French court orders market watchdog to review Vivendi's breakup

French Court Orders Market Watchdog to Review Vivendi Split

By Florence Loeve

PARIS (Reuters) -The Paris court of appeals ruled on Tuesday the French market watchdog must reconsider whether a mandatory buyout offer is or was necessary when the former media conglomerate Vivendi completed its multibillion-euro split last year.

Last December Vivendi spun off its Canal+, Louis Hachette and Havas businesses, which are now listed as standalone companies in London, Paris and Amsterdam respectively.

The breakup was championed by Vivendi's largest shareholder Bollore SE, the holding company of French billionaire Vincent Bollore.

While a reversal of the breakup appears unlikely, the ruling intensifies the existing legal battle between Paris-based investment fund CIAM, a minority Vivendi stakeholder that opposed the breakup, and Vivendi.

By siding with the small activist fund CIAM, the court has partially annulled a previous decision from the French financial market regulator.

"This decision is a historic one for minority shareholders," Julien Visconti, one of CIAM's lawyers, said in email to Reuters.

Last November the French market watchdog, the Autorité des marchés financiers (AMF), found that Bollore did not control Vivendi and so it did not have to examine whether Bollore should have filed a buyout bid or not.

Bollore holds a 30.4% stake in the spinoffs, while it retains 29.3% of Vivendi's share capital.

The court found that Vincent Bollore, "who controls the Bollore Group, has effectively determined, through the voting rights at his disposal, the decisions at Vivendi's general meetings."

"Therefore, it is appropriate to recognize the existence of Vincent Bollore's control over Vivendi," it added.

The demerger was approved with more than 97% of the votes at a shareholder meeting last year.

CIAM claims that the split allowed Bollore to extend its control over the group without making a buyout offer.

"The Paris Court of Appeals has resumed its role as guardian of minority rights and is sending a very strong signal to the AMF," he added.

Representatives for the Bollore group, Vivendi and the French market watchdog could not immediately be reached for comment.

(Reporting by Florence Loeve, writing by Gianluca Lo Nostro and Florence Loeve; Editing by David Evans)