Obligation SucroSud 5.25% ( XS0222524372 ) en EUR

SucroSud

100 % ▲

Allemagne

XS0222524372 ( en EUR )

5.25% par an ( paiement trimestriel )

Perpétuelle

Prospectus brochure de l'obligation Sudzucker XS0222524372 en EUR 5.25%, échéance Perpétuelle

30/12/2025 ( Dans 88 jours )

Südzucker est un groupe agro-industriel allemand, leader européen de la production et de la commercialisation de sucre, ainsi que d'autres produits alimentaires et bioénergies.

L'Obligation émise par SucroSud ( Allemagne ) , en EUR, avec le code ISIN XS0222524372, paye un coupon de 5.25% par an.
Le paiement des coupons est trimestriel et la maturité de l'Obligation est le Perpétuelle

Prospectus

15 August 2005
PROSPECTUS
Südzucker International Finance B. V.
(incorporated in The Netherlands and registered in the Commercial Register of the Chamber of
Commerce and Industries for Rotterdam under number 33.255.988)
200,000,000 Undated Subordinated Fixed to Floating Rate Bonds
guaranteed, on a subordinated basis, by
Südzucker Aktiengesellschaft Mannheim/Ochsenfurt
(incorporated as a stock corporation under the laws of the Federal Republic of Germany and
registered with the Commercial Register of Mannheim under HR B 0042)
Issue price: 99.113%
The issue price of the 200,000,000 Undated Subordinated Fixed to Floating Rate Bonds (the "Bonds") in the
denomination of 1,000 each and issued by Südzucker International Finance B. V. (the "Issuer") is 99.113% of
their principal amount.
The Bonds represent an increase of the issue of 500,000,000 undated subordinated fixed to floating rate
bonds (the "Initially Issued Bonds") issued by the Issuer on June 30, 2005 having the same conditions of
issue as the Bonds in all respects. The Bonds form a single series with the Initially Issued Bonds and
have the same securities codes as the Initially Issued Bonds.
The Bonds do not have a final maturity date. They are subject to redemption (in whole, but not in part only) at
their principal amount at the option of the Issuer on June 30, 2015 or on any Floating Interest Payment Date (as
defined in "Conditions of Issue § 1 Definitions and Interpretation") thereafter. The Bonds are also subject to
redemption (in whole, but not in part only) at the greater of their principal amount and the Make-Whole Amount
(as defined in "Conditions of Issue § 6 Redemption and Purchase") at the option of the Issuer before June 30,
2015 in the event of certain changes affecting taxation in the Federal Republic of Germany or The Netherlands or
the accounting treatment of the Bonds on the consolidated accounts of Südzucker Aktiengesellschaft
Mannheim/Ochsenfurt (the "Guarantor") (see "Conditions of Issue § 6 Redemption and Purchase").
The Bonds will bear interest (referred to in the Conditions of Issue as "Remuneration") from June 30, 2005 at
the rate of 5.25 % per annum payable annually in arrears on the Fixed Remuneration Payment Dates (as defined
in "Conditions of Issue § 5 Remuneration") on June 30 of each year up to the Fixed Remuneration Payment
Date falling on June 30, 2015 and thereafter at the rate of 3.10 % per annum over the European Interbank offered
rate for three months deposits in Euro ("EURIBOR") payable quarterly in arrears on the Floating Remuneration
Payment Dates (as defined in "Conditions of Issue § 1 Definitions and Interpretation") on September 30,
December 31, March 31 and June 30 of each year. However, the Bonds provide that in certain
circumstances accrued Remuneration will not be payable on the Fixed or Floating Remuneration Payment
Date immediately following its accrual but will instead constitute Arrears of Remuneration (as defined in
"Conditions of Issue § 5 Remuneration") that will not be payable until a later date unless the Issuer
otherwise elects. Arrears of Remuneration will not themselves bear interest. See "Conditions of Issue § 5
Remuneration". Furthermore, following a Cash Flow-Event (as defined in "Conditions of Issue § 5 
Remuneration") and for as long as such Cash Flow-Event continues, the Issuer will be under no
obligation to pay any Remuneration on any Remuneration Payment Date and there is no obligation on the
part of the Issuer to subsequently make such Remuneration Payments, provided however, that the Issuer
may make subsequent payments in respect of Remuneration payments voluntarily within one year if the
necessary funds have been raised by the Guarantor by issuing new or selling existing shares subject to
certain conditions (see "Conditions of Issue § 5 Remuneration").
The Guarantor has unconditionally and irrevocably guaranteed (the "Subordinated Guarantee"), on a
subordinated basis, the due and punctual payment of all amounts at any time becoming due and payable in
respect of the Bonds.
For a discussion of certain significant factors affecting investments in the Bonds, see "INVESTMENT
CONSIDERATIONS".
The obligations of the Issuer in respect of the Bonds and the obligations of the Guarantor under the Subordinated
Guarantee are subordinated to all other creditors in insolvency, liquidation or similar proceedings (see "Conditions
of Issue § 4 Status of the Bonds and the Subordinated Guarantee").
The Bonds and the Guarantee will be governed by the laws of the Federal Republic of Germany ("Germany").
The Bonds are expected to be rated Baa2 by Moody's Investors Service Limited and BBB- by Standard & Poors
(the "Rating Agencies") upon issuance. A rating is not a recommendation to buy, sell or hold securities and may
be subject to revision, suspension or withdrawal at any time by the assigning Rating Agency.

