Vivendi


Vivendi SA, known as Vivendi Universal SA between 2000 and 2006, is a French mass media conglomerate headquartered in Paris. The company has activities in music, television, film, video games, book publishing, tickets and video hosting services.

History

Origins

On 14 December 1853, a water company named Compagnie Générale des Eaux was created by an imperial decree of Napoleon III. In 1854, CGE obtained a concession in order to supply water to the public in Lyon, serving in that capacity for over a hundred years. In 1861, it obtained a 50-year concession with the City of Paris. CGE also supplied water to Nantes, Venice, Constantinople and Porto. For more than a century, Compagnie Générale des Eaux remained largely focused on the water sector.
Following the appointment of Guy Dejouany as CEO in 1976, CGE extended its activities into other sectors with a series of takeovers. Beginning in 1980, CGE began diversifying its operations from water into waste management, energy, transport services, and construction and property. It acquired the Compagnie Générale d'Entreprises Automobiles, specialized in industrial vehicles, which was later divided into two branches: Connex in 1999 and Onyx Environnement in 1989. CGE then acquired the Compagnie Générale de Chauffe, and later the Montenay group, with these companies later becoming the Energy Services division of CGE, and later renamed "Dalkia" in 1998.
In 1983, CGE helped to found Canal+, the first pay-TV channel in France, and in the 1990s, they began expanding into telecommunications and mass media, especially after Jean-Marie Messier succeeded Guy Dejouany on 27 June 1996, acquiring companies such as the Babelsberg Studio. In 1996, CGE created Neuf Cegetel to take advantage of the 1998 deregulation of the French telecommunications market, accelerating the move into the media sector which would culminate in the 2000 demerger into Vivendi Universal and Vivendi Environnement.

Creation of "Vivendi"

In 1998, Compagnie Générale des Eaux changed its name to Vivendi, and sold off its property and construction divisions the following year to what would become Vinci SA. Vivendi went on to acquire stakes in or merge with Maroc Telecom, Havas, Cendant Software, Grupo Anaya, and NetHold, a large Continental European pay-TV operator. Beginning in 1998, Vivendi launched digital channels in Italy, Spain, Poland, Scandinavia, Belgium, and the Netherlands.
In June 1999, Vivendi merged with Pathé, the exchange ratio for the merger fixed at three Vivendi shares for every two Pathé shares. The Wall Street Journal estimated the value of the deal at US$2.59 billion. Following the completion of the merger, Vivendi retained Pathé's interests in British Sky Broadcasting Group PLC and CanalSatellite, a French broadcasting corporation, then sold all remaining assets to Jérôme Seydoux's family-owned holding company, Fornier SA, who changed its name to Pathé.
Vivendi Universal SA was created on 8 December 2000 with the merger of the Vivendi media empire with Canal+ television networks and the acquisition of media assets of Canadian company Seagram Company Ltd, owner of Universal Studios.
Vivendi Universal acquired MP3.com and a leading American publisher, Houghton Mifflin in year 2001. To raise the funds, Vivendi Universal sold its trade and medical publishing businesses to a group led by Cinven.

Vivendi Environnement

was formed in 1999 by Vivendi to consolidate its environmental divisions, which were CGEA Transport, Onyx Environnement, Dalkia and CGE water division. As a result, CGEA Transport was renamed Connex, and CGE's water division was renamed Vivendi Water. Initially, Vivendi Universal retained a 70% stake in Vivendi Environnement in 2000, but by December 2002, it was reduced to 20.4%. In 2003, Vivendi Environnement was renamed to Veolia Environnement.

Corporate loss

Vivendi Universal disclosed a corporate loss of €23.3 billion in its 2002 annual report. It responded with financial reshuffling, trying to shore up media holdings while selling off shares in its spin-off companies. Amid intense media scrutiny, its chairman and CEO, Jean-Marie Messier, was subsequently replaced by Jean-René Fourtou. Messier was found guilty of embezzlement in 2011, but not before he was paid over US$20 million as part of his severance package. The company reduced its stake in Vivendi Environnement to 40% and sold its stake in Vinci SA. The company then began reorganizing to stave off bankruptcy, announcing a strategy to sell non-strategic assets. Its largest single shareholder was the family of Edgar Bronfman Jr., who was head of Seagram at the time of the merger. Vivendi sold its stake in Vizzavi to Vodafone, with the exception of Vizzavi France. It also sold 20.4% of Vivendi Environnement's capital to a group of investors, and its stake in North American satellite operator EchoStar Communications Corporation. It also sold its European book publishing to Lagardère. It also sold Houghton Mifflin to Thomas H Lee, Blackstone and Bain consortium for US$1.66 billion. Also in 2002, Vivendi Universal sold the Belgian and Dutch activities of its subsidiary Scoot Europe to Kapitol, the parent company of online directory Infobel.
In 2003, Vivendi Universal sold Canal+ Technologies to Thomson SA; Tele+ to News Corporation and Telecom Italia. It also sold its 26.3% interest in Xfera. Also in 2003, it sold its consumer magazines to Socpresse and its free newspapers to France Antilles. On 1 December, Vivendi Universal closed a deal to sell MP3.com to CNET. Despite predictions that it would be unable to raise the cash needed, Vivendi Universal bought out one of the two minority shareholders in Cegetel, taking its holding to 60 percent, with Vodafone holding the remaining 40 percent. Management viewed the mobile communications firm as a core asset once the bulk of media assets had been sold off.

