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Old 03-05-2003, 03:07 PM   #1
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Viacom and Vivendi

Vivendi sparkles as U.S. media predators loom

Wednesday March 5, 1:55 PM EST

By Merissa Marr, European Media Correspondent

LONDON, March 5 (Reuters) - A potential battle for top U.S. entertainment assets spanning Hollywood to cable TV whipped Vivendi Universal (EAUG) shares higher on Wednesday as the media giant looked set to fire the starting gun on an auction.

Sources close to the companies told Reuters on Tuesday that Viacom (VIAb) (VIA) had surfaced as a serious contender for Vivendi's U.S. entertainment assets, pitching the U.S. media giant against oil billionaire Marvin Davis in the bidding.

Vivendi shares climbed more than eight percent on hopes of a bidding war. Vivendi, the world's second biggest media group, is due to weigh the future of its U.S. outfit at a board meeting on Thursday, when it will discuss strategy and 2002 results.

Under pressure to sell assets to slash Vivendi's huge debt pile, CEO Jean-Rene Fourtou has been trying to woo potential bidders for the U.S. arm. So far only Davis has stepped forward with a firm bid for all the assets, offering $15 billion.

However, sources close to Vivendi told Reuters on Tuesday that Fourtou met Viacom Chief Executive Sumner Redstone last week to discuss the U.S. assets -- a move that is expected to pre-empt the start of an official process to solicit bids.

Viacom has already said it would be interested in Vivendi's TV networks Sci Fi and USA. Redstone discussed the other assets, namely Hollywood's Universal Studios and the theme parks, at the meeting with Fourtou, one source said. But it is still unclear if he would be prepared to go for those as well, he added.

"More names are appearing and Vivendi's stock is very volatile. Viacom certainly has the cash, but I would have thought there would be regulatory concerns on the film side especially," said one London-based analyst.

Vivendi shares closed 8.25 percent up at 12.99 euros on the Paris stock exchange, after touching 13 euros, bucking a negative European media sector (SXMP). In New York, Vivendi shares (V) were 9.2 percent higher at $14.23 at 1840 GMT.

DAVIS FRUSTRATED

With Fourtou courting rival bidders, Davis sent a shot across Vivendi's bow earlier this week, warning the board in a letter he would withdraw his bid unless Vivendi commits more seriously to talks with his consortium, sources said on Tuesday.

Davis, who once owned Hollywood's Twentieth Century Fox, has had a series of meetings with Vivendi this year but has yet to get down to hard-nosed negotiations.

Vivendi is expected to formally open the bidding after its board meeting on Thursday. However, advisers say few bidders other than Davis would be prepared to take on all the assets.

"If they were to go down the path of breaking it up and selling it off in parts then there would be many people that would be interested but the portfolio as a whole is such a big asset that there are very few people that could do this," said one source involved in the negotiations.

"Viacom is certainly one of them but what they really want is the cable, and less so the film."

Viacom, one of the few media companies with a strong balance sheet, already owns Paramount Studios and theme parks. But many analysts pooh poohed the likelihood that Viacom would want to launch into a potential antitrust minefield in film especially.

"We believe that Viacom does not have any interest in Vivendi's studio or theme park assets," Merrill Lynch said, adding that Sci Fi would be the main attraction for Viacom.

DILLER?

Other names often mentioned as potential bidders include Liberty Media Corp. (L), News Corp (NCP), General Electric Co's (GE) NBC and Metro-Goldwyn-Mayer Inc.

Barry Diller, the media mogul who heads Vivendi's U.S. business, was also originally touted as a possible contender for the assets. But Diller has since taken a lower profile as he negotiates a financial exit from a partnership between his company and Vivendi's U.S. business.

The Wall Street Journal reported on Wednesday that Diller had told Fourtou he wanted to step down from his position overseeing the U.S. assets by May.

However, sources close to the company said he may still be interested in taking on Universal Studios were Vivendi to sell the assets piecemeal.

If that were the case, Viacom could then pick up the cable television assets while Vivendi's theme park partner, private equity house Blackstones, could take Vivendi's share in the theme parks, one source speculated.