Prospectus

15 August 2005
Application has been made to list and admit to trading the Bonds on the market of the Luxembourg Stock
Exchange appearing on the list of regulated markets issued by the E.C.

Sole Bookrunner, Sole Structuring Advisor and Sole Lead Manager
Deutsche Bank
The date of this Prospectus is August 15, 2005.

Prospectus

15 August 2005
RESPONSIBILITY STATEMENT
The Issuer and the Guarantor accept responsibility for the information contained in this Prospectus,
provided that the Issuer is not responsible for the description of the Guarantor, and hereby declare
that, having taken all reasonable care to ensure that such is the case, the information contained in this
Prospectus for which they are responsible is, to the best of their knowledge, in accordance with the
facts and contains no omission likely to affect its importance.

The Guarantor further confirms that (i) this Prospectus contains all information with respect to the
Guarantor and its subsidiaries and affiliates within the meaning of Section 17 of the German Stock
Corporation Act taken as a whole (the "Südzucker Group") and to the Bonds which is material in the
context of the issue and offering of the Bonds, including all information which, according to the
particular nature of the Issuer and of the Bonds is necessary to enable investors and their investment
advisers to make an informed assessment of the assets and liabilities, financial position, profits and
losses, and prospects of the Issuer and the Südzucker Group and of the rights attached to the Bonds;
(ii) the statements contained in this Prospectus relating to the Issuer, the Südzucker Group and the
Bonds are in every material particular true and accurate and not misleading; (iii) there are no other
facts in relation to the Issuer, the Südzucker Group or the Bonds the omission of which would, in the
context of the issue and offering of the Bonds, make any statement in the Prospectus misleading in
any material respect and (iv) reasonable enquiries have been made by the Issuer to ascertain such
facts and to verify the accuracy of all such information and statements.

NOTICE
No person has been authorised to give any information or to make any representation other than as
contained in this Prospectus and, in connection with the issue and sale of the Bonds, if given or
made, such information or representation must not be relied upon as having been authorised by the
Issuer, the Guarantor or the Manager. This Prospectus may only be used for the purposes for which it
has been published.
Neither the delivery of this Prospectus nor any offering, sale or delivery of any Bonds shall, under any
circumstances, create any implication (i) that the information in this Prospectus is correct as of any
time subsequent to the date hereof or, as the case may be, subsequent to the date on which this
Prospectus has been most recently amended or supplemented, or (ii) that there has been no adverse
change in the financial situation of the Issuer or the Guarantor which is material in the context of the
issue and offering of the Bonds since the date of this Prospectus or, as the case may be, the date on
which this Prospectus has been most recently amended or supplemented, or the balance sheet date
of the most recent financial statements which are deemed to be incorporated into this Prospectus by
reference or (iii) that any other information supplied in connection with the issue of the Bonds is correct
at any time subsequent to the date on which it is supplied or, if different, the date indicated in the
document containing the same.
No action has been taken by the Issuer, the Guarantor or the Manager other than as set out in this
Prospectus that would permit a public offering of the Bonds, or possession or distribution of this
Prospectus or any other offering material in any country or jurisdiction where action for that purpose is
required. Accordingly, no Bonds may be offered or sold, directly or indirectly, and neither this
Prospectus (nor any part hereof) nor any Prospectus, prospectus, form of application, advertisement
or other offering materials may be issued, distributed or published in any country or jurisdiction except
in compliance with applicable laws, orders, rules and regulations, and the Manager has represented
that all offers and sales by it have been made on such terms.
This Prospectus does not constitute an offer to sell or the solicitation of an offer to buy any securities
other than the securities to which it relates or an offer to sell or the solicitation of an offer to buy any of
the securities offered hereby in any circumstances in which such offer or solicitation is unlawful. The
distribution of this Prospectus (or of any part thereof) and the offering and sale of the Bonds in certain
jurisdictions may be restricted by law. Persons into whose possession this Prospectus (or any part
thereof) comes are required by the Issuer, the Guarantor and the Manager to inform themselves about
and to observe any such restrictions. This Prospectus does not constitute, and may not be used for,
or in connection with, an offer or solicitation by anyone in any jurisdiction in which such offer or
solicitation is not authorised or to any person to whom it is unlawful to make such offer or solicitation.
THE BONDS HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES
ACT OF 1933, AS AMENDED (THE "1933 SECURITIES ACT") AND INCLUDE BONDS IN BEARER
FORM THAT ARE SUBJECT TO U.S. TAX LAW REQUIREMENTS. SUBJECT TO CERTAIN

