Vivendi Announces Tender Offer for Outstanding 5.750% US Notes due 2013
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Access to the information and documents on this part of this website is restricted. Due to applicable legal and regulatory restrictions in various jurisdictions, electronic versions of the information and materials are not directed to or accessible by persons not qualified or authorized to do so.
The information and materials contained on this website do not, and shall not, in any circumstances constitute an offer to purchase any securities or a solicitation of an offer to sell any new securities nor is it a solicitation for acceptance of the Offer. Vivendi is making the Offer only by and pursuant to the terms of the Offer to Purchase. The Tender Offer is not being made to (nor will tenders of notes be accepted from or on behalf of) holders of notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. The information and materials must be read in conjunction with the Offer to Purchase.
The information and materials are provided for informational purposes only without any warranty of any kind, express or implied, and is not nor should it be considered to constitute legal, tax, credit, financial or other professional advice. It is not intended to provide the basis of any credit or other evaluation and should not be considered as a recommendation or constituting an invitation or offer to purchase any securities or a solicitation of an offer to sell any securities. None of the dealer managers have independently verified the information contained in these materials. Accordingly, no representation, warranty or undertaking, express or implied, is made and no responsibility or liability is accepted by either of them as to the accuracy or completeness of the information contained in these materials or any other information provided by Vivendi in connection with these materials or any offer of securities or any offering material in connection with any such offer or whether any material information has been omitted therefrom.
The information and materials shall not be distributed in Canada or Japan and do not constitute an offer of securities for sale in Canada or Japan.
The Tender Offer is not being made, directly or indirectly, to the public in France. Neither the Tender Offer nor any other documents or offering materials relating to the Tender Offer have been or shall be distributed to the public in France and only (i) providers of investment services relating to portfolio management for the account of third parties (personnes fournissant le service d’investissement de gestion de portefeuille pour compte de tiers) and/or (ii) qualified investors (investisseurs qualifiés), all as defined in, and in accordance with, Articles L.411-1, L.411-2 and D.411-1 to D.411-3 of the French Code monétaire et financier, are eligible to participate in the Tender Offer. The Tender Offer has not been submitted to the clearance procedures (visa) of the Autorité des marchés financiers.
The information and materials do not constitute or form part of any offer or solicitation to purchase for any new securities in the United States or by U.S. persons. Any securities that may be offered in the future may not be offered or sold in the United States or to, or for the account or benefit of U.S. persons, unless they are registered or exempt from registration under the United States securities act of 1933, as amended or under a regulation or instruction published in relation to said act. Vivendi does not intend to register the securities in the United States or to conduct a public offering of the securities in the United States.
The Tender Offer and any other documents or materials relating to the Tender Offer is not being made, and such documents and/or materials have not been approved, by an authorised person for the purposes of section 21 of the Financial Services and Markets Act 2000 (the “FSMA”). Accordingly, such documents and/or materials are not being distributed to, and must not be passed on to, the general public in the United Kingdom. The communication of such documents and/or materials is exempt from the restriction on financial promotions under section 21 of the FSMA on the basis that it is only directed at and may be communicated to (1) persons who have professional experience in matters relating to investments, being investment professionals as defined in Article 19 of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “FPO”); (2) persons who fall within Article 49 of the FPO (“high net worth companies, unincorporated associations etc.”); or (3) any other persons to whom these documents and/or materials may lawfully be communicated. Any investment or investment activity to which this Tender Offer relates is available only to such persons or will be engaged only with such persons and other persons should not rely on it.
In any European Economic Area Member State that has implemented Directive 2003/7 1 /EC (and amendments thereto, including Directive 2010/73/EU, together with any applicable implementing measures in any Member State, the “Prospectus Directive”), these information and materials are only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Directive.
Generally, the publication, distribution or transmission of these information and materials may, in certain countries, be subject to legal restrictions. Consequently, persons which may obtain them shall inform themselves as to the existence of such restrictions and comply with them. Non compliance with such restrictions may constitute a violation of the law. Vivendi declines any responsibility in the event of violation by any person of laws applicable to it.
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