Vivendi: First nine months 2012 results support full-year outlook

  Vivendi: First nine months 2012 results support full-year outlook

Business Wire

PARIS -- November 13, 2012

Regulatory News:

Vivendi (Paris:VIV):

Note: This press release contains unaudited consolidated earnings established
under IFRS, which were approved by Vivendi’s Management Board on November 12,
2012.

  *Revenues: €20.751 billion, down 1.3% compared to first nine months of
    2011.
  *EBITA^1: €4.331 billion, down 11.0% compared to first nine months of 2011.
    Third quarter EBITA down only 7.3% due to Activision Blizzard excellent
    performance (+54.2 %).
  *Adjusted Net Income^2: €2.194 billion, down 12.9% compared to first nine
    months of 2011, mainly due to lower EBITA.
  *2012 Adjusted Net Income outlook improved to around €2.7 billion^3, versus
    above €2.5 billion expected. Business performance offsets economic
    slowdown and heavier tax environment.
  *Year-end net debt outlook confirmed at  below €14 billion^4.

                             Business Highlights

                             Activision Blizzard
                             Successful new games

For the third quarter, Activision Blizzard had three of the top four
best-selling games in North America and Europe^5 with World of Warcraft®:
Mists of Pandaria, Diablo III™, and Skylanders Spyro’s Adventure™. On
September 25, Activision Blizzard released World of Warcraft: Mists of
Pandaria™ and sold through approximately 2.7 million copies of the game as of
its first week of release.

Revenues for the third quarter were €673 million, a 26.3% increase (+11.6% at
constant currency) compared to the same period in 2011, and EBITA was €182
million, a 54.2% increase (+36.5% at constant currency). Revenues for the
first nine months of 2012 were €2,404 million, a 0.6% increase (-8.0% at
constant currency) compared to the same period in 2011, and EBITA stood at
€754 million, a 20.7% decrease (-26.6% at constant currency).

These results took into account the accounting principles requiring that
revenues and related cost of sales associated with games with an online
component be deferred over the estimated customer service period. The balance
of the deferred operating margin was €567 million as of September 30, 2012,
compared to €323 million as of September 30, 2011.

Skylanders Giants is off to a great start and this November 13, the company
releases Call of Duty: Black Ops II, which it expects will be one of the most
successful entertainment launches of all time.

Due to better-than-expected third quarter results, the full year EBITA outlook
for Activision Blizzard has been upgraded to above €900 million.

                            Universal Music Group
                        EMI Recorded Music integration

Universal Music Group (UMG)'s revenues were €2,903 million, a 2.1% increase
compared to the first nine months of 2011. Revenues were down 3.4% at constant
currency with an 8.6% increase in digital sales and higher license income
offset by falling demand for physical product.

UMG's EBITA of €238 million was down 2.5% (-5.0% at constant currency)
compared to the first nine months of 2011.

Recorded music best sellers included new releases from Justin Bieber, Maroon 5
and Nicki Minaj, as well as the breakthrough successes of such new artists as
Lana Del Rey, Carly Rae Jepsen and Gotye. Releases for the remainder of the
year include highly-anticipated albums from Taylor Swift, Rod Stewart,
Rihanna, The Rolling Stones, and Ne-Yo, among many others.

The acquisition of EMI Recorded Music was completed on September 28, 2012. As
a result of this strategically-compelling transaction, UMG further strengthens
its presence throughout the world, especially in the United States, Japan, and
Germany - the top three leading international music markets. This acquisition
also creates even more opportunities for new and established artists, while
expanding UMG's presence on all of the major digital music platforms and
services. Moreover, the sale process of certain EMI Recorded Music assets is
underway and these divestments are generating robust interest. Team
integration is also progressing according to plan. The objective of £100
million annual synergies has been maintained.

                                     SFR
      Good resistance before commercial re-launch in the fourth quarter

SFR’s revenues^6 amounted to €8,508 million, a 6.9% decrease compared to the
first nine months of 2011 due to the progressive impact on its subscriber base
of price cuts related to the competitive environment and to several price cuts
imposed by the regulators^7. Excluding the impact of these regulatory
decisions, revenues decreased by 2.8%.