Vivendi's music arm is not expected to feature in an auction. Vivendi last week told executives at its Universal Music arm the music business would not be sold -- a decision which could derail Davis' bid which included music.

However, one source close to the negotiations said Vivendi could still consider Davis' bid for the assets including music. (additional reporting by Sophy Tonder in London)

©2003 Reuters Limited
__________________________________________________ _______

Vivendi entertainment sale prospects heating up
Thursday meeting could bring changes for U.S. assets
By Russ Britt, CBS.MarketWatch.com
Last Update: 4:21 PM ET Mar 5, 2003

LOS ANGELES (CBS.MW) -- A meeting by the Vivendi Universal board could bring big changes for the French water-and-entertainment conglomerate Thursday as negotiations for the company's U.S. assets heat up.

One key bidder for Vivendi Universal's U.S. assets, Barry Diller, appears to be withdrawing from the process. Several others may be jumping in as the plot thickens over the future of the company's high-profile entertainment portfolio.

Diller, who oversees the units for Vivendi (V: news), is said to be backing out of a potential deal for the film, television and music divisions that operate under the Universal brand.

Diller's disinterest was reported in Wednesday's editions of The Wall Street Journal. Spokespersons for Diller could not confirm or deny whether he was backing out of the running. Diller's simultaneous management of Vivendi and his own USA Interactive (USAI: news) group could raise conflict-of-interest issues.

Meanwhile, Viacom (VIA: news) (VIA.B: news) has moved to the forefront as a potential bidder for Vivendi's U.S. assets. Viacom officials did not return phone calls but sources have said that Viacom Chairman Sumner Redstone has met with Vivendi chief Jean-Rene Fourtou over an exchange of assets.

The Journal also said that other interested bidders likely would include NBC, part of General Electric (GE: news), as well as Metro-Goldwyn-Mayer (MGM: news).

Further, oil billionaire Marvin Davis remains in the bidding with a $20 billion offer, which includes the assumption of $5 billion in debt. Davis, however, is reportedly considering withdrawal from the process if Paris-based Vivendi doesn't negotiate with him exclusively.

Sources close to the negotiations say Davis told Vivendi last Thursday he would pull out if the company didn't commit to exclusive negotiations with him. Davis is expected to seek such a commitment at this week's board meeting.

The latest developments gave a boost to Vivendi's U.S.-listed shares, up $1.24, or 9.5 percent, to $14.27 on the New York Stock Exchange. Viacom's stock was up 60 cents, or 1.7 percent to $36.01.

MGM gained 16 cents to $10.64, a gain of 1.5 percent. GE added 40 cents, or 1.7 percent, to $23.80. And USA Interactive was off 10 cents to $23.65.

Should Viacom emerge as the frontrunner in the bidding, it could pose several sticky issues for the two companies. First, Viacom already owns another major film studio, Paramount Pictures, and that could pose an antitrust question for regulators.

Viacom, a major investor in MarketWatch.com, the publisher of this report, also owns the CBS network, and doesn't need additional television production operations.

But it is interested in acquiring more cable properties. Vivendi now controls the USA and Sci-Fi cable channels, having acquired them when it bought back Diller's USA film and television operations. It is doubtful Vivendi would sell its assets piecemeal.

The purchase also would give Viacom a key asset in music recording, where Universal is the industry's current top player. That would fill a void in Viacom's portfolio. It's unclear, though, whether the company wants to pursue that line of business.

Russ Britt is the Los Angeles Bureau Chief for CBS.MarketWatch.com.
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Old 03-05-2003, 06:36 PM   #2
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GO VIACOM!!!!


Just incase any Viacom exec are looking I do watch Enterprise and Buffy.
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Old 03-06-2003, 01:06 PM   #3
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Still waiting for more news about Vivendi's decision--meanwhile, here's today's Vivendi news:
Vivendi posts $25.6 bln loss; CEO cagey on asset talks
Debt cut by two-thirds, but CEO sees a difficult 2003
By Russ Britt, CBS.MarketWatch.com
Last Update: 2:03 PM ET Mar 6, 2003

PARIS (CBS.MW) -- Vivendi Universal remained cagey Thursday over whether it would sell its U.S. entertainment assets as the media conglomerate reported a $25.5 billion loss for fiscal year 2002 -- the largest in French corporate history.

