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Annual Report 2012AR

Visit annualreport2012.adecco.com

Contents

Company Report

2

Key figures

4

Letter from Chairman & CEO

6 Inter view with the CEO 8

The HR industr

y 1 2

Our solutions and ser

vices 1 6

Our strategy

20

Our results

2 8

Our team

3 1

Our corporate social responsibility

3 4

Risk management

3 6

Investor Relations

Financial Review Adecco Gr

oup 4 2

Operating and financial review and prospects

62

Selected financial information

6 3

Consolidated financial statements

110

Report of the Statutor

y Auditor on the Consolidated Financial Statements

Financial Review Adecco S.A. (Holding Company)

1 12

Financial statements

1 28

Proposed appropriation of available earnings

1 29

Major consolidated subsidiaries

1 30

Report of the Statutor

y Auditor on the Financial Statements

Corporate Gover

nance 135

Applicable Corporate Governance standards

135

Structure, shareholders, and capital

1 42
Board of Directors, Executive Committee, and compensation 1 55

Further information

Remuneration Report

1 61

Remuneration principles

1 64

Details of compensation elements

172

History

174

Addresses

We inspire individuals and organisations to work more effectively and efficiently, and create greater choice in the domain of work, for the benefit of all concerned. As the world's leading provider of HR solutions - a business that has a positive impact on millions of people every day - we are conscious of our global role.

The Adecco Group

Key figures

Revenues

in EUR billionsEBITA in EUR millionsNet income attributable to Adecco shareholders in EUR millionsFTE employees (year end) in thousands

20.0 14.8 18.7 20.5 20.5908 299 722 814 725495 8 423 519 377 34 28 32 33 32

08 09 10 11 12 08 09 10 11 12 08 09 10 11 12 08 09 10 11 12

France 12%

North America 20%

UK & Ireland 4%

Germany & Austria 11%

Japan 11%

Italy 6%

Benelux 5%

Nordics 4%

Iberia 2%

Australia & New Zealand 2%

Switzerland 5%

Emerging Markets 8%

LHH 10%

2012 Revenue split by business line

in%2012 Revenue split by segment in %

France 25%

North America 18%

UK & Ireland 9%

Germany & Austria 8%

Japan 8%

Italy 5%

Benelux 4%

Nordics 4%

Iberia 3%

Australia & New Zealand 3%

Switzerland 2%

Emerging Markets 9%

LHH 2%

2012 EBITA split by segment

in % (operating units)

Office 27%

Industrial 48%

Information Technology 11%

Engineering & Technical 6%

Finance & Legal 4%

Medical & Science 2%

Solutions 2%

FULL-TIME EQUIVALENT

EMPLOYEES

1

ASSOCIATES ON

ASSIGNMENT DAILY

2

CLIENTS

EVERY DAY

2

BRANCHES IN OVER 60

COUNTRIES & TERRITORIES

1

32,000~5,400~700,000~100,000+

1 Year end 2012.

2 Average 2012.

for the fiscal years in EUR millions (except shares)20122011201020092008

Statement of operations data

Revenues20,536 20,545 18,656 14,797 19,965

Gross profit3,6743,5663,329 2,649 3,673

EBITA 4

725814722299908

Net income attributable to Adecco shareholders3775194238495

Other financial indicators

Cash flow from operating activities579524455477 1,054

Free cash flow

5

491415350385948

Net debt

6

972892751110617

Key ratios (as % of revenues)

Gross margin17.9%17.4% 17.8% 17.9% 18.4%

SG&A ratio

7

14.4%13.4% 14.0% 15.9% 13.8%

EBITA margin3.5%4.0%3.9%2.0%4.5%

Per share figures

Basic EPS in EUR2.002.722.200.042.82

Diluted EPS in EUR2.002.722.170.042.71

Cash dividend in CHF1.80

8

1.80 1.100.751.50

Number of shares

Basic weighted-average shares188,393,511190,671,723192,113,079 177,606,816 175,414,832 Diluted weighted-average shares188,555,377190,805,080195,596,325 177,613,991 184,859,650 Outstanding (year end)184,609,768170,448,401174,702,026 174,079,431 174,188,402

Tickers

SWX EuropeADEN

BloombergADEN VX

ReutersADEN.VX

ISINCH0012138605

Historical data

3 SMI and Basket of competitors (Manpower, Randstad and Kelly Services market capitalisation weighted in CHF) relative to Adecco's share price: 1.1.2012 = CHF 39.35.

4 EBITA is a non-U.S. GAAP measure and is defined herein as operating income before amortisation of intangible assets and impairment of goodwill and intangible assets.

5 Free cash flow is a non-U.S. GAAP measure and is defined herein as cash flow from operating activities minus capital expenditures.

6 Net debt is a non-U.S. GAAP measure and comprises short-term and long-term debt, less cash and cash equivalents and short-term investments.

7 Excluding amortisation of intangible assets and impairment of goodwill and intangible assets.

8 Proposed by the Board of Directors.

Share price performance comparison 2012

in CHF

Basket of competitors

3

Adecco SMI

3 Jan Feb Mar Apr May June July Aug Sept Oct Nov Dec

405060

30

Share information

Share price in CHF

Year end48.04

Average44.31

High/low49.18/36.33

1 Year end 2012.

2 Average 2012.

4Adecco Group Company Report 2012

2012 was marked by economic uncertainty, above all in West

ern markets. As the months progressed, political unrest, the prolonged sovereign debt crisis and rising unemployment led to volatile equity, bond and currency markets. Rising to this challenging environment, every day around 32,000 employ ees worldwide worked with close to 700,000 associates on assignment at more than 100,000 clients. By providing flexible HR solutions to the changing needs of our clients, we increase their competitiveness. Helping people to ‘better work, better life‘ is our common purpose and the way in which we contrib ute to society every day.

2012 was another year of progress for the Adecco Group.

Adecco remained strategically attuned to this economic reality and maintained the agility needed to deal with changing market conditions. We reinforced our HR industry leadership and maintained leading profitability despite the decline in revenues of 4% organically to EUR 20.5 billion. Geographical developments, from a revenue perspective, were diverse in 2012. Europe was challenging, in particular the Southern European countries as well as France, while organic revenue growth in North America picked up throughout the year and the Emerging Markets continued to deliver solid growth. At the same time, organic growth in Professional Staffing held up well, while General Staffing moved into nega tive territory. We maintained our disciplined pricing approach and achieved solid improvements in the gross margin to

17.9%, also helped by the business mix. Thanks to our price

discipline and strong cost control, we were able to maintain solid profitability, despite declining revenues. Excluding re structuring and integration costs, EBITA amounted to EUR 813 million and the margin was 4.0%. Net income attributable to Adecco shareholders was EUR 377 million. We generated strong operating cash flow of EUR 579 million in 2012, up 10%

versus 2011. Adecco has a very strong balance sheet.At the Annual General Meeting, the Board of Directors will propose to its shareholders a dividend of CHF 1.80 per share for 2012. The proposal foresees a stable dividend, equal to

the dividend paid for 2011 and is underpinned by our overall strong financial position, healthy cash flow generation and cash-rich balance sheet. A dividend of CHF 1.80 per share would be equal to a pay-out ratio of 49%, fully within the current pay-out range of between 40% and 50% of adjusted net earnings. In addition to the current pay-out range, thequotesdbs_dbs9.pdfusesText_15

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