Mobile^8 revenues amounted to €5,697 million, a 10.3% decrease compared to the
first nine months of 2011. Mobile service^9 revenues decreased by 10.2% to
€5,362 million. Excluding the impact of regulated price cuts, mobile service
revenues decreased by 3.8%.

In third quarter 2012, SFR’s postpaid mobile customer base increased by 40,000
additions. At the end of September 2012, SFR’s postpaid mobile customer base
reached 16.454 million, a 1.6% increase year-on-year. The customer mix (the
percentage of the number of postpaid customers in the total customer base)
amounted to 78.8%, a 2.2 percentage points increase year-on-year. SFR’s total
mobile customer base reached 20.876 million. Mobile Internet usage continued
to develop, with 47% of SFR customers being equipped with a smartphone (37% at
the end of September 2011).

SFR continues to innovate: on September 25, SFR launched new simplified
“Formules Carrées” offers focused on six tariffs, which aim at providing more
distinctive offers (Dual carrier network, second SIM card,…) and customer
support (Silver, Gold & Platine services). SFR is the first French operator to
offer a pay and debit card, reloadable and contactless thanks to PayPass. SFR
customers are also the first in France to be able to make purchases on Google
Play Store by charging them to their SFR bill. In addition, on October 23, Joe
Mobile, a 100% web-based virtual mobile operator, was launched and the latest
mobile network generation 4G will be commercially available on November 28 in
Lyon.

Broadband Internet and fixed^8 revenues amounted to €2,959 million, a 1.2%
decrease compared to the first nine months of 2011, and was stable excluding
the impact of regulated price cuts. Excluding regulatory impacts, broadband
Internet mass market revenues increased by 0.6%.

At the end of September 2012, the active broadband Internet residential
customer base totaled 5.040 million, with 24,000 net additions in the third
quarter. The quadruple play offer (“Multi-Pack de SFR”) customer base reached
1.7 million at the end of September 2012. On September 25, SFR adapted its
broadband Internet residential offer with a simplified pricing structure
better tailored to its customers’ uses, in order to strengthen its
competitiveness.

SFR’s EBITDA was €2,735 million, a 7.9% decrease compared to the first nine
months of 2011. Excluding non-recurring positive items (€51 million as of
September 30, 2012 and €73 million as of September 30, 2011), EBITDA decreased
by 7.4%. EBITA was €1,650 million, a 12.5% decrease. Excluding non-recurring
items, EBITA decreased by 11.8%.

For the full year, SFR now expects a decrease in EBITDA^10 close to 12%
(compared to a 12% to 15% decrease previously). SFR expects a cash flow from
operations (CFFO), excluding spectrum acquisition, of around €1.7 billion.

                             Maroc Telecom group
                     Successful voluntary redundancy plan

Maroc Telecom group’s revenues were €2,028million, a 1.5% decrease compared
to the first nine months of 2011 (-2.8% at constant currency).

Activities in Morocco generated revenues of €1,586 million, a 5.6% decrease
compared to the first nine months of 2011 (-7.1% at constant currency). This
change reflected the successive cuts in mobile termination rates in January
and July 2012, further price cuts in the mobile segment, and the decrease in
fixed revenues.

However, activities in sub-Saharan African countries generated revenues of
€470 million, a 19.3% increase compared to the first nine months of 2011
(+18.4% at constant currency). This performance resulted from very strong
growth in mobile customer bases (+45%), enhanced offers, and higher customer
usage in a stable competitive environment.

The group’s overall customer base maintained positive momentum with an 18%
increase and reached nearly 33million customers, primarily due to the 43%
growth in the sub-Saharan African customer base, year-on-year. In Morocco, the
customer base also increased: +6.2% for the mobile segment (+22% for postpaid
only), +57% for 3G mobile Internet and +18% for ADSL.

