French media group Vivendi has announced it is to offer €495 million for a controlling stake in pay-TV operator Canal Plus (Société d’Edition de Canal Plus). Vivendi already owns around 48.5 per cent of the company, and its supervisory board has approved a public tender offer of €7.60 per share. It says it is making the bid “because a large number of SECP’s shareholders have requested it do so”.
Vivendi, which also owns Universal Music, recently agreed to buy an 80 per cent stake in video streaming firm Dailymotion.
The price offered for the SECP shares represents an implied premium of 19.1 per cent over the latest closing price for SECP shares, 20.2 per cent over the average trading price for the last three months, 23.3 per cent over the average trading price for the last six months, and 24.9 per cent over the average trading price for the last twelve months.
Vivendi describes the transaction as “friendly” and aims to satisfy SECP’s minority shareholders’ expectations by providing them with liquidity, given that Vivendi has sufficient cash to complete successfully the tender offer.
The outcome of the proposed public tender offer will not modify the control of SECP by Vivendi, as Vivendi is already the indirect controlling shareholder of SECP.
The tender offer will apply to all the outstanding SECP shares not held by the Vivendi group.
Vivendi anticipates filing the tender offer statement with the Autorité des marchés financiers (the French securities regulator) AMF within the coming weeks, once broadcast regulator the Conseil Supérieur de l’Audiovisuel has been informed of the transaction in accordance with French broadcasting regulations.
Once filed, the tender offer statement will be subject to review by the AMF, which will evaluate its compliance with applicable laws and regulations.
Vivendi does not intend to implement a squeeze-out on the remaining SECP shares following the completion of this tender offer. However, it is reserving its right to do so if its level of holding at the end of the tender offer process reaches 95 per cent, the threshold above which there would be no assurance of a liquid market for the SECP shares.