Paris, July 20, 2016
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Vivendi: implementation of a mandatory squeeze-out for
the shares of Gameloft SE
This release is issued in accordance with Article 237-16 of the AMF General Regulations.
Following the public tender offer initiated by Vivendi for the shares of Gameloft SE, Vivendi owns 95.93% of the share capital and 95.80% of the voting rights of Gameloft SE.
With the conditions required by Articles L. 433-4 III of the Monetary and Financial Code and 237-14 to 237-16 of the AMF General Regulation for the implementation of a mandatory squeeze-out procedure having been met, Vivendi, as it had reserved the right to do in its information note relating to the public tender offer (visa no. 16-077 dated March 15, 2016), requested from the AMF the implementation of the squeeze-out of the remaining Gameloft SE shares not held by Vivendi.
The AMF indicated, in its notice published on July 20, 2016 (DI No 216C1688), that the squeeze-out of 3,550,064 Gameloft shares not owned by Vivendi will be implemented on July 26, 2016, the date on which Gameloft SE shares will be delisted from Euronext Paris. On such date, the Gameloft shares covered by the mandatory squeeze out will be transferred (regardless of the country of residence of the holder) to Vivendi in exchange for the payment of compensation identical to the price of the public tender offer, i.e., a cash payment of €8 (net of all fees) for each share Gameloft SE, to the holder.
The amount of compensation has been paid by Vivendi into a blocked account opened for this purpose at Natixis BO Corporate Broking Conservation OST (47 quai d’Austerlitz, 75013 Paris), acting as the centralizing agent for the compensation transactions, from which the account-holding financial intermediaries must request the compensation payments corresponding to the securities held by their clients.
The funds will be held by Natixis BO Corporate Broking Conservation OST for a period of ten years from the date of the implementation of the squeeze-out and then transferred to the Caisse des Dépôts et Consignations upon the expiry of such ten-year period. These funds will remain available to the beneficiaries, subject to the thirty-year prescription period after which the funds will be transferred to the French State.
In accordance with the provisions of Article 237-17 of the AMF General Regulation, Vivendi will place a copy of this release informing the public of the squeeze-out in a journal of legal notices published in the vicinity of Gameloft SE headquarters.
The implementation of this squeeze-out follows the withdrawal of the appeal filed by Gameloft SE on March 25, 2016 against the AMF’s clearance decision No. 216C0692.
Vivendi’s information note relating to the offer (approved by the AMF under the visa n° 16-077 dated March 15, 2016) as well as the information about the characteristics, including legal, accounting and financial, of Vivendi are available on the websites of the AMF (www.amf-france.org) and of Vivendi (www.vivendi.com), and may be obtained free of charge from Vivendi (42 avenue de Friedland, 75008 Paris) or from HSBC France (103 Avenue des Champs Elysées, 75008 Paris), the presenting bank for the offer.
The note in response prepared by Gameloft (approved by the AMF under visa n° 16-129 dated April 8, 2016) and the information about the characteristics, including legal, accounting and financial, of Gameloft are available on the websites of the AMF (www. amf-france.org) and of Gameloft (www.gameloft.fr) and can be obtained free of charge from Gameloft (14 rue Auber, 75009 Paris).
About Vivendi
Vivendi is an integrated media and content group. The company operates businesses throughout the media value chain, from talent discovery to the creation, production and distribution of content. The main subsidiaries of Vivendi comprise Canal+ Group and Universal Music Group. Canal+ is the leading pay-TV operator in France, and also serves markets in Africa, Poland and Vietnam. Canal+ operations include Studiocanal, a leading European player in production, sales and distribution of film and TV series. Universal Music Group is the world leader in recorded music, music publishing and merchandising, with more than 50 labels covering all genres. A separate division, Vivendi Village, brings together Vivendi Ticketing (ticketing in the UK, the U.S and France), MyBestPro (experts counseling), Watchever (subscription video-on-demand), Radionomy (digital radio), the Paris-based concert venue L’Olympia, the CanalOlympia venues in Africa and the Theatre de l‘Oeuvre in Paris. With 3.5 billion videos viewed each month, Dailymotion is one of the biggest video content aggregation and distribution platforms in the world.
Gameloft is a worldwide leading video games on mobile, with 2 million games downloaded per day.
www.vivendi.com, www.cultureswithvivendi.com
Important Disclaimer
This press release was prepared for informational purpose only. This press release does not constitute an offer and should not be construed as constituting any form of solicitation for the purchase or sale of securities in the United States or any other country. This press release is not for distribution in countries other than France. The distribution of this press release, the offer and the acceptance of the offer may be, in certain countries, subject to special regulations. Consequently, persons in possession of this press release are required to ascertain the local restrictions which may apply, and to comply with them. Vivendi disclaims any liability for any violation of such restrictions by any person.