Further acquisitions, mergers and divestments

In 2004, 80% of the Vivendi Universal subsidiary was sold to GE, to form NBC Universal, with Vivendi retaining a 20 percent stake. At the same time, it sold a 50% stake in Canal+ and StudioCanal to the new company. Vivendi also sold its interests in Kencell, Monaco Telecom and Sportfive, and sold Newsworld International to the business partnership of Joel Hyatt and former Vice-President of the United States Al Gore. Vivendi also sold Babelsberg Studio.
On 16 December 2005, it was announced that Canal Plus would merge with TPS, France's second largest Pay-TV provider. If the €5 billion tie-up is approved, VU will own 85% of the combined entity.
On 17 January 2006, Vivendi Universal announced it would end its American Depositary Receipt program and its listing on the New York Stock Exchange by the end of the second quarter of 2006, due to lowered trading volume on its shares and high costs.
On 20 April 2006, Vivendi in its current form came into existence, following the sale of an 80% stake in the Vivendi Universal unit to General Electric to form NBC Universal and the gradual recovery of the company from its disastrous over-expansion in the late 1990s and the early 2000s. The company announced that shareholders had approved the name change to "Vivendi".
In August 2006, Vivendi signed a deal with Spiralfrog to distribute Vivendi's songs online in the United States and Canada. On 8 September, the company announced that Sierra Entertainment would be publishing the new game for Double Fine Productions, later revealed to be Brütal Legend.
On 2 December 2007, Vivendi announced that it would be merging its game publishing unit with Activision in a $18.8 billion deal. This will allow the merged company, Activision Blizzard, to rival Electronic Arts, the world's biggest video games publisher. The merger closed on 9 July 2008, for $9.8 billion. Vivendi held a 52% majority stake in the new business.
On 8 September 2009, Vivendi announced negotiations to buy the Brazilian phone operator Global Village Telecom. Vivendi took control of GVT at a cost of 56 reais per share, on 13 November, trumping Telefónica's bid.
On 3 December 2009, GE announced it would purchase Vivendi's stake in NBC Universal, which would become a joint venture between GE and Comcast. Vivendi sold its stake in NBC Universal on 25 January 2011.
On 4 April 2011, Vodafone sold its 44% stake in mobile service provider SFR to Vivendi for about $11 billion and giving Vivendi full control of its largest unit.
In 2012, Vivendi announced having entered a strategic review of its assets and decided to refocus its activities on media and content activities while maximizing its telecoms assets.
On 25 July 2013, Vivendi asset Activision Blizzard announced the purchase of 429 million shares from Vivendi for $5.83 billion, dropping the shareholder from a 63% stake to 11.8% by the end of the deal in September, ending Vivendi's majority ownership of Activision Blizzard.
In November 2013, Vivendi also sold its 53% stake in Maroc Telecom to Dubai-based Etisalat for around $4.2 billion.
Vivendi also confirmed in November 2013 its intention to launch a demerger plan which would result in Vivendi becoming an international media group consisting primarily of Canal+, Universal Music Group and GVT, while SFR would be listed separately on the stock market. As a result of the foregoing, Vivendi group results for the first semester 2014 are in a strong growth, witnessing the success of its repositioning strategy. Net income was up 84,8% to €1.9 billion. In August 2014 Vivendi sells GVT to Telefônica Vivo, a subsidiary of Telefónica in Brazil.
The moves have allowed Vivendi to rapidly pay down debt and increase cash returns to shareholders while leaving it with ammunition to do acquisitions of its own. Indeed, once the SFR deal closes, Vivendi will have a cash pile of around €5 billion, leaving it with some room to maneuver even after it pays down debt and returns nearly €5 billion in dividends and share buybacks to shareholders.
Vivendi's priority is now content. The French group is expected to expand its assets in the content industries in the coming year.
In 2014, Vivendi decided to sell mobile companies SFR to Patrick Drahi's company, Altice, and GVT to the Brazilian company Telefônica Vivo.
On 28 May 2014, Vivendi sold half of its remaining shares in Activision Blizzard for $850 million, reducing its stake to 6%.
In April 2015, it was announced that a shareholder in the company Bolloré raised its stake from 10.2 percent to 12.01 percent for a total fee of €568 million.
In 2015, Vivendi bought 80% share in Dailymotion. According to the Wall Street Journal, the "French media group offered around $273 million for streaming service". Vivendi was in talks with Orange, to Buy 80% stake in Dailymotion. Also, Vivendi announced extra payouts in compromise with P. Schoenfeld Asset Management shareholder.
It was revealed in October 2015 that Vivendi would increase its stake in Telecom Italia to around 19% of the ordinary share capital as part of its aims to increase its influence in the group.
In October 2015, Vivendi bought minority stakes in the French video game studios Gameloft and Ubisoft. On 17 December 2015, Vivendi acquired a 64.4% majority stake in Belgian online radio aggregator Radionomy. Its shareholders, including its employees and U.S.-based investment firm Union Square Ventures, however, retained their stakes in the company.
In June 2016, after having triggered a mandatory tender offer in February 2016 by reaching 30% ownership, and then becoming its largest shareholder, Vivendi completed a hostile takeover of Gameloft with the acquisition of its founders' stake. At the same time, Vivendi also further increased its stake in Ubisoft, which had led to concern from the company's management that Vivendi was also planning a hostile takeover of Ubisoft, however as of 2018 Vivendi is no longer in the position to do so.
Vivendi, searching for a new games publisher property has started investing in both Ubisoft and Gameloft. The brothers in charge of Ubisoft and Gameloft, Yves Guillemot and Michel Guillemot respectively, view the investments as a hostile takeover attempt, and are raising capital from within the family and from Canadian investors to maintain control of the companies. As of 8 June 2016, Vivendi has acquired a controlling stake in Gameloft. In news from 11 September 2016 Yves Guillemot is set to buy an additional 3.5% of Ubisoft shares to raise his stake to 12.5% to attempt to block a takeover from Vivendi. Yves has been attempting to lobby other shareholders to prevent them selling their shares to Vivendi. As of 20 March 2018, Vivendi has sold all its shares in Ubisoft and Tencent has bought in in their place.
In an auction on 6 June, Vivendi won a bid to acquire Flavorus from SFX Entertainment for $4 million. Also that month, it acquired Paddington and Company Limited-owner of Paddington Bear and other properties, and The Copyrights Group.
Vivendi declared that it owned 12.3% of Mediaset in December 2016. In January 2019, Vivendi completed its €900 million acquisition of Editis, one of France's major book publishers.
At the end of the first quarter of 2020, Vivendi completed a partial sale of Universal Music Group to a consortium led by Tencent, a Chinese media conglomerate. The amount of stake of the world's largest record label group that has been sold to the consortium is 10% and the valuation of which was $3.3 billion. The Tencent-led consortium retained an option to purchase another 10% at the same valuation until January 2021. Vivendi is also said to be eyeing an IPO of the music group by 2023 at the latest.
In April 2020, Vivendi bought a 10.6% stake in Lagardère Group, another French media group. The investment was made at the time when Lagardère, the assets of which include the world's third-largest book publisher Hachette, is faced with attacks from a group of fierce and well-funded activist investors, and a year after Vivendi completed its takeover of Editis, the smaller domestic book publisher.

