Sodexho Alliance announced today that the Board of Directors has approved management's recommendation to apply for voluntary delisting of its American Depositary Receipts (ADRs) from the New York Stock Exchange (NYSE) and voluntary deregistration under the U.S. Securities Exchange Act of 1934. Sodexho expects that its applications will be filed in order to give effect to these actions following the finalization of the new deregistration rules issued by the Securities and Exchange Commission (SEC). Sodexho anticipates that the delisting and deregistration will occur prior to August 31, 2007.
Sodexho's decision to delist and deregister is based on the following:
Sodexho Alliance is listed on Euronext, which is now a part of NYSE-Euronext, and the average trading volume on Euronext accounts for approximately 97% of trading over the last 12 months.
The ADR trading volume on the NYSE has remained very low since 2002 and has only accounted for approximately 1% of the total shares traded over the last five years.
Since Sodexho has adopted International Financial Reporting Standards (IFRS), it is no longer necessary to reconcile our financial statements to a second accounting standard as Sodexho believes that the standards generally are equivalent in terms of quality of information for investors.
Sodexho intends to maintain its ADR program as a “level one” program and at the same time institute procedures whereby Sodexho U.S. employees who participate in the stock option and employee stock purchase plans would have direct access to trading on the Euronext market.
Sodexho successfully complied with the requirements of Section 404 of Sarbanes-Oxley in its Form 20F covering the fiscal year ended 31 August 2006. Sodexho will continue its focus on the effectiveness of the Group's internal control processes as improving internal controls and risk management processes remain a key priority for the Group.