11-K 1 f11k_401k.txt AUDITED FINANCIAL STATEMENTS SMS 401(K) PLAN UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2000 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________ to _________ Commission File Number 1-12188 SODEXHO MARRIOTT SERVICES, INC. ------------------------------- 401(K) EMPLOYEES' RETIREMENT ------------------------------- SAVINGS PLAN AND TRUST ------------------------------- (Full title of the plan) 9801 Washingtonian Boulevard, Gaithersburg, Maryland 20878 ---------------------------------------------------- ---------- (Address of the plan) (Zip Code) SODEXHO MARRIOTT SERVICES, INC. ------------------------------------------------------------ (Name of issuer of the securities held pursuant to the plan) 9801 Washingtonian Boulevard, Gaithersburg, Maryland 20878 ---------------------------------------------------- ---------- (Address of principal executive offices) (Zip Code) FINANCIAL STATEMENTS AND EXHIBITS --------------------------------- (a) Financial statements and supplemental schedule as of December 31, 2000, and 1999, prepared in accordance with financial reporting requirements of ERISA. Beginning at the next page of this document. (b) Exhibits The following exhibits are furnished with this Form 11-K: (23) Consent of Independent Auditors - Ernst & Young LLP SIGNATURES ---------- THE PLAN. Pursuant to the requirements of the Securities Exchange Act of 1934, the administrative committee (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. SODEXHO MARRIOTT SERVICES, INC. 401(K) EMPLOYEES' RETIREMENT SAVINGS PLAN AND TRUST Date: June 28, 2001 /s/ JOHN M. BUSH ------------------ --------------------------- John M. Bush Senior Vice President and Chief Financial Officer Sodexho, Inc. (formerly known as Sodexho Marriott Services, Inc.) SODEXHO MARRIOTT SERVICES, INC. 401(K) EMPLOYEES' RETIREMENT SAVINGS PLAN AND TRUST Audited Financial Statements and Supplemental Schedule Year ended December 31, 2000 with Report of Independent Auditors Sodexho Marriott Services, Inc. 401(k) Employees' Retirement Savings Plan and Trust Audited Financial Statements and Supplemental Schedule Year ended December 31, 2000 CONTENTS Report of Independent Auditors...............................................1 Audited Financial Statements Statements of Net Assets Available for Benefits..............................2 Statement of Changes in Net Assets Available for Benefits....................3 Notes to Financial Statements................................................4 Supplemental Schedule Schedule H, Line 4i--Schedule of Assets (Held At End of Year)...............12 Report of Independent Auditors Administrative Committee Sodexho Marriott Services, Inc. 401(k) Employees' Retirement Savings Plan and Trust We have audited the accompanying statements of net assets available for benefits of Sodexho Marriott Services, Inc. Employees' 401(k) Retirement Savings Plan and Trust as of December 31, 2000 and 1999, and the related statement of changes in net assets available for benefits for the year ended December 31, 2000. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan at December 31, 2000 and 1999, and the changes in its net assets available for benefits for the year ended December 31, 2000, in conformity with accounting principles generally accepted in the United States. Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole. The accompanying supplemental schedule of assets (held at end of year) as of December 31, 2000 is presented for purposes of additional analysis and is not a required part of the financial statements but is supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan's management. The supplemental schedule has been subjected to the auditing procedures applied in our audit of the financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole. /s/ Ernst & Young LLP May 11, 2001, except for Note 9, as to which the date is June 15, 2001 McLean, Virginia 1 Sodexho Marriott Services, Inc. 401(k) Employees' Retirement Savings Plan and Trust Statements of Net Assets Available for Benefits