Corporate governance

As of December 31, 2018, Vivendi ownership is as follows:
As of May 16 2020, the board is comprised as follows:
Vivendi is a company primarily focused on digital entertainment. It owns the French TV channel and movie producer Canal+ Group, as well as music world leader Universal Music Group, book publisher Editis, communication company Havas, video games company Gameloft, and video hosting service Dailymotion.
Vivendi's president Vincent Bolloré, appointed in June 2014, aims at developing synergies between the company's subsidiaries now refocused on media: Canal+ Group, Universal Music Group, Vivendi Village, Dailymotion and Gameloft.

Canal+ Group

is the leading pay television group in France. It is also an international movie and television series producer and distributor with StudioCanal. In November 2013, Vivendi became the exclusive owner of France's biggest pay-TV company.

Universal Music Group

is considered one of the "Big Three" record labels, alongside Sony Music and Warner Music Group.

Havas

is one of the largest global advertising and communications groups in the world. Since October 2017, Vivendi owns 94.75% of Havas's Share Capital.

Gameloft

In July 2016, Vivendi completed its takeover of Gameloft, the world's largest mobile-games publisher in terms of downloads. Gameloft reported that their games had amassed over 1 billion downloads in 2016.

Editis

Vivendi owns the French publisher Editis, which it acquired in January 2019 for €900 million. Editis is one of France's largest publishers.

Vivendi Village

Vivendi Village comprises a group of small companies active in digital and in live entertainment.
Vivendi Ticketing comprises the ticketing businesses See Tickets in the UK and the US, as well as Digitick Group in France. Both businesses specialize in the retail and distribution of tickets for live entertainment, sport and cultural events, in addition to providing operating platforms for venues to run their own ticketing services. Vivendi Ticketing processes annually over 40 million tickets. The business also operates as an internal service provider to other Vivendi businesses notably Universal Music Group where tickets are sold for and on behalf of the group's artists.
MyBestPro provides experts counseling in different fields.
Watchever is a subscription video-on-demand service available in Germany.
Vivendi Village also owns the Paris-based concert venue L'Olympia.
In 2015, Vivendi announced that it will open ten live-performance venues in central and west Africa. These venues will be named CanalOlympia, they will serve as concert halls, theaters and screening rooms.

Dailymotion

In 2015, Vivendi purchased an 80% stake in Dailymotion from its previous owner, Orange S.A.
Vivendi announced that it increased this stake to 90% in September 2015.