Vivendi: Proposed Public Tender Offer for the Shares of Société d’Edition de Canal Plus at a Price of €7.60 Per Share
May 12 2015 - 12:40PM
Business Wire
Regulatory News:
NOT FOR PUBLICATION, DISSEMINATION OR
DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES, CANADA,
JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR
DISSEMINATION OF SUCH A RELEASE IS UNLAWFUL
Given that since 2009, French law permits Vivendi (Paris:VIV) to
increase its ownership interest in Société d’Edition de Canal Plus
(SECP), and because a large number of SECP’s shareholders have
requested it do so, today Vivendi announces its intention to file a
public tender offer statement with the Autorité des marchés
financiers (the French securities regulator) for the shares of
SECP, a company in which Vivendi indirectly (via its wholly-owned
subsidiary, Canal + Group) owns and controls 48.5% of the share
capital and voting rights, at a price of €7.60 per SECP share.
The price offered for the SECP shares represents an implied
premium of 19.1% over the latest closing price for SECP shares1,
20.2% over the average trading price for the last three months2,
23.3% over the average trading price for the last six months2, and
24.9% over the average trading price for the last twelve
months2.
This friendly transaction, which was approved by Vivendi’s
Supervisory Board today, aims to satisfy SECP’s minority
shareholders’ expectations by providing them with liquidity, given
that Vivendi has sufficient cash to successfully complete the
tender offer.
The outcome of the proposed public tender offer will not modify
the control of SECP by Vivendi, as Vivendi is already the indirect
controlling shareholder of SECP.
Features of the proposed public tender offer
The tender offer will apply to all the outstanding SECP shares
not held by the Vivendi group.
The tender offer price was set at €7.60 per SECP share, after
payment of the €0.25 dividend per SECP share on April 29, 2015.
Vivendi anticipates filing the tender offer statement with the
AMF within the coming weeks, once the Conseil Supérieur de
l’Audiovisuel has been informed of the transaction in accordance
with French broadcasting regulations.
Once filed, the tender offer statement will be subject to review
by the AMF, which will evaluate its compliance with applicable laws
and regulations.
Vivendi's does not intend to implement a squeeze-out on the
remaining SECP shares following the completion of this tender
offer. However, it is reserving its right to do so if its level of
holding at the end of the tender offer process reaches 95%, the
threshold above which there would be no assurance of a liquid
market for the SECP shares.
About Vivendi
Vivendi groups together leaders in content and media. Canal+
Group is the French leader in pay-TV, also operating in
French-speaking Africa, Poland and Vietnam; its subsidiary
Studiocanal is a leading European player in production,
acquisition, distribution and international film and TV series
sales. Universal Music Group is the world leader in music. Vivendi
Village brings together Vivendi Ticketing, Wengo (expert
counseling), Watchever (subscription video-on-demand) and the
Paris-based concert hall L’Olympia. In addition, Vivendi currently
owns GVT, a fixed very high-speed broadband, fixed-line telephony
and pay-TV services operator in Brazil.
www.vivendi.com.
Important Disclaimer
This press release does not constitute an offer and should not
be construed as constituting any form of solicitation for the
purchase or sale of securities in the United States or any other
country. This press release is not for distribution in countries
other than France. The distribution of this press release, the
offer and the acceptance of the offer may be, in certain countries,
subject to special regulations. Consequently, persons in possession
of this press release are required to ascertain the local
restrictions which may apply, and to comply with them. Vivendi
disclaims any liability for any violation of such restrictions by
any person.
1 Closing price for SECP shares on May 12, 2015.2 Premium over
the volume-weighted average price of the SECP shares.
Vivendi
Telefonica Brasil (NYSE:VIV)
Historical Stock Chart
From Feb 2024 to Mar 2024
Telefonica Brasil (NYSE:VIV)
Historical Stock Chart
From Mar 2023 to Mar 2024