The group’s EBITDA amounted to €1,128 million, nearly stable (-0.4%) compared
to the first nine months of 2011 (-1.7% at constant currency). As a result,
the group’s EBITDA margin increased by 0.6percentage point, to reach 55.6%.
This performance is due to the increase of the sub-Saharan EBITDA (margin
increase close to 7 percentage points).

The group’s EBITA amounted to €729 million, a 12.5% decrease compared to the
first nine months of 2011 (-13.7% at constant currency) including a €72
million restructuring provision related to the voluntary redundancy plan. As
of October 30, 2012, 1,330 people chose to benefit from this plan. Excluding
restructuring provision, EBITA was down by only 3.8% at €801million,
representing a 39.5% margin (-1.0point).

For the full year, Maroc Telecom group now expects an EBITA margin excluding
restructuring charges of above 38% (compared to around 38% excluding
restructuring charges previously) and confirms a stable CFFO excluding
restructuring charges versus 2011 in dirham.

                                     GVT
                               Growth continues

GVT’s revenues reached €1,282 million, a 19.0% increase compared to the first
nine months of 2011 (+28.1% at constant currency); excluding the impact of
change in VAT policy, revenues increased by 38.2% at constant currency.
Broadband service revenues increased by 10.3% (+18.6% at constant currency)
and voice service revenues increased by 18.5% (+27.4% at constant currency)
compared to the first nine months of 2011.

During the first nine months of 2012, GVT expanded its coverage to 17
additional cities and currently covers 136 cities. As a result of commercial
efforts and geographical network expansion, GVT’s Telecom lines in service
reached 8.178 million, a 41.7% increase year-on-year. The profile of the
customer base with speed equal to or higher than 15 Mbps reached 42%, compared
to 31% at the end of September 2011.

Launched less than a year ago, the pay-TV service had around 312,000
subscribers as of September 30, 2012. During the third quarter of 2012, GVT
captured 15.2%^11 of the growth from the entire Brazilian pay-TV market,
raising this percentage to 33.4%^11 when only considering the cities where it
operates.

GVT’s EBITDA was €528 million, a 16.8% increase compared to the first nine
months of 2011 (+25.7% at constant currency) and EBITDA margin reached 41.2%,
and 43.9% for the telecoms activities only.

GVT’s EBITA was €341 million, a 14.0% increase compared to the first nine
months of 2011 (+23.0% at constant currency).

GVT’s capital expenditures amounted to €720 million, a 38.7% increase compared
to the first nine months of 2011, of which around €164 million related to the
pay-TV business.

                                 Canal+ Group
            Free-to-air TV channels D8 and D17 launched in France

Canal+ Group’s revenues were €3,647 million, a 2.4% increase compared to the
first nine months of 2011.

Canal+ France’s revenues, which include Canal+ Group’s pay-TV operations in
mainland France, French overseas territories and Africa, were up by 1.6% and
reached €3,063 million, driven by subscription portfolio growth and increased
advertising revenues. Over the past twelve months, Canal+ France’s portfolio
recorded a net growth of 237,000 subscriptions, with more than 170,000
subscriptions from Africa.

Revenues from all other Canal+ Group activities grew, notably thanks to solid
performances of StudioCanal and the pay-TV operations in Vietnam.

Canal+ Group’s EBITA was €722 million, compared to €732 million for the first
nine months of 2011, as a result of the negative impact of a VAT rise (around
€30 million).

The closing of the acquisition from the Bolloré group of the free-to-air
channels Direct 8 and Direct Star took place on September 27. These channels,
renamed D8 and D17, have been commercially repositioned and already increasing
audience shares.

In Poland, in September, the relevant regulatory authorities unconditionally
approved the partnership project with ITI/TVN involving free-to-air television
and pay-TV. The transaction, which is expected to be implemented before the
end of the year, will strengthen Canal+ Group in Poland, its second largest
market.

For the full year, Canal+ Group confirms a slight increase in EBITA at
constant perimeter^12 and indicates that the free-to-air TV channels re-launch
in France represents a cost of around €40 million (at EBITA level).

