Vivendi SE (ENXTPA:VIV) signed a conditional sales contract to acquire an additional 17.93% stake in Lagardere SA (ENXTPA:MMB) from Amber Capital UK LLP for approximately €610 million on September 15, 2021. Under the terms, Vivendi will acquire 25.3 million shares at €24.10 per share, representing 17.93% of the share capital and 14.34% of theoretical number of voting rights in Lagardère. Vivendi will hold 45.1% of the share capital and 36.1% of the voting rights of Lagardère, post completion of this transaction and will be liable for a mandatory public offer. As a result, Vivendi will own 45.1% of the Lagardère capital. Transaction requires approval from European Commission and the French media authority Conseil supérieur de l'Audiovisuel. The Vivendi Supervisory Board has approved the Management Board's decision regarding this offer. This transaction will not imply any cash transfers from either party since Amber Capital will keep the funds received as cash collateral from Vivendi. The Vivendi Management Board has decided to authorize the immediate acquisition of the Lagardère shares owned by Amber Capital.

The authorizations to acquire the control of Lagardère will be applied for by Vivendi with the European Commission and other relevant competition authorities during the course of 2022. As a consequence of the completion of this acquisition, Vivendi will file with the French Market Authority (Autorité des marchés financiers) a public tender offer for all Lagardère shares not yet owned at €24.10 per share, the same price paid to Amber Capital, in accordance with current regulation. This offer will be conditional on no other regulatory authorization than the conformity declaration by the French Market Authority. Vivendi does not intend to implement a mandatory squeeze-out of Lagardère following its offer, assuming the conditions to do so are met. At the request of Amber Capital, a small minority of these shares, between around 0.4% and 0.9% of the share capital, will be acquired directly and unconditionally in September. Transaction is expected to be completed by December 15, 2022.