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Prospectus

15 August 2005
EXCEPTIONS, THE BONDS MAY NOT BE OFFERED, SOLD OR DELIVERED WITHIN THE
UNITED STATES OR TO U.S. PERSONS.
For a further description of certain restrictions on offerings and sales of the Bonds and
distribution of this Prospectus (or of any part thereof) see "SUBSCRIPTION AND SALE".
The Issuer has not requested a rating of the Bonds by any rating agency other than the rating of the
Bonds by the Rating Agencies; there can be no assurance, however, as to whether any other rating
agency will rate the Bonds or, if it did, what rating would be assigned by such other rating agency. The
rating assigned to the Bonds by such other rating agency could be lower than the respective ratings
assigned by the Rating Agencies.
The Issuer has undertaken to only redeem the Bonds on an Interest Payment Date in accordance with
§ 6 of the Conditions of Issue if the Issuer or the Guarantor or any of the Guarantor's subsidiaries has
issued securities under terms and conditions similar to those of the Bonds and/or shares.
In this Prospectus references to "", "euro" or "EUR" are to the single currency which was
introduced in Germany as of January 1, 1999.
In connection with the issue of the Bonds, the Deutsche Bank AG as the stabilising manager(s)
(or persons acting on its (their) behalf) may overallot Bonds (provided that in the case of the
Bonds to be admitted to trading on the Luxembourg Stock Exchange the aggregate principal
amount of Bonds allotted does not exceed 105 per cent. of the aggregate principal amount of
the relevant Tranche of Bonds) or effect transactions with a view to supporting the price of the
Bonds at a level higher than that which might otherwise prevail. However, there is no
assurance that Deutsche Bank AG (or persons acting on its behalf) will undertake stabilisation
action. Any stabilisation action may begin at any time after the adequate public disclosure of
the final terms of the offer of the Bonds is made and, if begun, may be ended at any time, but it
must end no later than the earlier of 30 days after the Issue Date and 60 days after the date of
the allotment of the relevant Tranche of Bonds.
Such stabilising shall be in compliance with all applicable laws, regulations and rules.

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Prospectus

15 August 2005

TABLE OF CONTENTS

SUMMARY .............................................................................................................................................. 6
RISK FACTORS .................................................................................................................................... 11
DOCUMENTS INCORPORATED BY REFERENCE ............................................................................ 15
CONDITIONS OF ISSUE ...................................................................................................................... 17
SUBORDINATED GUARANTEE........................................................................................................... 41
USE OF PROCEEDS ............................................................................................................................ 45
DESCRIPTION OF THE ISSUER ......................................................................................................... 46
DESCRIPTION OF THE GUARANTOR................................................................................................ 48
SELECTED FINANCIAL INFORMATION OF THE GUARANTOR ....................................................... 66
SELECTED FINANCIAL INFORMATION OF THE ISSUER................................................................. 73
TAXATION............................................................................................................................................. 78
SUBSCRIPTION AND SALE................................................................................................................. 85
GENERAL INFORMATION ................................................................................................................... 87

