Vivendi: Filing of an Interim Injunction by CIAM, a 0,025 % Shareholder, to Postpone the December 9, 2024, General Shareholders’ Meeting
November 27 2024 - 1:14PM
Business Wire
Regulatory News:
Vivendi (Paris:VIV) acknowledges the interim injunction filed
today by CIAM with the President of the Paris Commercial Court,
with a hearing scheduled for December 4, 2024.
CIAM is seeking to postpone Vivendi's General Shareholders
Meeting, scheduled for December 9, 2024, until rulings are issued
on two other actions initiated by CIAM:
- A lawsuit on the merits, on an expeditive basis before the
Paris Commercial Court, challenging the validity of the spin-off
project;.
- An appeal before the Paris Court of Appeal against the AMF’s
November 13, 2024, decision, which found that the Bolloré Group
does not meet the conditions for triggering a mandatory buyout
offer for Vivendi in connection with this spin-off project.
CIAM is basing its actions on its 0.025% stake in Vivendi’s
share capital.
Vivendi observes that CIAM’s attempt to prevent its shareholders
from expressing their views on December 9, 2024, follows the
recommendations from two leading proxy advisory firms, ISS and
Glass Lewis. These firms, widely followed by shareholders, have
endorsed the approval of this project.
These recommendations, issued by internationally recognized and
influential independent institutions, contradict CIAM’s campaign
urging VIivendi shareholders to reject the spin-off project during
the upcoming Shareholders’ Meeting.
Vivendi reiterates that the goal of the spin-off project is to
create value for all shareholders by reducing the significant
conglomerate discount that has weighed on its valuation for several
years and to accelerate the development of its separated
business.
Since announcing the feasibility study for this project on
December 13, 2023, Vivendi has consistently communicated and
engaged transparently with its shareholders and all stakeholders.
The project, which fully complies with applicable regulations and
has been extensively documented, has been reviewed by three stock
market authorities – the French AMF, Dutch AFM, English FCA – as
well as Euronext, the spin-off auditors, and the relevant employee
representative bodies.
Vivendi believes it is essential to uphold shareholder democracy
and reserves its right to seek financial compensation through the
Courts handling CIAM’s actions.
About Vivendi
Vivendi is a global leader in content, media and communications.
Canal+ Group is a major player in the creation and distribution of
cinema and audiovisual content on all continents. With Lagardère,
Vivendi is the world’s third-largest book publisher for the general
public and educational markets, and a leading global player in
travel retail. Havas is one of the largest global communications
groups with a presence in more than 100 countries. Vivendi is also
active in the magazine business (Prisma Media) and in video games
(Gameloft). As a committed group, Vivendi contributes to building
more open, inclusive, and responsible societies by supporting
diverse and inventive creative works, promoting broader access to
culture, education, and its industries, and increasing awareness of
21st century challenges and opportunities. In December 2023,
Vivendi launched the study of a split project where Canal+ Group,
Havas and Louis Hachette Group, the company grouping the assets in
publishing and distribution, would become independent entities
listed on the stock market. A Shareholders’ General Meeting to be
held on December 9, 2024, will vote on the project.
www.vivendi.com.
Important disclaimers
This press release contains forward-looking statements with
respect to Vivendi’s financial condition, results of operations,
business, strategy, plans and outlook, including the impact of
certain transactions such as the split and listing projects, as
well as related operations. Although Vivendi believes that such
forward-looking statements are based on reasonable assumptions,
such statements are not guarantees of completion of the split and
listing projects nor of Vivendi’s future performance. Actual
results may differ materially from the forward-looking statements
as a result of a number of risks and uncertainties, many of which
are outside our control, including, but not limited to, the risks
related to obtaining regulatory, administrative, third - party or
any other approvals, and the risks described in the documents of
the Group filed by Vivendi with the Autorité des Marchés Financiers
(the French securities regulator), which are also available in
English on Vivendi’s website (www.vivendi.com). Investors and
security holders may obtain a free copy of documents filed by
Vivendi with the Autorité des Marchés Financiers at
www.amf-france.org, or directly from Vivendi. Accordingly, we
caution readers against relying on such forward-looking statements.
These forward-looking statements are made as of the date of this
press release. Vivendi disclaims any intention or obligation to
provide, update or revise any forward- looking statements, whether
as a result of new information, future events or otherwise. This
press release does not contain or constitute an offer of securities
or a solicitation of an offer to subscribe to or purchase, nor an
invitation to sell, buy, or subscribe to securities in France or
abroad. This press release must in no way be interpreted as a
recommendation to readers.
The dissemination of this press release may be restricted,
limited, or prohibited by law in certain states, and anyone wishing
to distribute it must inform themselves about the existence of such
restrictions, limitations, or prohibitions, and adhere to them. Any
failure to do so may constitute a violation of the applicable
securities regulations in those states.
Unsponsored ADRs. Vivendi does not sponsor an American
Depositary Receipt (ADR) facility in respect of its shares. Any ADR
facility currently in existence is “unsponsored” and has no ties
whatsoever to Vivendi. Vivendi disclaims any liability in respect
of any such facility.
This document has been certified by Vivendi SE using the
blockchain and Nodle Connecting SDK’s Click solution to ensure its
authenticity. View this certificate of authenticity by logging in
to https://www.certification.vivendi.com or using a blockchain
explorer such as https://etherscan.io or
https://www.blockchain.com.
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