              Comments on Key Financial Consolidated Indicators

Revenues were €20,751 million, compared to €21,030million for the first nine
months of 2011 (-1.3%, or -2.7% at constant currency).

EBITA was €4,331million, compared to €4,866million for the first nine months
of 2011 (-11.0%, or -11.9% at constant currency). This change mainly reflected
the decline in the performances of SFR (-€235 million), Activision Blizzard
(-€197million, due to the launch schedule for video games), Maroc Telecom
group (-€104million, including the expected €72million cost of a voluntary
redundancy plan), Canal+ Group (-€10million), and Universal Music Group (-€6
million), partially offset by the operating performances of GVT
(+€42million). For the first nine months of 2011, other operating charges and
income also included the €30million fine ordered in September 2011 by the
French Competition Authority on Canal+ Group as part of the audit relating to
the compliance with the commitments undertaken by Canal+ Group in connection
with the combination of CanalSatellite and TPS in January 2007.

Other income amounted to €15 million, compared to €1,292million for the first
nine months of 2011. For the first nine months of 2011, it primarily included
the impact of the final settlement on January 14,2011 of the litigation over
the share ownership of PTC in Poland (€1,255million).

Other charges amounted to €82million, compared to €633million for the first
nine months of 2011. For the first nine months of 2011, they mainly included
the capital loss incurred on January 25, 2011 on the sale of Vivendi’s
remaining 12.34% interest in NBC Universal (€421million, of which
€477million related to a foreign exchange loss attributable to the decline in
value of the US dollar since January1,2004).

Interest was an expense of €423million, compared to €351million for the
first nine months of 2011 (+20.5%). This change was mainly attributable to the
increase in the average outstanding borrowings to €16.8 billion for the first
nine months of 2012 (compared to €13.1billion for the first nine months of
2011), primarily resulting from the impact of the acquisition by Vivendi of
Vodafone’s non-controlling interest in SFR on June 16, 2011 for €7.75billion,
partially offset by the decrease in the average interest rate on borrowings to
3.55% for the first nine months of 2012 (compared to 3.94% for the first nine
months of 2011).

Income from investments amounted to €7million, compared to €74million for
the first nine months of 2011. For the first nine months of 2011, it included
€70million attributable to the balance of the contractual dividend paid by GE
to Vivendi on January 25, 2011 as part of the completion of the sale by
Vivendi of its interest in NBC Universal.

Income taxes reported to adjusted net income was a net charge of
€1,101million, compared to a net charge of €1,104million for the first nine
months of 2011. This change mainly reflected the changes in French Tax Law in
the fourth quarter of 2011 and in the second half of 2012 as well as the new
solidarity contribution established in Morocco. The effective tax rate
reported to adjusted net income was 28.1% for the first nine months of 2012
(compared to 24.1% for the first nine months of 2011). Excluding the impacts
of the changes in Tax Law in France and Morocco (-€95 million compared to the
first nine months of 2011), the effective tax rate reported to adjusted net
income would have been 25.7% for the first nine months of 2012 (compared to
24.1% for the first nine months of 2011).

Adjusted net income attributable to non-controlling interests amounted to
€601million, compared to €947million for the first nine months of 2011. This
decrease was primarily attributable to the impact of the acquisition of
Vodafone’s 44% interest in SFR (-€242million) on June 16, 2011.

Adjusted net income amounted to €2,194million (or €1.70 per share) compared
to €2,519million (or €1.97 per share) for the first nine months of 2011, a
12.9% decrease.

Earnings attributable to Vivendi SA shareowners amounted to €1,651million (or
€1.28 per share), compared to €2,799million (or €2.19per share) for the
first nine months of 2011, a 41.0% decrease. This change was mainly due to a
€1,255million income recorded in 2011 related to the final settlement of the
litigation over the share ownership of PTC in Poland. Furthermore, no reserve
has been set up at this stage in the accounts regarding the lawsuit filed by
Liberty Media Corporation, for claims arising out of the agreement entered
into by Vivendi and Liberty Media in May 2002. On June 25, 2012, a jury
entered a verdict ordering Vivendi to pay €765million. This verdict has not
yet been entered by the Court. Vivendi strongly believes there are many
grounds for appeal and continues to pursue all available paths of action to
overturn the verdict and reduce the damages award.