December 31 2000 1999 ------------------------------------------ ASSETS Cash $ 33,419 $ 71,620 Investments 570,783,105 542,565,262 Employer contributions receivable 3,758,243 3,134,121 ------------------------------------------ Total assets 574,574,767 545,771,003 LIABILITIES Custodian and advisor fees payable 55,291 38,164 Excess contributions due to participants 2,042,989 1,606,128 ------------------------------------------ Total liabilities 2,098,280 1,644,292 ------------------------------------------ Net assets available for benefits $ 572,476,487 $ 544,126,711 ==========================================
SEE ACCOMPANYING NOTES. 2 Sodexho Marriott Services, Inc. 401(k) Employees' Retirement Savings Plan and Trust Statement of Changes in Net Assets Available for Benefits Year ended December 31, 2000
ADDITIONS Investment income: Dividends and interest $ 32,454,124 Net realized and unrealized depreciation in aggregate fair value of investments (10,632,366) Less investment expense (250,522) ------------------------- Total net investment income 21,571,236 Contributions: Participants 38,558,751 Employer 11,929,510 ------------------------- Total contributions 50,488,261 ------------------------- Total additions 72,059,497 DEDUCTIONS Benefits paid to participants 42,978,863 Transfers to other plans 481,362 Administrative expenses 249,496 ------------------------- Total deductions 43,709,721 ------------------------- Net increase 28,349,776 Net assets available for benefits at beginning of year 544,126,711 ------------------------- Net assets available for benefits at end of year $ 572,476,487 =========================
SEE ACCOMPANYING NOTES. 3 Sodexho Marriott Services, Inc. 401(k) Employees' Retirement Plan and Trust Notes to Financial Statements December 31, 2000 1. DESCRIPTION OF THE PLAN The following description of the Sodexho Marriott Services, Inc. 401(k) Employees' Retirement Savings Plan and Trust (the Plan) provides only general information. Additional information about the Plan's provisions is in the Summary Plan Description. Copies of the report are available from Sodexho Marriott Services, Inc. (the Company). On March 27, 1998, Marriott International, Inc. spun off its lodging, senior living and distribution services business into a new corporation called New Marriott. The remaining contract services division, referred to as Marriott Management Services Corp., then merged with the North American operations of Sodexho Alliance, Sodexho USA, and became Sodexho Marriott Services, Inc. Employees of Sodexho Marriott Services, Inc. became eligible to participate in the Plan. Effective January 1, 1999, eligible participants from Sodexho USA were able to participate in the Plan. On April 9, 1999, assets from the Sodexho Savings Plus Plan were transferred into the Plan and initially invested according to similar participant directed investment options, except for the Retirement Income Plan Fund. The Retirement Income Plan Fund contains former assets from participants in the Seiler Corporation Retirement Income Plan, a predecessor to the Sodexho Savings Plus Plan and is a nonparticipant-directed fund. Assets of the Plan are held in trust under an agreement between the Company and T. Rowe Price (the Trustee). T. Rowe Price is also the record-keeper for the Plan. GENERAL The Plan is a defined contribution plan covering eligible employees over the age of 21 who have completed at least 1,000 hours of service with the Company or its predecessors within a 12-month period. It is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA). The majority of the Plan's expenses are paid by the Company. 