At 6:18 pm, Paris time
Paris, March 20, 2018
In agreement with the Guillemot family, Vivendi sells
its interest in Ubisoft for €2 billion
Vivendi announced today that it has entered into agreements to sell its interest in Ubisoft, representing 30,489,300 shares, i.e., 27.27% of the share capital, for €2 billion. This interest was acquired over the past three years for €794 million.
The overall transaction includes the following:
- 18,368,088 shares will be sold to qualified institutional buyers through a private placement by way of an accelerated bookbuilding process, including 9,379,347 shares to investors already identified by Ubisoft;
- 3,030,303 shares will be sold for cash to Guillemot Brothers SE through Crédit Agricole – CIB, who will hedge 2,887,879 of them, these shares being added to the private placement offering; and
- 9,090,909 shares will be sold to Ubisoft, including 7,590,909 shares to be sold at the end of the six-month term of forward sale commitments entered into by Crédit Agricole – CIB for the benefit of Ubisoft so that it may buyback and cancel these shares, and 1,500,000 shares to be sold to Ubisoft for cash, in each case through Crédit Agricole – CIB.
Depending on the level of demand from institutional buyers, the number of shares sold as part of the private placement offering could be increased by 1,500,000 shares, which would reduce the number of shares sold by Crédit Agricole-CIB to Ubisoft under the forward sale commitments.
Bookbuilding is starting now and will be managed by J.P. Morgan Securities plc as Sole Global Coordinator and Joint Bookrunner, and by Crédit Agricole CIB as Joint Bookrunner.
All of these transactions will be executed at a price of €66 per share. After 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.
Vivendi, which already owns Gameloft, a global leader in mobile video games, confirms its intention to strengthen its position in the particularly dynamic video games sector, a cornerstone in the Group’s development.
This press release contains information that may have characterized, before becoming public, inside information as defined by Article 7, par. 1, of the European Regulation 596/2014 regarding Vivendi’s sale of its interest in the capital of Ubisof.
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.
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