About Vivendi

Vivendi is at the heart of the worlds of content, platforms and interactive
networks.

Vivendi combines the world leader in video games (Activision Blizzard), the
world leader in music (Universal Music Group), the French leader in
alternative telecoms (SFR), the Moroccan leader in telecoms (Maroc Telecom),
the leading alternative broadband operator in Brazil (GVT) and the French
leader in pay-TV (Canal+ Group).

In 2011, Vivendi achieved revenues of €28.8 billion and adjusted net income of
€2.95 billion. The Group has over 58,300 employees.

www.vivendi.com

Important Disclaimers

Cautionary Note Regarding Forward Looking Statements. This press release
contains forward-looking statements with respect to the financial condition,
results of operations, business, strategy, plans and outlook of Vivendi,
including projections regarding the payment of dividends as well as the impact
of certain transactions. Although Vivendi believes that such forward-looking
statements are based on reasonable assumptions, such statements are not
guarantees of 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 antitrust and other regulatory approvals in
connection with certain transactions and any potential consequences that may
arise from the Liberty Media litigation as well as the risks described in the
documents Vivendi filed with the Autorité des Marchés Financiers (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 you
against relying on forward looking statements. These forward-looking
statements are made as of the date of this press release and 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.

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.

^1 For more information about EBITA, see appendix IV.

^2 For the reconciliation of earnings attributable to Vivendi SA shareowners
to adjusted net income, see appendix IV.

^3 Before impact of transactions announced in H2 2011 and restructuring
charges in telecom operations.

^4 Assuming closing by year end 2012 of the strategic partnership project
among Canal+ Group, ITI and TVN in Poland.

^5 According to the NPD Group, Chart-Track and GfK.

^6 Following the disposal of 100% of Débitel France SA to La Poste Télécom
SAS, Débitel France SA has been excluded from the consolidation perimeter
since March 1, 2011, with a customer base of 290,000.

^7 Tariff cuts imposed by regulatory decision:

i) 33% decrease in mobile voice termination regulated price on July 1, 2011, a
25% additional decrease on January 1, 2012 and a further 33% decrease on July
1, 2012;

ii) 25% decrease in SMS termination regulated price on July 1, 2011 and a 33%
additional decrease on July 1, 2012. In addition to asymmetric tariff in favor
of Iliad;

iii) Roaming tariff cuts on July 1, 2011 and July 1, 2012; and

iv) 40% decrease in fixed voice termination regulated price on October 1, 2011
and a 50% additional decrease on July 1, 2012.

^8 Mobile revenues, broadband Internet, and fixed revenues are determined as
revenues before elimination of intersegment operations within SFR.

^9 Mobile service revenues are determined as mobile revenues excluding
revenues from equipment sales.

^10 Excluding non-recurring positive items (€51 million in 2012 and €93
million in 2011).

^11 According to Anatel.

^12 Excluding transactions announced in H2 2011.

ANALYST AND INVESTOR CONFERENCE

Speaker

Philippe Capron
Member of the Management Board and Chief Financial Officer

Date

Tuesday,November 13, 2012
6:00 PM Paris– 5:00 PM London– 12:00 PM New York
Media invited on a listen-only basis.

Numbers to dial

Number in France: +33 (0) 170 99 42 76 (Access code 578 16 64)
Number in UK: +44 (0) 203364 5381 (Access code 967 95 47)
Number in US: +1212444 0481 (Access code 967 95 47)

Replay details (replay available for 14 days)

France: +33 (0)1 74 20 28 00 (Access code 578 16 64)
UK: +44 (0)203427 0598 (Access code 967 95 47)
US: +1347366 9565 (Access code 967 95 47)

Internet: The conference can be followed on the Internet at
http://www.vivendi.com/ir

The slides for the presentation will also be available online.