4 Sodexho Marriott Services, Inc. 401(k) Employees' Retirement Savings Plan and Trust Notes to Financial Statements (continued) 1. DESCRIPTION OF THE PLAN (CONTINUED) CONTRIBUTIONS Participants may make voluntary contributions to the Plan from 1% to 15% of their gross annual compensation or a fixed dollar amount (minimum $3 per week). The amount that may be contributed is limited by the Internal Revenue Code as applicable to the type of plan. Participants may also elect to make after-tax contributions. Effective January 1, 2000, only non-highly compensated participants may make after-tax contributions to the Plan. The Company's contribution to the Plan is a discretionary amount determined by the Company's Board of Directors. For the 2000 plan year, the employer matching contribution was $.50 for every dollar contributed by a participant up to 6% of a participant's eligible compensation. Participants may also transfer amounts into the Plan that represent distributions from other qualified defined benefit or defined contribution plans. Investment of employee and Company contributions is participant directed. PARTICIPANT ACCOUNTS Each participant's account is credited with the participant's contributions, allocations of the Company's contributions and earnings on related investments. Allocations of Company contributions are made on a pro rata basis based on an individual participant's contributions. Allocations of earnings are based on account balances on a daily basis. Forfeited balances of terminated participants' nonvested accounts are used to reduce future Plan administrative expenses. VESTING Participants are immediately vested in their voluntary contributions plus actual earnings thereon. Employer contributions and earnings thereon vest according to the anniversary date of continuous years of service as follows: Years of Service Vesting Percentage ---------------- ------------------ Less than 2 0% 2 40% 3 60% 4 80% 5 100% 5 Sodexho Marriott Services, Inc. 401(k) Employees' Retirement Savings Plan and Trust Notes to Financial Statements (continued) 1. DESCRIPTION OF THE PLAN (CONTINUED) VESTING (CONTINUED) Participants vest in employer contributions fully upon death, permanent disability or upon retirement. INVESTMENT OPTIONS Upon enrollment in the Plan, a participant may direct employer and employee contributions in any of 14 investment options. Participants may change their investment options in 1% increments on a daily basis. Participants can invest in any of 13 available funds and Sodexho Marriott Services, Inc. common stock. No further contributions can be made to the Retirement Income Plan Fund or in Marriott International, Inc. common stock. PARTICIPANT LOANS Under certain conditions, participants may borrow from their fund accounts a minimum of $400 and a maximum equal to the lesser of $50,000, reduced by the highest outstanding loan balance in the previous 12-month period, or 50% of their vested account balance. Loan terms range from one to four years or up to 10 years for the purchase of a primary residence. The loans are secured by the balance in the participant's account and bear interest at the prime rate at the end of the previous quarter as published by the Wall Street Journal, plus 1%. Principal and interest are paid weekly through payroll deductions. PAYMENT OF BENEFITS Benefits provided by the Plan are paid from net assets available for benefits. The benefit to which a Plan participant is entitled is the benefit that can be provided by the contributions and earnings thereon allocated to such participant's account. 6 Sodexho Marriott Services, Inc. 401(k) Employees' Retirement Savings Plan and Trust Notes to Financial Statements (continued) 1. DESCRIPTION OF THE PLAN (CONTINUED) PAYMENT OF BENEFITS (CONTINUED) Benefit payments are made upon separation, retirement, permanent disability, or death. In-service before-tax distributions are permitted for all participants who have attained the age of 59 1/2 or the Plan Administrator approves a withdrawal for financial hardship. After-tax distributions are also permitted although there are some stipulations if basic after-tax contributions are withdrawn. Upon termination of service, a participant may elect to receive either a lump sum amount equal to their account balance, annual installments over a specified period chosen by the participant, or payments in the form of an annuity. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BASIS OF PRESENTATION The financial statements have been prepared on the accrual basis of accounting. Benefits are recorded when paid. INVESTMENTS VALUATION AND INCOME RECOGNITION The Plan's investments are stated at fair value except for its investment in Guaranteed Investment Contracts (GICs), synthetic GICs and pooled separate accounts that are valued at contract value. The Plan owns the assets underlying the synthetic GICs, which consist primarily of U.S. government securities, corporate debt obligations, mortgage-backed and other asset-backed securities. Fair values of the underlying securities are determined by closing prices on the last business day of the year for those securities traded on national exchanges, at the average bid quotations for those securities traded in over-the-counter markets or at fair value as determined by the Trustee for securities for which there is not an established market. Synthetic GICs utilize a benefit responsive "wrapper" contract issued by a financially responsible third party that provides market and cash flow risk protection to the Plan. The value of the wrapper contracts is the difference between the fair value of the underlying assets and the contract value attributable by the wrapper to these assets. Pooled separate accounts are valued at contract value, which approximates fair value. 7 Sodexho Marriott Services, Inc. 401(k) Employees' Retirement Savings Plan and Trust Notes to Financial Statements (continued) 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) INVESTMENTS VALUATION AND INCOME RECOGNITION (CONTINUED) Shares of mutual and collective investment funds are valued at market prices, that represent the net asset value of shares held by the Plan at year-end. The Company's stock and Marriott International, Inc. stock are valued at their quoted market price. Investments in government obligations are valued at fair value as determined by the investment manager. Investments in money market funds are valued at cost, which approximates fair value. Participant notes receivable are valued at outstanding balances, which approximate fair value. Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. Realized gains and losses from security transactions are reported on an average cost method. USE OF ESTIMATES The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. 3. INVESTMENTS Investments that represent 5% or more of the fair value of the Plan's net assets available for benefits are as follows:
December 31 2000 1999 ------------------------------------- Marriott International, Inc. common stock $ 67,361,988 $ 63,939,339 T. Rowe Price Blue Chip Growth Fund 130,335,251 136,650,621 T. Rowe Price Personal Strategy Balanced Fund 68,185,831 71,450,626 T. Rowe Price Stable Value Fund 77,952,760 61,170,089
8 Sodexho Marriott Services, Inc. 401(k) Employees' Retirement Savings Plan and Trust Notes to Financial Statements (continued) 3. INVESTMENTS (CONTINUED) The Plan's investments (including investments purchased, sold, as well as held during the year) appreciated (depreciated) in fair value as determined by quoted market prices as follows:
Year Ended December 31, 2000 ------------------------- Net realized and unrealized appreciation (depreciation) in aggregate fair value of investments: Common stock $ 21,358,634 Mutual and collective investment funds (32,596,024) Government obligations 605,024 ------------------------- Total $(10,632,366) =========================
4. NONPARTICIPANT DIRECTED INVESTMENTS Information about net assets and the significant components of the changes in net assets relating to the Retirement Income Plan Fund, a nonparticipant directed investment fund, is as follows:
