Universal Registration Document - Fiscal 2023

4. Consolidated financial statements

Sodexo is a société anonyme (a form of limited liability company) registered in France, with its headquarters located in Issy-les-Moulineaux. Sodexo offers a wide range of services to meet the daily needs of its clients, not only within its On-site Services activity, composed of Food and Facilities Management services, but also with its Benefits & Rewards Services activity (newly denominated “Pluxee”, see note 3.2), offering a complete suite of solutions of employee benefits and commitment.

Sodexo’s consolidated financial statements for the fiscal year ended August 31, 2023 were approved by the Board of Directors on October 25, 2023 and will be submitted to the Annual Shareholders Meeting on December 15, 2023.

The numbers shown in the tables were prepared in thousands of euros and are presented in million euros (unless otherwise indicated).

NOTE 1. SIGNIFICANT EVENTS

1.1 Change in On-site Services organization

As announced in July 2022, the Group has reorganized its On-site Services activity with regions and countries consolidated into geographic zones led by three Zone Presidents, with the full responsibility of the Profit and Loss. The three geographic zones are North America, Europe and Rest of the World (including Asia-Pacific, Middle East, Africa, Latin America).

In order to reflect the implementation of the new organization of On-site Services by geographic zone, fully effective from October 1, 2022, the Group has redefined its operating segments as defined by IFRS 8 (corresponding until then to the global client segments and now represented by regions) and has updated its segment information accordingly. Thus, within On-site Services activity, the new operating segments after aggregation correspond to the following geographic zones:

  • North America;
  • Europe (including the Continental Europe, France and United Kingdom & Ireland regions);
  • Rest of the World (including Asia-Pacific/Middle East/Africa, Latin America (without Brazil) and Brazil).

The Benefits & Rewards Services activity (Pluxee), not impacted by the reorganization, is an operating segment on its own.

For comparability purposes, the segment information of the previous period has been restated (see note 4.1).

Furthermore, in accordance with IAS 36 “Impairment of assets“, the reorganization of On-site Services activity has led the Group to reassess the level at which goodwill impairment tests are carried out. On-site Services goodwill have therefore been reallocated to each region (group of Cash Generating Units), which corresponds to the lowest level at which goodwill is monitored for internal management purposes (see note 6.1), based on their estimated relative value in use as of August 31, 2022.

1.2 Plan to spin-off Benefits & Rewards Services (Pluxee)

The Sodexo Board of Directors has unanimously approved the project to separate the two business units of Sodexo by spinning-off and listing Benefits & Rewards Services activity (renamed Pluxee) through the distribution of this entity's shares to Sodexo shareholders.

As part of the preparation of the spin-off, the modification of Sodexo's by-laws as well as the temporary suspension of the dividend premium will be put to a shareholder vote during the Annual General Meeting to be held on December 15, 2023. The full spin-off will be subsequently proposed to a dedicated Shareholders Meeting to be held early 2024, and the listing is expected to start early 2024 on Euronext Paris, subject to Euronext admission decision and market conditions.

Given the progress of the project as of August 31, 2023, the Benefits & Rewards Services activity (Pluxee) has been classified in accordance with IFRS 5 “Assets held for sale and discontinued operations” as a discontinued operation in Sodexo consolidated financial statement in Fiscal 2023 (see the detailed accounting treatment in note 3.2).

1.3 Strategic partnership between Pluxee (Benefits & Rewards Services activity) and Santander in Brazil

In July 2023, to reinforce its market leadership in Brazil, Pluxee has signed a strategic partnership with Santander Brazil, one of the largest private banks in the country, combining 145,000 clients, 6.5 million consumers and a network of over 750,000 merchants.

This strategic partnership includes (i) a 25-year exclusive distribution agreement of its Employee Benefit solutions in the Santander network and (ii) the integration of Santander’s Employee Benefits activity, Ben. This partnership will enable Pluxee to enhance the distribution of its products through the wide national network of Santander agencies and will create significant synergies. As part of this partnership, Santander is also contributing its existing Employee Benefits activity in Brazil and will hold a 20% equity stake into Benefits & Rewards Services activity entity in Brazil (Pluxee Brazil). Created in 2019 to complement the Bank's range of offers, Santander’s Brazilian Employee Benefits activity relies on a network of 3,000 clients, 600,000 consumers and over 400,000 merchants.

This transaction has been approved by the Administrative Council for Economic Defense (CADE) and is still subject to the approval of the Central Bank of Brazil. It is expected to be completed during 2024 calendar year.