONTENTS ▶ 2011. These two loans are not subject to any financial covenants. Interest rate In order to comply with the Group’s financing policy, substantially all borrowings are at fixed rates of interest. Where acquisition financing is arranged in a currency other than that of the acquired entity, the debt is hedged by the use of currency swaps. 4.16.3 Maturity of borrowings August 31, 2011 Carrying amounts Less than 3 months Consolidated information 06 Notes to the Consolidated Financial Statements As of August 31, 2011, 98% of Sodexo’s borrowings were at fixed rate. The average rate of interest as of the same date was 5.7%. The bond issues and borrowings from financial institutions described above include customary clauses for early reimbursement that, as of the close of the fiscal year, do not present any significant risk of being exercised. These early reimbursement clauses include cross-default and change-in-control clauses which apply to all of the borrowings. More than 3 months and less than 6 months More than 6 months and less than 1 year 1–5 years More than 5 years Total Bond issues 0 32 11 1,385 0 1,428 Bank borrowings* 49 0 23 344 465 881 Finance lease obligations 2 1 16 35 4 58 Other borrowings 3 1 14 28 1 47 ToTAL 54 34 64 1,792 470 2,414 * Excluding the impact of derivative financial instruments described in note 4.17. * For borrowings expressed in a foreign currency, amounts are translated at the year-end closing rate. * Maturities include interest incurred as of the balance sheet date. * Credit facility renewal rights are taken into account in setting maturities. August 31, 2011 Undiscounted contractual maturities, including payment of future interest not yet due Less than 3 months More than 3 months and less than 6 months More than 6 months and less than 1 year 1 – 5 years More than 5 years Total Bond issues 0 55 24 1,595 0 1,674 Bank borrowings 55 0 47 491 553 1,146 Finance lease obligations 3 2 17 40 4 66 Other borrowings Impact of derivative financial instruments excluding those related to the PPP companies 3 1 16 32 1 53 (note 4.17) 2 2 2 3 0 9 ToTAL 63 60 106 2,161 558 2,948 August 31, 2010 Carrying amounts Less than 3 months More than 3 months and less than 6 months More than 6 months and less than 1 year 1 – 5 years More than 5 years Total Bond issues 32 11 1,386 1,429 Bank borrowings* 51 3 27 767 289 1,137 Finance lease obligations 2 2 16 44 6 70 Other borrowings 3 3 41 1 48 ToTAL 56 37 57 2,238 296 2,684 * Excluding the impact of swaps described in note 4.17. * For borrowings expressed in a foreign currency, amounts are translated at the year-end closing rate. * Maturities include interest incurred as of the balance sheet date. * Credit facility renewal rights are taken into account in setting maturities. Sodexo Registration Document Fiscal 2011 129 01 02 03 04 05 06 07 08 09 10 11 12 13 14
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Fiscal 2011 Registration Document
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Registration Document Fiscal 2011 T
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P ◀ CONTENTS ▶ Message from Mic
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P ◀ CONTENTS ▶ History 01 01 Ou
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P ◀ CONTENTS ▶ The Fundamental
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P ◀ CONTENTS ▶ OUR MISSION Our
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P ◀ CONTENTS ▶ ‡ Our ambition
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P ◀ CONTENTS ▶ Titre Our Group
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P ◀ CONTENTS ▶ SODEXO HAS THREE
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P ◀ CONTENTS ▶ OUR AWARDS Sodex
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P ◀ CONTENTS ▶ 2. EMPLOYEES AND
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P ◀ CONTENTS ▶ DIVIDENDS PAID O
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P ◀ CONTENTS ▶ Titre Quality 1
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P ◀ CONTENTS ▶ Quality of Life
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P ◀ CONTENTS ▶ diverse data sou
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P ◀ CONTENTS ▶ commitments unde
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P ◀ CONTENTS ▶ The high economi
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P ◀ CONTENTS ▶ Democratic Repub
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P ◀ CONTENTS ▶ 5.3 Achievements
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P ◀ CONTENTS ▶ 6.2 Market trend
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P ◀ CONTENTS ▶ 8. EDUCATION 21.