December 31 2000 1999 ----------------------- ---------------------- Net assets held by State Street Bank and Trust Company: Investments, at estimated fair value: State Street Short Term Investment Fund $ 1,380,018 $ 1,511,300 Growth Opportunity Series A Fund 8,055,140 7,904,730 Daily Government Corp. Fund 4,860,567 6,840,995 ----------------------- ---------------------- Total retirement Income Plan Fund $14,295,725 $16,257,025 ======================= ======================
Year ended December 31 2000 --------------------- Changes in net assets: Net realized and unrealized depreciation in aggregate fair value of investments $ (710,795) Benefits paid to participants (1,136,880) Transfers to participant-directed funds (113,625) --------------------- $(1,961,300) =====================
9 Sodexho Marriott Services, Inc. 401(k) Employees' Retirement Savings Plan and Trust Notes to Financial Statements (continued) 5. GUARANTEED INVESTMENT CONTRACTS The GICs and synthetic GICs held by the Plan are fully benefit responsive, as defined in the American Institute of Certified Public Accountants' Statement of Position 94-4, REPORTING OF INVESTMENT CONTRACTS HELD BY HEALTH AND WELFARE BENEFIT PLANS AND DEFINED CONTRIBUTION PENSION PLANS. A fully benefit responsive investment contract provides a liquidity guarantee, by a financially responsible third party, of principal and previously accrued interest for liquidations, transfers, loans or hardship withdrawals initiated by plan participants exercising their rights to withdraw, borrow or transfer funds under the terms of the plan. GICs and synthetic GICs are unallocated insurance contracts stated at contract value (contributions made under the contract, plus interest at the contract rate, less funds used to pay benefits and administrative expenses). All participant-initiated transactions are permitted at contract value with no conditions, limits, or restrictions. The contract balances at December 31, 2000 and 1999 totaled $29,689,115 and $45,878,935, respectively. The crediting rate at which interest is accrued to the contract balances ranged from 5.01% to 6.82% and 5.30% and 7.98% for the years ended December 31, 2000 and 1999, respectively. These interest rates are reset either quarterly or semiannually as defined by each contract. The minimum interest rates under the terms of contracts having such minimum rates range from 0.0% to 1.0% and 0.0% to 3.0% for 2000 and 1999, respectively. The average yield was approximately 6.80% and 6.63% for the years ended December 31, 2000 and 1999, respectively. The estimated fair values of these contracts have been determined by the Trustee using available market information and valuation methodologies. However, considerable judgment is necessarily required in interpreting market data to develop these estimates. In addition, fair values fluctuate on a daily basis. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts. The fair values calculated for the contracts at December 31, 2000 and 1999 are $29,439,684 and $45,153,552, respectively. 6. PLAN TERMINATION Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, participants will become 100% vested in their accounts. 10 Sodexho Marriott Services, Inc. 401(k) Employees' Retirement Savings Plan and Trust Notes to Financial Statements (continued) 7. INCOME TAX STATUS The Plan has received a determination letter from the Internal Revenue Service dated June 18, 1999, stating that the Plan is qualified under Section 401(a) of the Internal Revenue Code (the Code) and, therefore, the related trust is exempt from taxation. Subsequent to the issuance of this determination letter, the Plan was amended. Once qualified, the Plan is required to operate in conformity with the Code to maintain its qualification. The Plan Administrator believes the Plan is being operated in compliance with the applicable requirements of the Code and, therefore, believes that the Plan, as amended, is qualified and the related trust is tax-exempt. 