NOT FOR PUBLICATION, DISSEMINATION OR DISTRIBUTION IN ANY COUNTRY IN WHICH THE PUBLICATION, DISSEMINATION OR DISTRIBUTION OF THIS RELEASE IS UNLAWFUL OR CONTRARY TO APPLICABLE REGULATIONS. THIS PRESS RELEASE MAY NOT BE PUBLISHED, DISSEMINATED OR DISTRIBUTED, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN

 

Paris, March 21, 2018

 

Completion of the Private Placement
of Vivendi’s Ubisoft shares

 

Vivendi announced yesterday that it had entered into agreements to sell for €2 billion the interest it had acquired in Ubisoft for €794 million, representing 27.27% of the company’s share capital.

Out of the 30,489,300 shares owned by Vivendi, 19,868,088 shares were sold to qualified institutional investors at a price of €66 per share through a private placement by way of an accelerated bookbuilding process following a 1,500,000 share increase in the private placement offering in response to the strong demand from institutional buyers.

 

The completion of this offering allows Vivendi to sell, at the same price per share and in two tranches, the balance of its remaining interest as follows:

  • 3,030,303 shares to Guillemot Brothers SE for cash; and
  • 7,590,909 shares to Ubisoft at the end of the six-month term of the forward sale commitments entered into by Crédit Agricole CIB for the benefit of Ubisoft so that it may buyback and cancel these shares.

 

The settlement of the private placement and the sale to Guillemot Brothers is to take place on March 23, 2018.

Upon completion of these transactions, Vivendi will no longer be a Ubisoft shareholder and has agreed to refrain from purchasing Ubisoft shares for a period of five years.

Bookbuilding has been managed by J.P. Morgan Securities plc as Sole Global Coordinator and Joint Bookrunner, and by Crédit Agricole CIB as Joint Bookrunner.

 

Important disclaimers

This press release is for information purposes only and does not constitute an offer to sell or a solicitation to buy any securities, and the sale of Ubisoft shares by Vivendi does not constitute a public offering in any jurisdiction, including in France.

This press release is for distribution in the United Kingdom only to (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) or (ii) high net worth companies and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as “relevant persons”).

The offer and sale of the securities referred to in this press release has not been, nor will be, registered under the United States Securities Act of 1933 (the “Securities Act”) and the securities may not be offered or sold in the United States absent such registration or an applicable exemption from the registration requirements of the Securities Act. There will be no public offering of the securities in the United States in connection with this transaction.

Any investment decision to buy shares in Ubisoft must be made solely on the basis of publicly available information on Ubisoft. Such information is not Vivendi’s responsibility.

Release, publication or distribution of this press release is prohibited in any country where it would violate applicable laws or regulations. This press release may not be published, forwarded or distributed, directly or indirectly, in the United States, Canada, Australia or Japan.

In connection with any offering of the shares, J.P. Morgan Securities PLC and any of its affiliates acting as an investor for their own account may take up as a proprietary position any shares and in that capacity may retain, purchase or sell for their own account such shares. In addition they may enter into financing arrangements and swaps with investors in connection with which they may from time to time acquire, hold or dispose of shares. They do not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligation to do so.

 

About Vivendi

Vivendi is an integrated content, media and communications group. The company operates businesses throughout the value chain, from talent discovery to the creation, production and distribution of content. Universal Music Group is the world leader in music, engaged in recorded music, music publishing and merchandising. It owns more than 50 labels covering all music genres. Canal+ Group is the leading pay-TV operator in France, also engaged in Africa, Poland, Vietnam and Myanmar. Its subsidiary Studiocanal is the leading European player in production, sales and distribution of movies and TV series. Havas Group is one of the world’s largest global communications group. It is organized in three main business segments covering all the communications disciplines: creativity, media expertise and healthcare/wellness. Gameloft is a worldwide leader in mobile games, with 2 million games downloaded per day. Vivendi Village brings together the Paddington brand’s licensing activities, Vivendi Ticketing (in the United Kingdom, the United States and France), MyBestPro (expert counseling), the venues L’Olympia and Theâtre de L‘Œuvre in Paris, and CanalOlympia in Africa, as well as Olympia Production. With 300 million unique users per month, Dailymotion is one of the biggest video content aggregation and distribution platforms in the world. www.vivendi.com, www.cultureswithvivendi.com