In accordance with a shareholders’ agreement entered into on 10 August 2020, Amber Capital (on behalf of the funds it manages) has informed Vivendi of its intention to sell all of its Lagardère shares to enable Vivendi to exercise, as the case may be, its right of first offer in accordance with the agreement.
In this context, Vivendi made an offer to purchase the 25,305,448 Lagardère shares held by Amber Capital, representing 17.93 per cent of the share capital and 14.34 per cent of the theoretical voting rights of Lagardère, at a price per share of EUR24.10.
This proposal was accepted by Amber Capital. The completion of the sale will take place once Vivendi has obtained the regulatory clearances required by applicable regulations and by 15 December 2022 at the latest. In the absence of regulatory clearance being granted by that date, the sale will in any event be completed with an alternative third-party acquirer.
The transaction will be secured by a pledge of the Lagardère shares held by Amber Capital to the benefit of Vivendi and a cash collateral (gages-espèces) paid by Vivendi to Amber Capital for an amount corresponding to the value of the pledged shares, based on the price of EUR 24.10.
By exception, certain funds managed by Amber Capital will sell directly to Vivendi, effective in the course of September, a minority stake of these shares representing around 0.4 per cent to 0.9 per cent of the share capital.
Olivier Fortesa, Managing Partner of Amber Capital, says: “This sale marks the culmination of a long process, and investment strategy where goals have been achieved in terms of governance and key strategic choices, for the investor and reference shareholder that we have been. The future belongs to another type of shareholding, an industrial one, that will devote itself to the development of the group. We wish the Lagardère Group all possible success.”
“We are delighted with this transaction and are proud of having come this far. We have full confidence in the ability of Vivendi, as one of the largest French industrial players, to continue the development of the group in all its activities and therefore allow Lagardère to become one of the world leaders in the publishing and travel retail sectors,” says Joseph Oughourlian, Managing Partner and founder of Amber Capital.
Until completion of this sale by December 2022, the shareholders’ arrangements between the main shareholders of Lagardère, as announced by Lagardère on 28 April 2021, and to which Amber Capital is a party, remain in force.
