Vivendi (1K) | Hold | The reopening of a free option?

Research evidence excerpt

Vivendi (1K) | Hold | The reopening of a free option?

Vivendi Hold | Target Price: EUR2.40

Background and recap of the legal saga

A Le Figaro article published yesterday reported that the Advocate General recommends that the

Paris Court of Appeal recognize that Vincent Bolloré exercised de facto control over Vivendi at the

time of its late-2024 breakup.

According to the opinion cited by AFP, such a conclusion would support the claims of minority

shareholders who believe they were harmed by the transaction.

The Vivendi breakup case will return to the Paris Court of Appeal on Friday for a highly anticipated

hearing, although the judges are not required to follow the opinion of the Advocate General.

The Paris Court of Appeal is due to rule on a key issue related to Vivendi’s late-2024 breakup: did

Bolloré exercise de facto control over Vivendi despite holding less than 30% of the share capital?

Some minority shareholders argue that Bolloré effectively controlled Vivendi given its voting

power at shareholder meetings, the highly dispersed free float, and its long-standing dominance

over general meetings.

And the conclusion is that a mandatory tender offer should therefore have been launched at the

time of the Vivendi breakup.

The AMF had initially rejected this interpretation, considering that Bolloré did not control Vivendi.

However, the Advocate General now believes there are sufficient elements to characterize de facto

control and recommends referring the case back to the AMF.

At this stage, the market is not pricing in an imminent mandatory takeover bid, but rather

the reopening or not of a speculative option value on Vivendi.

In other words, there are two scenarios:

 If the case is definitively closed, the speculative option related to a mandatory Offer by