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Prospectus

15 August 2005
SUMMARY
The following constitutes the summary (the "Summary") of the essential characteristics of, and risks
associated with, the Issuer, the Guarantor and the Bonds. This Summary should be read as an
introduction to this Prospectus. It does not purport to be complete and is taken from, and is qualified in
its entirety by, the remainder of this Prospectus. Any decision by an investor to invest in the Bonds
should be based on consideration of this Prospectus as a whole. Where a claim relating to the
information contained in this Prospectus is brought before a court, the plaintiff investor might, under
the national legislation of such court, have to bear the costs of translating the Prospectus before the
legal proceedings are initiated. Civil liability attaches to those persons who have tabled this Summary
including any translation thereof, and applied for its notification, but only if the Summary is misleading,
inaccurate or inconsistent when read together with the other parts of this Prospectus.
Words and expressions defined in "Conditions of Issue" below shall have the same meanings in this
section.

Summary in respect of Risk Factors
Südzucker's business activities involve the following primary risks:
· The finally accepted reform and the outcome of the WTO Doha round, which will set the
framework for the future sugar imports and exports, can change the agro-political framework
of the European sugar industry fundamentally and may have negative effects on the financial
situation and profitability of the Südzucker Group;
· Increase of prices for raw materials might influence the financial situation and profitability of
the Südzucker Group;
· Increasing competition may negatively effect Südzuckers' s financial condition and profitability;
· Liability claims and image risks could have adverse effects on Südzuckers' s financial
condition and profitability;
· Parts of Südzucker's business is handled in US dollar and other international currencies and
currency fluctuations could influence Südzuckers' s financial situation and profitability; and
· Increasing investment needs to comply with environmental requirements or environmental
liability claims could have negative effects on the financial situation and profitability of the
Südzucker Group.

The Bonds
An investment in the Bonds involves certain risks associated with the characteristics of the Bonds
which could lead to substantial losses the Bondholders would have to bear in case of selling their
Bonds or with regard to receiving interest payments. Those risks include that:
· bondholders have no claim for the payment of Remuneration on the Bonds if a Cash Flow-
Event prevails on a Remuneration Payment Date and that the Issuer is under no obligation to
subsequently make payments in respect of such unpaid Remuneration so missed;
· payments of Remuneration under the Bonds may be deferred at the election of the Issuer;
· the Bonds have no scheduled maturity and may not be repayed;
· the payment obligations of the Issuer under or in connection with the Bonds and of the
Guarantor under or in connection with the Subordinated Guarantee constitute obligations of
the Issuer and the Guarantor, respectively, that are subordinated to the full prior payment of all
existing and future indebtedness of the Issuer or the Guarantor, respectively;
· the Bonds may be subject to early redemption;
· there is no restriction on the amount of debt which the Issuer or the Guarantor may issue;
· prior to their issue, there has been no secondary market for the Bonds and no assurance can
be made that an active secondary market for the Bonds will develop.

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Prospectus

15 August 2005

Summary in respect of the Bonds
Issuer:
Südzucker International Finance B.V.
Guarantor:
Südzucker Aktiengesellschaft Mannheim/Ochsenfurt
Principal Amount:
200,000,000
Issue Price:
99.113%
Denomination:
1.000,--
Principal Paying Agent:
Deutsche Bank Aktiengesellschaft
Luxembourg Listing and
Deutsche Bank Luxembourg S.A.
Paying Agent:
Form of Bonds:
The Bonds are in bearer form and are issued pursuant to U. S.
Treasury Regulation Section 1.163-5(c)(2)(i)(C) (the "TEFRA C
Rules"). The Bonds will be represented by a permanent global bearer
bond (the "Permanent Global Bond") without interest coupons which
will be deposited with a common depositary for Clearstream Banking,
société anonyme, Luxembourg, and Euroclear Bank S. A./N.V. as
operator of the Euroclear System (together the "Clearing System").
No definitive securities or interest coupons will be issued.
Interest:
The Bonds will bear interest (referred to in the Conditions of Issue as
"Remuneration") from June 30, 2005 at the rate of 5.25 % per annum
payable annually in arrears on the Fixed Remuneration Payment
Dates on June 30 of each year up to the Fixed Remuneration
Payment Date falling on June 30, 2015 and thereafter at the rate of
3.10 % per annum over the European Interbank offered rate for three
months deposits in Euro ("EURIBOR") payable quarterly in arrears
on the Floating Remuneration Payment Dates on September 30,
December 31, March 31 and June 30 of each year. However, the
Bonds provide that in certain circumstances accrued Remuneration
will not be payable on the Fixed or Floating Remuneration Payment
Date immediately following its accrual but will instead constitute
Arrears of Remuneration that will not be payable until a later date
unless the Issuer otherwise elects. Arrears of Remuneration will not
themselves bear interest. Furthermore, following a Cash Flow-Event
and for as long as such Cash Flow-Event continues, the Issuer will
be under no obligation to pay any Remuneration on any
Remuneration Payment Date and there is no obligation on the part of
the Issuer to subsequently make such Remuneration Payments,
provided however, that the Issuer may make subsequent payments
in respect of Remuneration payments voluntarily within one year if
the necessary funds have been raised by the Guarantor by issuing
new or selling existing shares subject to certain conditions.
Maturity:
The Bonds do not have a final maturity date.
Early Redemption:
The Bonds are subject to redemption (in whole, but not in part only)
at their principal amount at the option of the Issuer on June 30, 2015
or on any Floating Interest Payment Date thereafter. The Bonds are
also subject to redemption (in whole, but not in part only) at the
greater of their principal amount and the Make-Whole Amount at the
option of the Issuer before June 30, 2015 in the event of certain
changes affecting taxation in the Federal Republic of Germany or