The quarterly financial information document, containing the financial report
and the unaudited condensed financial statements for the first nine months of
the 2012 fiscal year, will be available on the Vivendi website, at
www.vivendi.com.

APPENDIX I

VIVENDI
ADJUSTED STATEMENT OF EARNINGS

(IFRS, unaudited)

           3rd                                  Nine        Nine
3rd        Quarter   %                          months      months      %
Quarter            Change                    ended      ended      Change
2012       2011                                 September   September
                                                30, 2012    30, 2011
                                                            
                            
6,667      6,777     - 1.6%   Revenues          20,751      21,030      - 1.3%
(3,131)   (3,247)           Cost of          (9,893)    (10,080)  
                              revenues
3,536      3,530     + 0.2%   Margin from       10,858      10,950      - 0.8%
                              operations
                                                                        
                              Selling,
                              general and
                              administrative
                              expenses
                              excluding
(2,131)    (1,967)            amortization of   (6,393)     (5,946)
                              intangible
                              assets acquired
                              through
                              business
                              combinations
                                                                        
                              Restructuring
                              charges and
(11)       (60)               other operating   (134)       (138)
                              charges and
                              income
                                                               
1,394      1,503     - 7.3%   EBITA (*)         4,331       4,866       -
                                                                        11.0%
                                                                        
                              Income from
(6)        (6)                equity            (19)        (19)
                              affiliates
                                                                        
(137)      (144)              Interest          (423)       (351)
                                                                        
3          -                  Income from       7           74
                              investments
                                                               
                              Adjusted
                              earnings from
                              continuing                                -
1,254      1,353     - 7.3%   operations        3,896       4,570       14.7%
                              before
                              provision for
                              income taxes
                                                                        
(390)      (492)              Provision for     (1,101)     (1,104)
                              income taxes
                                                               
                              Adjusted net
864        861       + 0.3%   income before     2,795       3,466       -
                              non-controlling                           19.4%
                              interests
                                                                        
(199)      (176)              Non-controlling   (601)       (947)
                              interests
                                                               
665       685      - 2.9%   Adjusted net     2,194      2,519      -
                              income (*)                                12.9%
                                                            
                                                                        
                              Adjusted net
0.51       0.53      - 4.0%   income per        1.70        1.97        -
                              share - basic                             13.7%
                              (**)
                                                                        
                              Adjusted net
0.51       0.53      - 4.1%   income per        1.70        1.96        -
                              share - diluted                           13.6%
                              (**)

              In millions of euros, per share amounts in euros.

For any additional information, please refer to “Financial Report and
Unaudited Condensed Financial Statements for the nine months ended September
30, 2012”, which will be released on line later on Vivendi’s website
(www.vivendi.com).

(*) The reconciliation of EBIT to EBITA (adjusted earnings before interest and
income taxes) and of earnings, attributable to Vivendi SA shareowners to
adjusted net income is presented in the Appendix IV.

(**) Adjusted net income per share (basic and diluted) has been adjusted for
all periods previously published in order to reflect the dilution arising from
the grant to each shareowner on May 9, 2012, of one bonus share for each 30
shares held, in accordance with IAS 33 - Earnings per share.

APPENDIX II

VIVENDI
CONSOLIDATED STATEMENT OF EARNINGS

(IFRS, unaudited)

                                                Nine        Nine
3rd        3rd       %                          months      months      %
Quarter   Quarter  Change                    ended      ended      Change
2012       2011                                 September   September
                                                30, 2012    30, 2011
                                                            
                            
6,667      6,777     - 1.6%   Revenues          20,751      21,030      - 1.3%
(3,131)   (3,247)           Cost of          (9,893)    (10,080)  
                              revenues
3,536      3,530     + 0.2%   Margin from       10,858      10,950      - 0.8%
                              operations
                                                                        
