By David Roman 
 

MADRID--Telefonica SA (TEF) on Wednesday said it has reached a deal with France's Vivendi SA (VIV.FR) to swap 46 million of its own shares, accounting for a 0.95% stake in the Spanish telecom firm, in exchange for a 3.5% stake in Telefonica Brasil now held by Vivendi.

Telefonica made the announcement in a regulatory filing.

At current market prices, the Telefonica stake that Vivendi is receiving is valued at 630 million euros ($697 million).

Telefonica said that, as part of the deal, Vivendi has an unspecified lock-up period during which it can't sell the stake, and certain conditions-also undisclosed-under which "an orderly sale of such shares" would be guaranteed.

Last year, Telefonica purchased Vivendi's Brazilian unit GVT for about EUR7.24 billion, seeking to cement its position in Latin America's largest market.

Vivendi also received a 7.4% stake in Telefonica Brasil, then valued at EUR2.02 billion. But the French company has long expressed a willingness to divest from telecommunication operators in a bid to reinvent itself as a pure-play media firm.

Telefonica Brasil, the Spanish company's largest unit by sales and Brazil's top operator by market share, earlier Wednesday posted a 56.4% fall in second-quarter net profit, largely due to the absence of extraordinary gains that inflated profit in 2014, on BRL10.42 billion revenue, up 5.4% on the year.

Write to David Roman at david.roman@wsj.com

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