[Dernière minute] Vivendi’s supervisory board unanimously accepts Numéricable’s offer (update Sunday 6 6:20 p.m.)

by bold-lichterman

After postponing its decision to Monday, Vivendi announced in a press release that Vivendi’s supervisory board had unanimously decided to retain the Altice / Numericable offer.

The decision is based on the analysis of the industrial project, the sustainability of employment, the risk of competition and the valuation for Vivendi.

Thus according to the supervisory board:

“The quality of the industrial project: The Altice / Numericable project is based on mobile-fixed convergence, with synergies arising from the interdependence of the respective networks of the two merged entities. SFR-Numericable’s positions in very high-speed fixed and mobile broadband will create new growth levers, an acceleration in the number of connected lines and very high quality offers for businesses and consumers. They will also offer significant development opportunities in Quadruple Play and new uses. They are part of the logic of the France Très Haut Débit plan launched in February 2013.

The sustainability of employment. Vivendi has made employment commitment a prerequisite for potential buyers. It also corresponds to the priorities displayed by the government. The Altice / Numericable industrial project is one that fully guarantees the development of employment over time, in particular through the investments it involves.

The risks of competition. All the experts consulted concluded that Altice / Numericable’s offer presents the lowest risks in terms of competition. SFR and Numericable are not present in the same market segments and their activities are complementary.

Valuation for Vivendi. Vivendi has chosen the best balanced option between cash received immediately and participation in securities, allowing it to benefit from the highest total valuation. While pursuing the already announced strategy of concentration in the media, Vivendi wishes to support SFR, its subsidiary for 27 years, by strengthening its industrial and social structure.

This is why Vivendi’s Supervisory Board has chosen to receive € 13.5 billion upon completion of the transaction as well as a possible price supplement of € 750 million, and then be able to subsequently sell its stake. by 20%. The whole is expected to represent a total value of over 17 billion euros.

This balance between cash received and the industrial hope of creating value corresponds to the philosophy of Vivendi, an industrial and financial group, concerned with creating long-term value in the interests of shareholders, employees and consumers. “

This decision will be followed by a new reciprocal exclusivity commitment with Altice / Numericable, consultation with employee representative bodies and the establishment of procedures for obtaining authorizations from the competent administrative authorities.

Vivendi will report to the Annual General Meeting of its shareholders on June 24 on the conditions under which this transaction was conducted. Finally, this decision puts an end to the SFR listing project.

This decision comes despite a new offer from Bouygues, which on Friday decided to take out heavy artillery by increasing its offer to $ 15 billion – or 1.85 billion than its last offer, and 3.7 billion more than the first 11.3 billion proposed. To achieve this, it brought together a panel of new investors including Axa, the Caisse des Dépôts et Consignations, the Dassault and Pinault families (GIMD), JC Decaux, the Singaporean sovereign fund GIC, the Ontario Teachers’ Pension Plan Board.

“This offer thus valued SFR for Vivendi at 16 billion euros before synergies and 16.5 billion euros by integrating the 5 billion euros of secured synergies thanks to the savings resulting from the sale of the network to Free” specifies Bouygues who also recalls that if the transaction were to be completed, Vivendi would then have held 10% of the capital of the new structure. The possible synergies between the two operators could have reached 10 billion euros. Finally Bouygues, which would have held for its part 51%, specified that the listing of the whole would take place as soon as the merger is completed.

Updates:

Saturday April 5: In a press release, Bouygues acknowledges the decision of Vivendi’s Supervisory Board and informs the market that it submitted to Vivendi on the morning of Saturday April 5 an offer which brought the cash portion to 15.5 billion euros while offering Vivendi 5% of the new Bouygues Telecom – SFR package, without liquidity constraints. This offer therefore valued SFR at 16 billion euros before synergies and at 17 billion euros after synergies and payment of any price supplement of 500 million euros.

Sunday April 6: according to our colleagues at Le Parisien, Bouygues Telecom has decided to sell its mobile network and its subscribers to Iliad for an amount of ‘1.8 billion euros. An assumption already provided for in the event of the takeover of the operator SFR. Still according to the Parisian, Martin Bouygues would have prepared for this epilogue.