                              Selling,
                              general and
                              administrative
                              expenses
                              excluding
(2,131)    (1,967)            amortization of   (6,393)     (5,946)
                              intangible
                              assets acquired
                              through
                              business
                              combinations
                                                                        
                              Restructuring
                              charges and
(11)       (60)               other operating   (134)       (138)
                              charges and
                              income
                                                                        
                              Amortization of
                              intangible
(116)      (117)              assets acquired   (337)       (358)
                              through
                              business
                              combinations
                                                                        
                              Impairment
                              losses on
                              intangible
-          (5)                assets acquired   (93)        (5)
                              through
                              business
                              combinations
                                                                        
7          3                  Other income      15          1,292
                                                                        
(26)       (174)              Other charges     (82)        (633)
                                                               
1,259      1,210     + 4.0%   EBIT              3,834       5,162       -
                                                                        25.7%
                                                                        
                              Income from
(6)        (6)                equity            (19)        (19)
                              affiliates
                                                                        
(137)      (144)              Interest          (423)       (351)
                                                                        
3          -                  Income from       7           74
                              investments
                                                                        
5          6                  Other financial   11          11
                              income
                                                                        
(40)       (92)               Other financial   (123)       (154)
                              charges
                                                               
                              Earnings from
                              continuing
1,084      974       +        operations        3,287       4,723       -
                     11.3%    before                                    30.4%
                              provision for
                              income taxes
                                                                        
(396)     (560)             Provision for     (1,039)    (997)     
                              income taxes
                                                                        
                     +        Earnings from                             -
688        414       66.2%    continuing        2,248       3,726       39.7%
                              operations
                                                                        
                              Earnings from
-          -                  discontinued      -           -
                              operations
                                                               
688        414       +        Earnings          2,248       3,726       -
                     66.2%                                              39.7%
                                                                        
(197)      (173)              Non-controlling   (597)       (927)
                              interests
                                                               
                              Earnings
491       241      +        attributable to  1,651      2,799      -
                     103.7%   Vivendi SA                                41.0%
                              shareowners
                                                            
                                                                        
                              Earnings
                     +        attributable to                           -
0.38       0.19      101.3%   Vivendi SA        1.28        2.19        41.5%
                              shareowners per
                              share - basic
                                                                        
                              Earnings
                     +        attributable to                           -
0.38       0.19      101.3%   Vivendi SA        1.28        2.18        41.5%
                              shareowners per
                              share - diluted

              In millions of euros, per share amounts in euros.

Nota: Earnings attributable to Vivendi SA shareowners per share (basic and
diluted) has been adjusted for all periods previously published in order to
reflect the dilution arising from the grant to each shareowner on May 9, 2012,
of one bonus share for each 30 shares held, in accordance with IAS 33 –
Earnings per share.

APPENDIX III

VIVENDI
REVENUES AND EBITA BY BUSINESS SEGMENT

(IFRS, unaudited)
                                                                              
                           % Change                  Nine        Nine                 % Change
3rd       3rd     %        at         (in millions   months      months      %        at
Quarter   Quarter Change   constant   of euros)      ended       ended       Change   constant
2012      2011             rate                      September   September            rate
                                                     30, 2012    30, 2011
                                                                                      
                                                                      
                                                                                      
                                      Revenues
673       533     +26.3%   +11.6%     Activision     2,404       2,390       +0.6%    -8.0%
                                      Blizzard
981       979     +0.2%    -7.9%      Universal      2,903       2,842       +2.1%    -3.4%
                                      Music Group
2,747     3,017   -8.9%    -8.9%      SFR            8,508       9,137       -6.9%    -6.9%
                                      Maroc
665       698     -4.7%    -6.6%      Telecom        2,028       2,059       -1.5%    -2.8%
                                      Group
429       395     +8.6%    +22.5%     GVT            1,282       1,077       +19.0%   +28.1%
1,177     1,171   +0.5%    +0.4%      Canal+ Group   3,647       3,563       +2.4%    +2.6%
                                      Non-core
                                      operations
                                      and others,
(5)      (16)   na      na        and           (21)       (38)       na      na
                                      elimination
                                      of
                                      intersegment
                                      transactions
6,667    6,777  -1.6%   -3.4%     Total         20,751     21,030     -1.3%   -2.7%
                                      Vivendi
                                                                      
