Solicitation of consents by Sodexo – Extension of the Early Instruction Deadline

Issy-les-Moulineaux, July 14, 2023 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION DIRECTLY OR INDIRECTLY IN ANY JURISDICTION OR TO ANY PERSON LOCATED OR RESIDENT IN ANY JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT.Neither this announcement nor the Consent Solicitation Memorandum constitutes an invitation to participate in the Consent Solicitation in any jurisdiction in which, or to any person to or from whom, it is unlawful to make such...

Issy-les-Moulineaux, 14/07/2023 (informazione.it - comunicati stampa - turismo)

Issy-les-Moulineaux, July 14, 2023

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On July 3, 2023, the Issuer announced its invitation to Bondholders of each Series of Bonds (such invitation, the “ Consent Solicitation ”) to consider and, if thought fit, approve certain approvals and waivers by way of an extraordinary resolution of the Bondholders of each Series of Bonds (each, the “ Extraordinary Resolution ”), at the relevant Meeting, in accordance with the Conditions and the Fiscal Agency Agreement for each Series of Bonds, all as further described in the Consent Solicitation Memorandum dated July 3, 2023 (the “ Consent Solicitation Memorandum ”). Capitalized terms used in this notice and not otherwise defined shall have the meanings given to them in the Consent Solicitation Memorandum.

Pursuant to the Consent Solicitation Memorandum, the Issuer reserves the right to extend or amend the Early Instruction Deadline in respect of the Consent Solicitation at its sole and absolute discretion.

In order to provide Bondholders with further time to submit valid Electronic Voting Instructions that would be eligible to receive the Early Voting Fee, notice is hereby given by the Issuer that with immediate effect, the Early Instruction Deadline shall be extended from 5.00 pm (Paris time) on July 13, 2023 to 5.00 pm (Paris time) on July 20, 2023 (being the same time and date as the Instruction Deadline). Accordingly, all references to the Early Instruction Deadline in the Consent Solicitation Memorandum shall be deemed to refer to 5.00 pm (Paris time) on July 20, 2023.

Each Bondholder from whom a valid Electronic Voting Instruction (in favor of the relevant Extraordinary Resolution) is received by the Information and Tabulation Agent by 5.00 pm (Paris time) on July 20, 2023 will be eligible to receive the Early Voting Fee, subject to the terms and conditions set forth in the Consent Solicitation Memorandum.

Those Bondholders who already validly submitted their Electronic Voting Instructions do not need to take any further action.

All other terms and conditions of the Consent Solicitation remain unchanged and are as set out in the Consent Solicitation Memorandum.

The Consent Solicitation Memorandum, each Fiscal Agency Agreement and each Notice of Meeting are available for viewing on the Consent Website. Additionally, Bondholders may, at any time during normal business hours on any weekday (Saturdays, Sundays and bank and other public holidays in the relevant jurisdiction excepted) prior to the Meetings, inspect copies of such documents at the office of the Issuer set out below. Any questions regarding the terms of the Proposal or the Consent Solicitation may be directed to the Issuer, the Solicitation Agents or the Information and Tabulation Agent at the addresses and telephone numbers specified below:

The Issuer

SODEXO
255, quai de la Bataille-de-Stalingrad,
92130 Issy-les-Moulineaux, France

Bondholders who have questions regarding the Proposal may contact:

The Solicitation Agents

Citigroup Global Markets Limited
Citigroup Centre
Canada Square
Canary Wharf
London E14 5LB
United Kingdom
Attention: Liability Management Group
Telephone:
+44 20 7986 8969
Email: liabilitymanagement.europe
@citi.com
HSBC Continental Europe
38, avenue Kléber
75116 Paris
France
Attention: Liability Management, DCM
Telephone:
+44 (0) 20 7992 6237
Email: LM_EMEA@hsbc.com
J.P. Morgan SE
Taunustor 1 (TaunusTurm)
60310 Frankfurt am Main
Germany
Attention: EMEA Liability Management Group
Telephone:
+44 20 7134 2468
Email: liability_management_EMEA
@jpmorgan.com

DISCLAIMER

Neither the Consent Solicitation Memorandum nor this announcement is an offer of securities for sale in the United States or to any U.S. person. Securities may not be offered or sold in the United States absent registration or an exemption from registration. The Bonds have not been, and will not be, registered under the Securities Act, or the securities laws of any state or other jurisdiction of the United States, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons, unless an exemption from the registration requirements of the Securities Act is available.

For the purpose of the Consent Solicitation Memorandum and this announcement, “ United States ” means the United States of America, its territories and possessions, any state of the United States of America and the District of Columbia. Terms used in this paragraph have the meaning given to them by the Securities Act.

In addition, the communication of the Consent Solicitation Memorandum, this announcement and any other documents or materials relating to the Proposal is not being made, and such documents and/or materials have not been approved, by an authorized person for the purposes of section 21 of the Financial Services and Markets Act 2000 (“ FSMA ”). Accordingly, such documents and/or materials are not being distributed to, and must not be passed on to, the general public in the United Kingdom. Such documents and/or materials are only directed at and may only be communicated to (1) any person within Article 43(2) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, which includes a creditor or member of the Issuer, and (2) to any other persons to whom these documents and/or materials may lawfully be communicated in circumstances where section 21(1) of the FSMA does not apply.

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Founded in Marseille in 1966 by Pierre Bellon, Sodexo is the global leader in sustainable food and valued experiences at every moment in life: learn, work, heal and play. Operating in 53 countries, our 422,000 employees serve 100 million consumers each day. The Sodexo Group stands out for its independence and its founding family shareholding, its responsible business model and its portfolio of activities including Food Services, Facilities Management Services and Employee Benefit Solutions. This diversified offer meets all the challenges of everyday life with a dual goal: to improve the quality of life of our employees and those we serve, and contribute to the economic, social and environmental progress in the communities where we operate. For Sodexo, growth and social commitment go hand in hand. Our purpose is to create a better everyday for everyone to build a better life for all.

Sodexo is included in the CAC Next 20, CAC 40 ESG, CAC SBT 1.5, FTSE 4 Good and DJSI indices.

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