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France's Vivendi said on Friday that it planned to sell 85 percent of its stake in Activision Blizzard Inc to the video games maker and its management for $8.2 billion, its second blockbuster deal in the past week.
Vivendi is selling the shares for $13.60 each, a 10 per cent discount to Activision's closing price on Thursday. After the deal, Vivendi will retain a stake of 83 million shares, or 12 per cent of the video games maker best known for the Call of Duty series and online multi-player game World of Warcraft.
The move follows weeks of speculation that the French media-to-telecoms conglomerate was looking for ways to pull some of the $4.3 billion in cash sitting on the balance sheet of the world's largest video games publisher as part of a wider restructuring aimed at cutting debt and refocusing its business.
Still, the move is surprising in some ways, given that Vivendi has talked up its media assets as the company's future after it failed at the outset of its strategic review last year to sell its 61 per cent stake in Activision, its largest and most profitable media business.
A spokesman for the group explained that Vivendi saw its future in content being centred on its Universal Music Group business, Canal Plus in pay television, as well as other entertainment activities of which it would own 100 per cent.
"Vivendi will be able to deleverage thanks to the immediate proceeds and will also benefit from further value creation as it remains a 12 per cent shareholder," Vivendi's chief financial officer Philippe Capron said in a statement.
In another prong of the restructuring, Vivendi earlier this week announced it was in exclusive talks to sell its controlling stake in Maroc Telecom for ^4.2 billion ($5.56 billion).
Vivendi said some of the proceeds from the Activision sale would be used to pay down debt and maintain its current credit ratings, and that the board would determine how the rest would be used.
Analysts at UBS expect that Vivendi will need to use one third of the proceeds to keep its leverage levels unchanged.
"We expect the rest to be used for share buybacks or M&A to bulk up the media side of the business," analyst Polo Tang said in a note.
The Activision deal is the fruit of months of talks between the parent company and the management of the video games maker led by long-time boss Bobby Kotick.
A special committee of independent directors was formed to study options in parallel, including Vivendi selling down part of its stake, a special dividend to the parent, and the management buyout finally agreed on, people familiar with the matter earlier told Reuters.
For Kotick, the deal delivers a long-standing aim to buy back the company he has built into a games powerhouse since 1991 from Vivendi, which took control in 2007.
Activision said early on Friday it would buy back 429 million shares from Vivendi for $5.83 billion.
An investor group led by Kotick and Co-Chairman Brian Kelly will separately purchase about 172 million Activision shares from Vivendi for $2.34 billion.
The consortium, which will own 24.9 per cent of Activision, includes Davis Advisors, Leonard Green & Partners, and Chinese web portal Tencent, and investment fund Fidelity Investments.
Activision said it was advised by JP Morgan Securities LLC and law firm Skadden, Arps, Slate, Meagher & Flom LLP.
Vivendi was advised by Goldman Sachs and Barclays, according to people familiar with the matter.
