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Vivendi Close to Wrapping Seagram Deal

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From Staff and Wire Reports

French communications and utility giant Vivendi is within days of formally acquiring Seagram Co. and its Universal Studios unit after shareholders of both companies voted overwhelmingly Tuesday to approve the $29-billion deal.

Remaining is the expected approval Friday from stockholders of French pay-TV giant Canal Plus and an OK of the deal from the Supreme Court in Ontario, Canada, also considered a given.

The three companies together would create a global media giant that aims to mesh movies, television and music with wireless, telecommunications and computer technologies.

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The new Vivendi Universal would be the No. 2 media company, behind a combined AOL-Time Warner, after America Online Inc.’s planned merger with Time Warner Inc. More than 90% of the shares of both Vivendi and Seagram were cast in favor of the deal.

In approving the acquisition, the Bronfman family bids au revoir to the spirits company it has controlled for three generations. Seagram’s liquor business will be sold as early as this month, with analysts expecting it to fetch around $8 billion.

During a news conference after Seagram’s meeting in Montreal, where Seagram is officially based even though it is run out of New York, Chief Executive Edgar Bronfman Jr. said it is not easy for his family to let go of the company.

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“The heart is more stubborn than the mind,” he said.

Nonetheless, Bronfman said the time is right to sell Seagram. Bronfman said the three companies could accomplish much more together than they could alone.

“Vivendi Universal is the next chapter in the company’s great history,” Bronfman said.

The company’s assets include Universal Pictures, which released such films as “Dr. Seuss’ How the Grinch Stole Christmas” and “Bring It On”; a music operation responsible for artists ranging from rap star Eminem to country music’s Vince Gill; and theme parks in Los Angeles, Orlando, Fla., and another being built in Japan.

Vivendi Chief Executive Jean-Marie Messier will have to prove that the company can make money selling music and films online, investors said. Vivendi faces competition from Internet music firms such as Napster Inc., and its bet that people will pay for entertainment over the Web is far from won, even with wireless access.

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“There are risks for sure,” said Thierry Girardet, who manages $44 million at Fival, a Paris investment firm. “Forecasts may take longer to fulfill because of technology problems. Also, predictions on Internet usage may be over-optimistic.”

Vivendi shareholders also approved the $11-billion offer for the 49% of Canal Plus it doesn’t already own. Shareholders of Canal Plus, Europe’s top pay-television company that has lost money the last two years, will meet Friday to vote.

Messier has said he wants to build a European company that can compete with AOL-Time Warner as the media industry consolidates and as phones, the Internet, computers and television converge.

“Who would have thought we would leapfrog giants like Disney and Rupert Murdoch’s News Corp.,” Messier told shareholders. “Vivendi Universal will show that you can be a French group and a global company.”

Messier, who turns 44 this month, has taken on near-star status in France since the June acquisition announcement, appearing in French personality magazine Paris Match and on myriad talk shows to plug his new book, “j6m.com.”

The former Lazard banker, who admires General Electric Co.’s John F. Welch Jr., has made more than $60 billion worth of purchases since taking the helm in 1996. In 1998, Vivendi bought out Havas, France’s biggest publisher. The company has also become one of the world’s biggest makers of educational software and games and it’s the biggest shareholder in Cegetel, France’s No. 2 phone company.

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Vivendi’s American depositary receipts rose 69 cents, or about 5%, on Tuesday to $13.19 in anticipation of the shareholders meetings. The stock had lost more than 17% since the purchase was announced June 20, compared with a 10% drop in Paris’ CAC 40 index.

Seagram shares closed up $2.88 at $52.19 on the New York Stock Exchange in Tuesday’s trading.

Bronfman said the sale of Seagram’s drinks business is “fully on track.” Messier said that he expects to announce a top bidder for the world’s third-biggest spirits and wine business by the end of the year.

Bloomberg News in Paris contributed to this report.

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