Vivendi

Relating to an Employee Shareholding Plan

Regulatory News:

Vivendi SE (Paris:VIV) is launching an employee shareholding plan reserved for employees of the group through the sale of treasury shares.

By doing so, Vivendi SE intends to more closely associate its employees to the group’s development and results.

The payment period will take place from May 28 to June 18, 2020, inclusive.

The settlement-delivery of the shares is expected to occur on July 21, 2020. The principal terms and conditions of this offering are described below.

ISSUER
VIVENDI SE (the “Company”)
Registered headquarters: 42, avenue de Friedland
75008 Paris - France
Share capital: € 6,520,308,767.50
Registration number in the Paris Trade and Companies Registry: 343 134 763
Compartment A of NYSE Euronext Paris (France)
ISIN code for ordinary shares: FR0000127771 – VIV
Security admitted to the Deferred Payment Service (Service de Règlement Différé)

FRAMEWORK OF THE OFFERING

On December 9, 2019, and April 27, 2020, the Company’s Management Board decided, in accordance with applicable law, to launch an employee shareholding plan in 2020 by way of the sale by the Company of treasury shares reserved to members of a company savings plan (plan d’épargne d’entreprise) of the Company and any French or foreign companies affiliated therewith under the conditions set forth in Article L.225-180 of the French Commercial Code and Article L.3344-1 of the French Labor Code, or to set up equivalent arrangements for employees and corporate officers of certain foreign subsidiaries.

The shares offered will have been repurchased under the authorization granted by the Combined General Shareholders’ Meeting of April 15, 2019 (27^th resolution), and, if necessary, under the authorization granted by the Combined General Shareholders’ Meeting (6^th resolution).

The employee shareholding plan reserved for employees of the group is being made available in the following countries: Germany, Brazil, Bulgaria, Canada, Spain, France, Mexico, the Netherlands, Poland, Romania, the United Kingdom, the United States, and in the form of a “Bonus Right” in Japan, subject to obtaining local approvals in certain of these countries.

TERMS OF THE OFFER

Beneficiaries: the beneficiaries of the reserved employee shareholding plan are employees of the group’s companies in Germany, Brazil, Bulgaria, Canada, Spain, France, Mexico, the Netherlands, Poland, Romania, the United Kingdom and the United States who have become members of the group savings plan or international group savings plan (plan d’épargne groupe), regardless of the nature of their employment contract, subject to their having been employed for at least three months on the last day of the payment period. In addition, employees of the group’s Japanese companies will be able to benefit indirectly from the share offering. A financial institution mandated by Vivendi SE will provide hedging for the “Opus 20” leveraged and capital-guaranteed plan.