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Vivendi to sell the majority of its interest in Activision Blizzard for $8.2 billion



  Vivendi to sell the majority of its interest in Activision Blizzard for $8.2
  billion

Business Wire

PARIS -- July 26, 2013

Regulatory News:

Vivendi (Paris:VIV) announced today that it will divest over 85% of its
interest in Activision Blizzard for $8.2 billion (approx. €6.2 billion at
current rate), or $13.60 per share. The majority of its shares (429 million)
will be acquired by Activision Blizzard. An additional portion (172 million)
will be acquired by a consortium of leading investors (ASAC LP) including the
Activision Blizzard CEO Bobby Kotick and Co-Chairman Brian Kelly.

Vivendi currently owns 61.1% or 684 million Activision Blizzard common shares.
Upon completion of this transaction, Vivendi will retain 83 million Activision
Blizzard shares, representing 12% of Activision Blizzard’s common shares after
the transaction. ASAC LP will own 24.9% of the outstanding share capital.

Vivendi will generate significant cash proceeds through a disposal of common
shares at a premium to historical average prices. In addition, Vivendi expects
to benefit from further upside at Activision Blizzard through its remaining
stake.

Today’s transaction crystallizes the value creation that Vivendi has achieved
over time in its games business, nearly $8 billion.

Part of the cash proceeds from the transaction will be used to strengthen
Vivendi’s balance sheet and maintain its BBB/Baa2 rating. The Vivendi
Supervisory Board will determine the appropriate use of the remaining
proceeds.

Commenting on this agreement, Jean-François Dubos, Chairman of the Vivendi
Management Board, stated: “This transaction represents an important step
forward in the strategic review conducted by the Vivendi Supervisory Board
over the last year. It provides the Group with greater financial flexibility
and creates value for our shareholders. Vivendi is progressing at its own pace
in the announced restructuring, to reach new growth milestones.”

Philippe Capron, Activision Blizzard Board Chairman and Vivendi Chief
Financial Officer, added: “I would like to thank Activision Blizzard’s
management for the outstanding performance they have delivered since the
merger. This deal is definitely a win-win with a massively accretive impact
for minority shareholders. Vivendi will be able to deleverage thanks to the
immediate proceeds and will also benefit from further value creation as it
remains a 12% shareholder.”

The transaction, which is expected to close by the end of September 2013, has
been unanimously approved by the Vivendi Supervisory Board and the Activision
Blizzard Board of Directors, as well as Activision Blizzard’s Special
Committee of independent directors. Both Activision Blizzard and ASAC LP have
committed debt and equity financing in place.

Key terms of the agreements

  * Through the acquisition of a Vivendi subsidiary, Activision Blizzard will
    effectively repurchase 429 million shares for a cash consideration of $5.8
    billion.
  * Concurrently, Vivendi will sell to ASAC LP* 172 million Activision
    Blizzard shares for an aggregate cash consideration of $2.3 billion.
  * Simultaneous closings of both sales are anticipated by the end of
    September 2013.
  * Vivendi will retain 83 million Activision Blizzard shares, representing
    12% of Activision Blizzard’s outstanding share capital after the
    transaction.
  * Vivendi’s remaining ownership will be subject to a staggered 15-month
    lock-up.
  * Sale to Activision Blizzard and sale to ASAC LP are inter-conditional and
    subject to customary closing conditions.

* Investor group led by Activision Blizzard CEO Bobby Kotick and Co-Chairman
Brian Kelly, which includes Davis Advisors, Leonard Green & Partners , L.P.,
Tencent and a large global institutional investor

Vivendi will hold an analyst and investor conference call this Friday, July
26, at 2 pm Paris time. (Media are invited on a listen-only basis)

The confirmation code is: 3557722
Participants, Local – Paris, France: +33 (0)1 76 77 22 22
Participants, Local – London, United Kingdom: +44 (0)20 3427 1904
Participants, Local – New York, United States of America: +1 212 444 0896

Replay details (replay available for 14 days)
Replay passcode: 3557722
Local – London, United Kingdom: +44 (0)20 3427 0598
Local – New York, United States of America: +1 347 366 9565
Local – Paris, France: +33 (0)1 74 20 28 00

About Vivendi

Vivendi is one of the few multimedia groups in the world to operate across the
entire digital value chain. It creates and publishes content for which it
develops broadcast networks and distribution platforms.

Vivendi combines a number of companies that are leaders in content and media:
the French leader in pay-TV (Canal+ Group), the world leader in music
(Universal Music Group) and the world leader in video games (Activision
Blizzard). In telecommunications, Vivendi operates the French leader in
alternative telecoms (SFR), the Moroccan leader in telecoms (Maroc Telecom)
and the leading alternative broadband operator in Brazil (GVT).

In 2012, Vivendi achieved revenues of €29 billion and adjusted net income of
€2.55 billion. The Group has over 58,000 employees.

www.vivendi.com

Important disclaimers

Forward Looking Statements. This press release contains forward-looking
statements with respect to transactions described herein and with respect to
Vivendi`s financial condition, results of operations, business, strategy and
plans. 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 regarding
antitrust approval in connection with the transactions described in this press
release as well as the risks described in the documents Vivendi has filed with
the Autorité des Marchés Financiers (French securities regulator) and which
are also available in English on our web site (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. The present 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.

Contact:

Media
Paris
Jean-Louis Erneux, +33 (0)1 71 71 15 84
Solange Maulini, +33 (0) 1 71 71 11 73
or
New York
Dawn Dover (Kekst), +(1) 212.521.4817
or
Investor Relations
Paris
Jean-Michel Bonamy, +33 (0) 1 71 71 12 04
Aurelia Cheval, +33 (0) 1 71 71 12 33
France Bentin, +33 (0) 1 71 71 30 45
or
New York
Eileen McLaughlin, +(1) 212.572.8961
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