8. PARTY-IN-INTEREST TRANSACTIONS The following funds are sponsored by the Trustee: T. Rowe Price Personal Strategy Income Fund, T. Rowe Price Blue Chip Growth Fund, T. Rowe Price Personal Strategy Balanced Fund, T. Rowe Price Equity Income Fund, T. Rowe Price Mid-Cap Growth Fund, T. Rowe Price Personal Strategy Growth Fund, T. Rowe Price New Horizons Fund, and T. Rowe Price Stable Value Fund. The plan also invests in company stock of Marriott International, Inc. and Sodexho Marriott Services, Inc. Transactions involving these investments are considered to be party-in-interest transactions for which a statutory exemption exists. 9. SUBSEQUENT EVENT On June 15, 2001, Sodexho Alliance, S.A. announced the completion of its tender offer for the publicly held shares of common stock of the Company for $32 per share in cash through its wholly owned subsidiary, SMS Acquisition Corp. SMS Acquisition Corp. will be merged with and into the Company with the Company becoming a wholly owned subsidiary of Sodexho Alliance, S.A. As a result, the Company's stock will be de-listed and participants in the Plan will receive cash equivalent to $32 per share. The Company's stock price was approximately $22 and $32 per share as of December 31, 2000 and June 15, 2001, respectively. These funds will be deposited into the T. Rowe Price Stable Value Fund and can be re-directed by participants at any time. 11 Supplemental Schedule Sodexho Marriott Services, Inc. 401(k) Employees' Retirement Savings Plan and Trust Schedule H, Line 4i--Schedule of Assets (Held At End of Year) EIN-52-0936594 Plan-003 December 31, 2000
Description of Investment, Including Maturity Date, Rate of Identity of Issue, Borrower, Interest, Par or Lessor, or Similar Party Maturity Value Cost Current Value ---------------------------------------------------------------------------------------------------------------------------- Money market funds: Marriott Disbursement Account** 125,861 shares * $ 125,861 State Street Short Term Investment Fund 1,380,018 shares $1,380,018 1,380,018 ------------------- Total money market funds 1,505,879 Mutual funds and collective investment funds: T. Rowe Price Personal Strategy Income Fund** 154,378 shares * 2,034,695 Spectrum Income Fund 116,615 shares * 1,255,939 Janus Worldwide Fund 499,489 shares * 28,400,996 T. Rowe Price Blue Chip Growth Fund** 3,850,377 shares * 130,335,251 T. Rowe Price Personal Strategy Balanced Fund** 4,283,030 shares * 68,185,831 T. Rowe Price Equity Income Fund** 1,009,188 shares * 24,896,656 Vanguard Institutional Index Fund 176,681 shares * 21,328,907 T. Rowe Price Mid-Cap Growth Fund** 666,837 shares * 26,533,449 T. Rowe Price Personal Strategy Growth Fund** 186,316 shares * 3,530,690 T. Rowe Price New Horizons Fund** 760,965 shares * 18,179,463 Western Asset Core Portfolio 1,656,143 shares * 18,002,275 T. Rowe Price Stable Value Fund** 77,952,760 shares * 77,952,760 Scudder International Fund 242,921 shares * 12,221,338 Growth Opportunity Series A Fund 600,547 shares 8,110,336 8,055,140 ------------------- Total mutual funds and collective investment funds 440,913,390 Government obligations: Daily Government Corp. Fund 315,395 shares 4,408,694 4,860,567 ------------------- Total government obligations 4,860,567 Common stock: Sodexho Marriott Services, Inc.** 448,239 shares * 9,917,286 Marriott International, Inc.** 1,594,367 shares * 67,361,988 ------------------- Total common stock 77,279,274
12 Sodexho Marriott Services, Inc. 401(k) Employees' Retirement Savings Plan and Trust Schedule H, Line 4i--Schedule of Assets (Held At End of Year) (continued) EIN-52-0936594 Plan-003 December 31, 2000