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P ◀ CONTENTS ▶ Liceo Franco Arg
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P ◀ CONTENTS ▶ Quality of Life
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P ◀ CONTENTS ▶ themselves, enha
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P ◀ CONTENTS ▶ 4. PUBLIC BENEFI
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P ◀ CONTENTS ▶ Development of n
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P ◀ CONTENTS ▶ Economic and Soc
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P ◀ CONTENTS ▶ On the strength
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P ◀ CONTENTS ▶ The proportion o
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P ◀ CONTENTS ▶ Non-site manager
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P ◀ CONTENTS ▶ 2.2.8 Social and
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P ◀ CONTENTS ▶ 3. EMPLOYMENT IN
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P ◀ CONTENTS ▶ The Better Tomor
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P ◀ CONTENTS ▶ 2. WE DO The Bet
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P ◀ CONTENTS ▶ 2.2 Supporting L
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P ◀ CONTENTS ▶ chemical sourcin
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P ◀ CONTENTS ▶ EXAMPLES OF A BE
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P ◀ CONTENTS ▶ Titre Consolidat
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P ◀ CONTENTS ▶ 1.2 Operating pr
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Page 85 and 86: P ◀ CONTENTS ▶ 2.2.4 Motivation
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Page 109 and 110: P ◀ CONTENTS ▶ 2.22.3 Income ta
Page 111 and 112: P ◀ CONTENTS ▶ Fiscal 2010 (in
Page 113 and 114: P ◀ CONTENTS ▶ 4.2 Finance inco
Page 115 and 116: P ◀ CONTENTS ▶ 4.5 Property, pl
Page 117 and 118: P ◀ CONTENTS ▶ (in millions of
Page 119 and 120: P ◀ CONTENTS ▶ 4.8 Client inves
Page 121 and 122: P ◀ CONTENTS ▶ The table below
Page 123 and 124: P ◀ CONTENTS ▶ 4.11 Financial a
Page 125 and 126: P ◀ CONTENTS ▶ 4.11.4 details o
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Page 165 and 166: P ◀ CONTENTS ▶ ‡ Supplemental
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P ◀ CONTENTS ▶ Information on t
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P ◀ CONTENTS ▶ 13.2 Changes in
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P ◀ CONTENTS ▶ extendable on ap
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P ◀ CONTENTS ▶ 18. RELATED PART
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P ◀ CONTENTS ▶ 26. CONSOLIDATIO
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P ◀ CONTENTS ▶ (in thousands of
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P ◀ CONTENTS ▶ III - Specific v
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P ◀ CONTENTS ▶ (in euro) employ
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P ◀ CONTENTS ▶ Titre Legal 1Inf
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P ◀ CONTENTS ▶ 1.6 Registration
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P ◀ CONTENTS ▶ Legal Informatio
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P ◀ CONTENTS ▶ 2.4.2 Share owne
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P ◀ CONTENTS ▶ 2.5.2 Internatio
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P ◀ CONTENTS ▶ Shareholders - T
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P ◀ CONTENTS ▶ 2.3 Publication
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P ◀ CONTENTS ▶ 8. BENEFITS OF B
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P ◀ CONTENTS ▶ ADJUSTED SODEXO
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P ◀ CONTENTS ▶ ‡ Capital 1. S
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P ◀ CONTENTS ▶ 3. STOCK MARKET
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P ◀ CONTENTS ▶ Titre Corporate
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P ◀ CONTENTS ▶ 1.1 Composition
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P ◀ CONTENTS ▶ • Board Member
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P ◀ CONTENTS ▶ Other positions
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P ◀ CONTENTS ▶ Peter Thompson B
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P ◀ CONTENTS ▶ 2.3 Mission of t
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P ◀ CONTENTS ▶ The Audit Commit
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P ◀ CONTENTS ▶ Board has begun
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P ◀ CONTENTS ▶ 3.2 Group Polici
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P ◀ CONTENTS ▶ 3.2.5 Informatio
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P ◀ CONTENTS ▶ Executive Commit
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P ◀ CONTENTS ▶ 3.8.1 The risk i
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P ◀ CONTENTS ▶ Corporate Govern
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P ◀ CONTENTS ▶ Corporate Govern
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P ◀ CONTENTS ▶ ‡ Compensation
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P ◀ CONTENTS ▶ SUMMARY OF COMPE
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P ◀ CONTENTS ▶ 2. COMPENSATION
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P ◀ CONTENTS ▶ Total compensati
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P ◀ CONTENTS ▶ expiration date
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P ◀ CONTENTS ▶ exercise price (
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P ◀ CONTENTS ▶ Name date of Boa
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P ◀ CONTENTS ▶ ‡ Audit fees (
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P ◀ CONTENTS ▶ Combined Annual
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P ◀ CONTENTS ▶ It is therefore
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P ◀ CONTENTS ▶ trading sessions
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P ◀ CONTENTS ▶ Titre Glossary 1
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P ◀ CONTENTS ▶ Intensity risk R
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P ◀ CONTENTS ▶ P ◀ CONTENTS
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P ◀ CONTENTS ▶ Responsibility f
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P ◀ CONTENTS ▶ Titre Reconcilia
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P ◀ CONTENTS ▶ Reconciliation t
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PEFC/10-31-1190 FCBA/08-00860A Publ
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