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Prospectus

15 August 2005
The Netherlands or the Guarantor.
Taxation:
All payments in respect to the Bonds will be made free and clear of,
and without deduction or withholding at source for or on account of
any present or future taxes, duties, assessments or governmental
charges of any nature whatsoever imposed, levied, withheld,
assessed or collected by or on behalf of the Federal Republic of
Germany or by or on behalf of any political subdivision or authority
thereof having power to tax, unless such deduction or withholding is
required by law. In such event, the Issuer shall pay such additional
amounts necessary for the Bondholders to receive net amounts after
such deduction or withholding, which are equal to the amounts which
would have been received by them without such deduction or
withholding, subject to customary exceptions as set out more fully in
the Conditions of Issue.
Status of the Bonds and of The obligations of the Issuer in respect of the Bonds and the
the Guarantee:
obligations of the Guarantor under the Subordinated Guarantee are
subordinated to all other creditors in insolvency, liquidation or similar
proceedings.
Rating of the Bonds:
The Bonds are expected to be rated Baa2 by Moody's Investors
Service Limited and BBB- by Standard & Poors (the "Rating
Agencies") upon issuance.
Negative Pledge:
The Conditions of Issue do not contain a negative pledge provision.
Cross Default:
The Conditions of Issue do not contain a cross default clause.
Listing:
Application has been made to list and admit to trading the Bonds on
the market of the Luxembourg Stock Exchange appearing on the list
of regulated markets issued by the E.C.
Governing Law:
The Bonds will be governed by German law.
Clearance and Settlement:
The Bonds will be accepted for clearing through Clearstream
Banking, société anonyme, Luxembourg and Euroclear Bank S.
A./N.V., as operator of the Euroclear System.
Security Codes
ISIN:

XS0222524372
Common Code: 022252437

Summary in respect of the Issuer
Südzucker International Finance B.V. ("Südzucker International Finance"), a wholly owned
subsidiary of the Guarantor, was incorporated on January 13, 1994 as a private limited liability
company (besloten vennootschap met beperkte aansprakelijkheid) under the laws of The Netherlands
for an indefinite period of time.
Pursuant to Article 2 of its articles of association the objects of Südzucker International Finance are
the financing of, participation in, cooperation with, and management of other companies and
enterprises; the purchase and sale of properties; the provision of loans to third parties as well as to
group companies or the granting of securities and guarantees for the benefit of third parties or group
companies; the establishment of branches and subsidiaries domestically and abroad; other financing
activities, and all other activities relating to or for the promotion of the above objects in the widest
sense of the word.
As of February 28, 2005 the authorized share capital of Südzucker International Finance amounted to
2,269,000, divided into 50,000 ordinary shares of 45.38 each. As of February 28, 2005 the issued
and paid-in capital was 2,000,123.50. All Shares are owned by Südzucker Aktiengesellschaft
Mannheim/Ochsenfurt.

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Prospectus

15 August 2005
The current members of the management board of Südzucker International Finance are Herman Hein
Scholten, Gerardus Pancratius Nota and Deutsche International Trust Company N.V.
The independent auditors of Südzucker International Finance are PricewaterhouseCoopers
Accountants N.V., Rotterdam.
The nominal proceeds from the issue of the Bonds will be used by the Issuer to make one or more
loans to the Guarantor or to one or several wholly-owned subsidiaries within the Südzucker Group.