Description of Investment, Including Maturity Date, Rate of Identity of Issue, Borrower, Interest, Par or Lessor, or Similar Party Maturity Value Cost Current Value ------------------------------------------------------------------------------------------------------------------------------- Synthetic guaranteed investment contracts: Allstate Life Insurance Company (contract #77075-A): US Treasury Notes 11/30/2001, 5.88% * $ 3,810,830 Net wrapper value * 23,808 ------------------- 3,834,638 Caisse des Depots (contract #WR-1364-01): Federal Home Loan Bank 1/21/2003, 5.50% * 998,470 US Treasury Notes 6/30/2003, 5.38% * 2,212,826 US Treasury Notes 3/31/2003, 5.50% * 1,007,480 Cash * 59,125 Net wrapper value * 27,167 ------------------- 4,305,068 Caisse des Depots (contract #BR-364-01): GMAC Commercial Mortgage Securities 12/15/2004, 6.45% * 625,114 Morgan Stanley Capital 10/15/2007, 6.33% * 291,717 Net wrapper value * 220,296 ------------------- 1,137,127 Continental Assurance Company (contract#630-05865): US Treasury Notes 2/15/2004, 5.88% * 1,224,960 Net wrapper value * (16,403) ------------------- 1,208,557 Monumental Life Insurance Company (contract #BDA00388TR): CITRV 11/17/2008, 6.25% * 751,412 The Money Store Improvement Loan 11/15/2013, 7.03% * 528,097 Net wrapper value * (6,830) ------------------- 1,272,679
13 Sodexho Marriott Services, Inc. 401(k) Employees' Retirement Savings Plan and Trust Schedule H, Line 4i--Schedule of Assets (Held At End of Year) (continued) EIN-52-0936594 Plan-003 December 31, 2000
Description of Investment, Including Maturity Date, Rate of Identity of Issue, Borrower, Interest, Par or Lessor, or Similar Party Maturity Value Cost Current Value ---------------------------------------------------------------------------------------------------------------------------- Synthetic guaranteed investment contracts (continued): National Westminster Bank (contract #SAM-200 A): American Express CR Account 12/15/2003, 6.80% * $ 475,822 American Express Master Trust 8/15/2002, 7.60% * 383,495 California Infrastructure & Eco. Dev. Bank 9/25/2005, 6.32% * 382,675 California Infrastructure & Eco. Dev. Bank 9/25/2005, 6.28% * 382,386 First Omni Bank Credit Card 9/15/2003, 6.65% * 475,233 Prime Credit Card Master Trust 7/15/2004, 6.70% * 760,775 Net wrapper value * 4,832 ------------------- 2,865,218 Rabobank Nederland (contract #SDH049802): First USA Credit Card Master Trust 3/17/2005, 6.42% * 1,022,902 Net wrapper value * (30,710) ------------------- 992,192 Rabobank Nederland (contract #SDH049801): Merrill Lynch Mortgage Investment 11/21/2028, 6.69% * 998,554 Net wrapper value * 433 ------------------- 998,987 State Street Bank (contract #98071): US Treasury Notes 9/30/2002, 5.88% * 4,042,280 Net wrapper value * 28,425 ------------------- 4,070,705 Transamerica Life Insurance and Annuity Company (Contract #TDA76762): Asset backed securities: California Infrastructure & Eco. Dev. Bank 9/25/2008, 6.31% * 201,872 Heller Equipment Asset Receivable 3/14/2004, 6.65% * 50,438 MMCA Auto Owner TR 8/15/2003, 6.80% * 50,345 ONYX Accep. Owner TR 11/15/2003, 6.82% * 50,299 Sears Credit Account Master TR 2/16/2007, 6.35% * 100,679
14 Sodexho Marriott Services, Inc. 401(k) Employees' Retirement Savings Plan and Trust Schedule H, Line 4i--Schedule of Assets (Held At End of Year) (continued) EIN-52-0936594 Plan-003 December 31, 2000
Description of Investment, Including Maturity Date, Rate of Identity of Issue, Borrower, Interest, Par or Lessor, or Similar Party Maturity Value Cost Current Value ---------------------------------------------------------------------------------------------------------------------------- Transamerica Life Insurance and Annuity Company (Contract #TDA76762) (continued): Corporate Debt Securities: AIG Sunamerica Global Financing 6/15/2005, 7.60% * $ 264,060 Bayer Corporation 10/01/2002, 6.50% * 95,838 Energy Louisiana 1st Mtg. 3/01/2008, 6.50% * 92,341 General Electric Capital Corp. 5/15/2005, 7.50% * 68,626 Harvard University 4/15/2007, 8.13% * 207,968 Jersey Cent Power DTD 10/01/2004, 7.13% * 96,435 Merck & Company, Inc. 3/01/2028, 6.40% * 97,066 Morgan Stanley Dean Witter Discover 6/15/2005, 7.75% * 36,851 Nippon Teleg & Tel Corp. 3/25/2008, 6.00% * 126,540 Northern Trust Company 11/09/2004, 6.65% * 50,582 Quebec (Providence of) 4/15/2003, 8.80% * 100,588 Southern New England Tel. Mtn. 8/1/2007, 7.13% * 97,530 Union Bank Switzerland 7/15/2006, 7.25% * 193,908 Wal Mart Stores, Inc. 10/15/2005, 5.88% * 94,464 Mortgage Backed Securities: Federal National Mortgage Association 3/17/2018, 6.50% * 191,436 FHLMC Gold C3-2195 10/01/2029, 6.00% * 166,489 FHLMC Gold C3-4971 12/01/2029, 7.50% * 244,414 FNMA 30 Year 1/1/2029, 6.00% * 126,148 FNMA 30 Year 2/1/2029, 6.00% * 91,401 FNMA 30 Year 2/1/2029, 6.00% * 349,975 FNMA 30 Year 8/1/2029, 7.00% * 45,878 Gov't Nat'l Marketing Assoc. 