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Annual Report -
2013
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Vivendi
4
Financial Report | Statutory Auditors’ Report on the Consolidated Financial Statements | Consolidated
Financial Statements | Statutory Auditors’ Report on the Financial Statements |
Statutory Financial Statements
Notes to the 2013 Statutory Financial Statements
3.
Notes to the 2013 Statutory Financial Statements
Preliminary Note: dollar amounts are expressed in US dollars.
Significant Events in 2013
On-going strategic review
As publicly announced to shareholders on several occasions in 2012 and
2013, Vivendi’s Management Board and Supervisory Board are carrying
out a review of the Group’s strategic development, marked by a desire
to focus on its media and content activities and to maximize the value
of its telecom activities.
The following transactions occurred during the second half of 2013:
on October 11, 2013, Vivendi completed the sale of 88% of its
interest in Activision Blizzard for $8.2 billion (or €6 billion), in cash.
In addition, Vivendi retained 83 million Activision Blizzard shares,
representing 11.9% of Activision Blizzard’s outstanding share
capital, which are subject to a staggered 15-month lock-up period
(please see below);
on November 4, 2013, Vivendi entered into a definitive agreement
with Etisalat for the sale of Vivendi’s indirect 53% interest in Maroc
Telecom Group (please see below);
on November 5, 2013, Vivendi, through its subsidiary
Groupe Canal+ SA, acquired Lagardère Group’s 20% interest in
Canal+ France for €1,020 million in cash (please see below).
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Planned demerger of the Group
On November 26, 2013, Vivendi’s Supervisory Board approved the
Group’s planned demerger to form two separate companies: (i) a new
international media Group based in France, with very strong positions
in music (as the worldwide leader), in European cinema, in pay-TV in
France, Africa, Vietnam, and Poland, and in the Internet and associated
services in Brazil, and (ii) SFR. The decision to implement this project
could be taken in the near future and, if appropriate, submitted to the
General Shareholders’ Meeting for approval on June 24, 2014.
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Sale of 88% of Vivendi’s interest
in Activision Blizzard
On October 11, 2013, Vivendi completed the sale of 88% of its interest
in Activision Blizzard, or 600.64 million shares priced at $13.60 per
share, for $8,169 million (€6,043 million) in cash.
The key terms of this sale are as follows:
through the acquisition of a Vivendi subsidiary, Activision Blizzard
repurchased 428.68 million shares at $13.60 per share for a cash
consideration of $5,830 million (€4,313 million);
concomitantly, Vivendi sold 171.97 million Activision Blizzard shares
at $13.60 per share for a cash consideration of $2,339 million
to an investor Group (ASAC II LP) led by Mr. Robert Kotick,
Activision Blizzard’s Chief Executive Officer, and Mr. Brian Kelly, the
Chairman of the Board of Directors. ASAC II LP owns approximately
24.7% of the outstanding share capital (following the repurchase of
428.68 million shares by Activision Blizzard); and
pursuant to the simultaneous closings of both sales on
October 11, 2013, Vivendi retained 83 million Activision Blizzard
shares, representing 11.9% of Activision Blizzard’s outstanding
share capital (following the repurchase of 428.68 million shares
by Activision Blizzard). Vivendi’s remaining ownership interest is
subject to a staggered 15-month lock-up period;
the agreement governing the transaction includes certain continuing
commitments given by the parties (please see Note 23, Financial
Commitments and Contingent Liabilities).
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Sale of Vivendi’s interest
in Maroc Telecom Group
On November 4, 2013, Vivendi entered into a definitive agreement with
Etisalat, with whom exclusive negotiations had begun on July 22, 2013,
regarding the sale of Vivendi’s indirect 53% interest in Maroc Telecom
Group. As a reminder, this 53% interest is held by SPT, a Moroccan
company which is held at 98% by SFR and at 2% by Vivendi.
The key terms of this agreement known to date are as follows:
the agreement values the interest in Maroc Telecom Group
at MAD 92.6 per share or sale proceeds to Vivendi Group of
approximately €4.2 billion in cash, including a €310 million dividend
distribution with respect to fiscal year 2012, according to the
financial terms known to date; and
the completion of this transaction is contingent upon the
satisfaction of certain closing conditions, including receipt of
required regulatory approvals in Morocco and the countries in
which Maroc Telecom Group operates, as well as finalization of
the shareholders’ agreement between Etisalat and the Kingdom of
Morocco. This transaction is expected to be completed during the
first months of 2014.
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New borrowings and credit facilities put
in place/reimbursed by Vivendi SA
As a result of the sale of Activision Blizzard, Vivendi began to
significantly reduce its debt during the fourth quarter of 2013 by
implementing a US dollar and euro bond repurchase program in an
aggregate amount of €3.1 billion (please see Note 16, Borrowings).