                                                                                      
                                      EBITA (*)
182       118     +54.2%   +36.5%     Activision     754         951         -20.7%   -26.6%
                                      Blizzard
82        112     -26.8%   -29.1%     Universal      238         244         -2.5%    -5.0%
                                      Music Group
537       644     -16.6%   -16.6%     SFR            1,650       1,885       -12.5%   -12.5%
                                      Maroc
266       302     -11.9%   -13.6%     Telecom        729         833         -12.5%   -13.7%
                                      Group
118       112     +5.4%    +19.2%     GVT            341         299         +14.0%   +23.0%
239       237     +0.8%    +1.0%      Canal+ Group   722         732         -1.4%    -1.1%
(26)      (17)    -52.9%   -45.0%     Holding &      (95)        (59)        -61.0%   -59.4%
                                      Corporate
                                      Non-core
(4)      (5)    na      na        operations    (8)        (19)       na      na
                                      and others
1,394    1,503  -7.3%   -8.0%     Total         4,331      4,866      -11.0%  -11.9%
                                      Vivendi

na: not applicable.

(*) The reconciliation of EBIT to EBITA (adjusted earnings before interest and
income taxes) is presented in the Appendix IV.

APPENDIX IV

VIVENDI
RECONCILIATION OF EBIT TO EBITA AND OF EARNINGS, ATTRIBUTABLE TO VIVENDI SA
SHAREOWNERS TO ADJUSTED NET INCOME

(IFRS, unaudited)
                                                            
Vivendi considers EBITA (adjusted earnings before interest and income taxes)
and adjusted net income, non-GAAP measures, to be relevant indicators to
assess the group’s operating and financial performance. Vivendi Management
uses EBITA and adjusted net income to manage the group because they better
illustrate the underlying performance of continuing operations by excluding
most non-recurring and non-operating items.
3rd           3rd                                   Nine months    Nine months
Quarter       Quarter      (in millions of          ended          ended
2012          2011         euros)                   September      September
                                                    30, 2012       30, 2011
                                                           
                                                                   
1,259         1,210        EBIT (*)                 3,834          5,162
                           Adjustments
                           Amortization of
                           intangible assets
116           117          acquired through         337            358
                           business
                           combinations (*)
                           Impairment losses on
                           intangible assets
-             5            acquired through         93             5
                           business
                           combinations (*)
(7)           (3)          Other income (*)         (15)           (1,292)
26           174         Other charges (*)       82            633
1,394        1,503       EBITA                   4,331         4,866

3rd       3rd                                        Nine months   Nine months
Quarter  Quarter  (in millions of euros)          ended        ended
2012      2011                                       September     September
                                                     30, 2012      30, 2011
                                                           
                                                                   
491       241       Earnings attributable to         1,651         2,799
                    Vivendi SA shareowners (*)
                    Adjustments
                    Amortization of intangible
116       117       assets acquired through          337           358
                    business combinations (*)
                    Impairment losses on
-         5         intangible assets acquired       93            5
                    through business combinations
                    (*)
(7)       (3)       Other income (*)                 (15)          (1,292)
26        174       Other charges (*)                82            633
(5)       (6)       Other financial income (*)       (11)          (11)
40        92        Other financial charges (*)      123           154
                    Change in deferred tax asset
                    related to the Consolidated
37        140       Global Profit Tax and to         48            28
                    Vivendi SA's French Tax Group
                    Systems
10        (5)       Non-recurring items related to   26            14
                    provision for income taxes
(41)      (67)      Provision for income taxes on    (136)         (149)
                    adjustments
(2)      (3)      Non-controlling interests on    (4)          (20)
                    adjustments
665      685      Adjusted net income             2,194        2,519

(*) As reported in the Consolidated Statement of Earnings.

Contact:

Vivendi