15 Year 4/15/2013, 7.00% * 262,097 Gov't Nat'l Marketing Assoc. 30 Year 8/15/2021, 9.50% * 67,463 Gov't Nat'l Marketing Association 7/15/2024, 8.50% * 13,673 Gov't Nat'l Marketing Assoc. GPM 10/15/2009, 9.50% * 33,845 Gov't Nat'l Marketing Association I 6/15/2024, 9.00% * 368,168 Gov't Nat'l Marketing Association I 10/15/2008, 9.00% * 13,783
15 Sodexho Marriott Services, Inc. 401(k) Employees' Retirement Savings Plan and Trust Schedule H, Line 4i--Schedule of Assets (Held At End of Year) (continued) EIN-52-0936594 Plan-003 December 31, 2000
Description of Investment, Including Maturity Date, Rate of Identity of Issue, Borrower, Interest, Par or Lessor, or Similar Party Maturity Value Cost Current Value ---------------------------------------------------------------------------------------------------------------------------- Transamerica Life Insurance and Annuity Company (Contract #TDA76762) (continued): Mortgage Backed Securities: Gov't Nat'l Marketing Association I 12/15/2008, 9.00% * $ 14,182 Gov't Nat'l Marketing Association I 11/15/2008, 9.00% * 16,874 Gov't Nat'l Marketing Association I 11/15/2024, 8.50% * 13,820 Gov't Nat'l Marketing Association II 3/20/2019, 10.50% * 28,619 Gov't Nat'l Marketing Association II 8/20/2020, 10.00% * 1,162 Gov't Nat'l Marketing Association II 7/20/2026, 8.50% * 29,047 Gov't Nat'l Marketing Association II 9/20/2019, 10.00% * 5,133 Gov't Nat'l Marketing Association II 3/20/2025, 10.00% * 9,670 Gov't Nat'l Marketing Association II 12/20/2018, 10.00% * 2,963 Other: Bank of New York Collective Fund * 466,155 Cash * 94,730 US Government and Agency: Federal Home Loan Banks 12/2/2003, 5.13% * 98,606 Federal Nat'l Marketing Association 5/15/2008, 6.00% * 100,334 Federal Home Loan Banks 10/9/2002, 6.12% * 20,115 Federal Home Loan Mortgage 1/15/2005, 6.875% * 111,359 Tennessee Valley Authority 12/15/2017, 6.25% * 135,665 US Treasury Bonds 8/15/2025, 6.88% * 111,057 US Treasury Notes 5/15/2007, 6.63% * 1,240,436 US Treasury Bonds 11/15/2016, 7.50% * 60,346 US Treasury Bonds 11/15/2027, 6.13% * 161,441 US Treasury Notes 8/15/2010, 5.75% * 628,782 US Treasury Notes 11/15/2026, 6.50% * 303,296 Net wrapper value * (1,587) ------------------- 7,703,405 ------------------- Total synthetic guaranteed investment contracts 28,388,576
16 Sodexho Marriott Services, Inc. 401(k) Employees' Retirement Savings Plan and Trust Schedule H, Line 4i--Schedule of Assets (Held At End of Year) (continued) EIN-52-0936594 Plan-003 December 31, 2000
Description of Investment, Including Maturity Date, Rate of Identity of Issue, Borrower, Interest, Par or Lessor, or Similar Party Maturity Value Cost Current Value ---------------------------------------------------------------------------------------------------------------------------- Guaranteed investment contract: Pacific Life 3/20/2001, 6.81% * $ 1,300,539 ------------------- Total guaranteed investment contracts 1,300,539 Pooled separate accounts: Massachusetts Mutual Life Insurance Company 11/05/2006, 5.88% * 557,104 Metropolitan Life Insurance Company 12/31/2000, 5.55% * 2,635,471 ------------------- Total pooled separate accounts 3,192,575 Interest rates range Participant loans** from 8.25% to 10.5% 13,342,305 ------------------- Total investments $ 570,783,105 ===================
* Historical cost information is not required for participant-directed funds. ** Party-in-interest 17 INDEX TO EXHIBITS ----------------- EXHIBIT NUMBER DESCRIPTION ------- ----------- (23) Consent of Independent Auditors - Ernst & Young LLP Exhibits omitted are not required or not applicable.