Vivendi – Debt Optimization

(NOT FOR DISTRIBUTION IN  CANADA, JAPAN OR ITALY)

Vivendi - Debt Optimization

 Launch of US Notes Maturing 5 -10 years

Important disclaimer

This press release does not, and shall not, in any circumstances constitute a public offering nor an invitation to the public in connection with any offering of any the bonds specified in this press release.

The sales in the Republic of Italy of the bonds specified in this press release shall only be negotiated on an individual basis with “professional investors”, as defined under article 31, paragraph 2, of Commissione Nazionale per le Società e la Borsa (“CONSOB”) Regulation no. 11522 of 1 July 1998, as amended, and effected in compliance with the requirements of articles 94 and seq. of Legislative Decree no. 58 of 24 February 1998, as amended (“Legislative Decree no. 58”) and CONSOB Regulation no. 11971 of 14 May 1999, as amended (“Regulation no. 11971”) and shall in any event be effected in accordance with all relevant Italian securities, tax and exchange control and other applicable laws and regulations. Accordingly, in Italy, this press release is for distribution only to investment firms, banks or financial intermediaries permitted to conduct such activities in the Republic of Italy in accordance with Legislative Decree no. 58, Regulation no. 11971 and any other applicable laws, regulations and instructions of the Bank of Italy.

The distribution of this press release in certain countries may constitute a breach of applicable law. In addition to the above the information contained in this press release does not constitute an offer of securities for sale in Canada or Japan.

 

The notes will not be registered under the Securities Act of 1933, or any

applicable state or foreign securities laws, and are subject to substantial restrictions on transfer. In particular, the notes may not be offered or sold in the U.S., or to or for the benefit of U.S. persons, absent registration under the Securities Act or an applicable exemption from the registration requirements of the Securities Act. This press release does not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful.

(NOT FOR DISTRIBUTION IN  CANADA, JAPAN OR ITALY)

I FURTHER CERTIFY THAT I HAVE READ AND UNDERSTAND, AND AGREE TO COMPLY WITH, THE TERMS AND CONDITIONS DESCRIBED ABOVE AND THAT I AM ELIGIBLE TO ACCESS THE PRESS RELEASE IN ACCORDANCE WITH SUCH TERMS AND CONDITIONS.

YES, I CERTIFY

NO, I DO NOT CERTIFY

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