Summary in respect of the Guarantor
Südzucker Aktiengesellschaft Mannheim/Ochsenfurt was incorporated for an indefinite period of time
under the laws of Germany in 1926 under the name Süddeutsche Zucker-AG. The name changed in
1988 to Südzucker Aktiengesellschaft Mannheim/Ochsenfurt (,,Südzucker Aktiengesellschaft") after
a merger with Zuckerfabrik Franken GmbH. Südzucker Aktiengesellschaft is registered with the
commercial register at the local court (Amtsgericht) Mannheim under HRB No. 0042. Südzucker
Aktiengesellschaft is the parent company of the Südzucker Group and carries out the management
and corporate functions of the group.
Pursuant to Aricle 2 of its articles of association the objects of Südzucker Aktiengesellschaft are the
production and sale of sugar, the exploitation of by-products resulting therefrom and farming and
agriculture. The company may, in any form permissible, acquire other businesses or any part thereof
or interest therein and effect any transaction which may seem likely to fulfill or further, directly or
indirectly, the objects of the company.
The share capital of Südzucker Aktiengesellschaft amounts to 174,787,946 divided into 174,787,946
ordinary non-par value bearer shares with an imputed share in the share capital of 1.00 each. The
issued share capital has been fully paid in. Süddeutsche Zuckerrübenverwertungs-Genossenschaft
eG, Stuttgart (SZVG) holds a majority of 56 % of the shares in Südzucker Aktiengesellschaft for their
own benefit and in trust for their own shareholders. Another 10 % of the shares of Südzucker
Aktiengesellschaft is held by ZSG BRD Vermögensverwaltung GmbH.
The current members of the management board are: Dr. Theo Spettmann, Albert Dardenne, Dr.
Christoph Kirsch, Thomas Kölbl, Prof. Dr. Markwart Kunz, Johann Marihart, Dr. Rudolf Müller and
Frédéric Rostand. Current members of the supervisory board are: Dr. Hans-Jörg Gebhard, Franz-
Josef Möllenberg, Dr. Christian Konrad, Heinz Christian Bär, Gerlinde Baumgartner, Dr. Ulrich Brixner,
Ludwig Eidmann, Manfred Fischer, Paul Freitag, Erwin Hameseder, Hans Hartl, Klaus Kohler, Erhard
Landes, Jörg Lindner, Ulrich Müller, Ronny Schreiber, Dr. Arnd Reinefeld, Ernst Wechsler, Roland
Werner.
On average there were 17,494 persons employed within the Südzucker Group in the financial year
2004/05.
Auditors of the Guarantor are PricewaterhouseCoopers Aktiengesellschaft
Wirtschaftsprüfungsgesellschaft, Olof-Palme-Strasse 35, 60439 Frankfurt am Main.
In the sugar segment, the Südzucker Group is currently the largest European sugar enterprise and
market leader for sugar in Europe. Within the European Union (EU 25), Südzucker Group operates
sugar factories in Germany, Belgium, Austria, France, Poland, Czech Republic, Hungry and Slovakia.
Besides the EU 25, the Südzucker Group is active with sugar production in Romania and Moldova.
The factories have a daily beet slicing capacity of more than 300,000 tons. In the specialties segment,
Südzucker Group has concentrated its diversified portfolio of food and food ingredience activities.
The Südzucker Group consists of four sub-groups, Südzucker Aktiengesellschaft (including Freiberger
Lebensmittel GmbH & Co. Produktions- und Vertriebs KG, Berlin), Raffinerie Tirlemontoise S.A.,
Brussels, Belgium (a 99.6 % Südzucker subsidiary), Saint Louis Sucre S.A., Paris, France (a 99.4 %
Südzucker subsidiary) and AGRANA Beteiligungs-Aktiengesellschaft (a 37.8 % Südzucker subsidiary).

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15 August 2005
Selected Historical Financial Information:

February
28,
February 29,
May 31,
May 31,
2005
2004
2005
2004

in million
Revenues
4,826.6 4,575.0 1,252 1,125
Net earnings
357.5 307.3 70
76
Total assets
7,194.9 6,037.7 6,851 5,876
Shareholder's
2,737.6 2,385.9 2,802 2,349
Equity

There has been no material change in the capitalization of the Südzucker Group since May 31, 2005
with the exception of the issue of 500 million Bonds on June 30, 2005 and the Bonds to which this
Prospectus pertains.

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