Vivendi's (V: news) net loss amounted to $23.49 per share, compared with a loss of $14.9 billion, or $14.83 a share, for 2001. Revenue grew by 4 percent to $31.5 billion for the year.

The company's loss reflected charges incurred due to the revaluation of its assets. Vivendi's properties lost a significant amount of value, especially its Canal Plus entertainment units in France, which dropped by two-thirds.

But the company says it made significant progress in reducing its monumental $40 billion debt load down to $13.5 billion, exceeding management's goal by more than $1 billion. Whether it needs to make a more significant stride toward meeting that goal remains to be seen.

On a conference call, Chairman and Chief Executive Jean-Rene Fourtou declined to discuss whether the company would sell its U.S. entertainment assets amid high speculation that a deal is looming.

Fourtou indicated that he didn't want to sacrifice the company's long-term health for the sake of settling short-term cash problems. Vivendi will struggle throughout 2003 before getting back on its feet in 2004, he said.

"I'm not looking at six months down the road," he said. "What we're looking at is two years down the road."

Phones are ringing

Fourtou confirmed, however, that he is talking to various possible buyers. "I am in contact with everybody," he said through an interpreter.

In particular, Fourtou said he had met with Los Angeles-based oil tycoon Marvin Davis, who once owend the 20th Century Fox movie studio, as well as Sumner Redstone, the chairman of Viacom (VIA: news) (VIA.B: news). (Viacom is an investor in MarketWatch.com, the publisher of this report.)

Of Redstone, Fourtou would only say that he is not the only potential buyer.

And of Davis, who has demanded exclusive negotiations with Vivendi, Fourtou was terse in his assessment: "I said I would not commit at all. He is very talkative on that subject. I am not."

Russ Britt is the Los Angeles Bureau Chief for CBS.MarketWatch.com.
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Old 03-07-2003, 04:37 PM   #4
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tum ta tum...it drags on.....


Davis to proceed with Vivendi media bid-source

Friday March 7, 4:45 PM EST

(Adds details from Vivendi presentation, background)

By Bob Tourtellotte

LOS ANGELES, March 7 (Reuters) - Marvin Davis, oil tycoon and Hollywood mogul, remains in pursuit of Vivendi Universal's U.S. entertainment assets despite Vivendi's plans to talk with all possible buyers and the mixed outlook for the music, film and television units, a person near the talks said on Friday.

The Davis camp was undaunted by statements made on Thursday by Paris-based Vivendi (EAUG)(V) that it was "examining all possible options" for selling its U.S. assets which span Hollywood's Universal Studios to cable TV, the source said.

"The key thing is (Vivendi) is considering all options. On that basis, the Davis group is proceeding," the source said. "They obviously feel that they are very much still in the running, and they are looking forward to further discussions."



A Los Angeles spokesman for Davis declined to comment.

Vivendi, the world's second biggest media group, has been casting around for potential bidders for its U.S. assets in a move to cut huge debts after coming close to collapse last year.

Davis offered $15 billion for the assets late last year. But the oil tycoon sent a letter to Vivendi recently saying he was losing patience with the slow pace of decision-making and warning he may scrap his bid unless serious talks began.

The source said Davis and his partners, which include private equity houses Carlyle Group, Bain Capital and Texas Pacific Group, could still walk away from the bidding in the future, but they have not made a decision as to when that might happen.

"Davis and his partners have put an enormous amount of time and effort into pulling this thing together and they are not going to walk away from it lightly," the source said.

DAVIS FRUSTRATED

Davis has had a series of meetings with Vivendi this year about his offer but has yet to get down to hard-nosed negotiations, sources close to the talks have said.

Vivendi also unsettled the situation by telling executives at its Universal Music arm recently that the music company would not be sold, according to sources close to the company.

Davis' bid includes the music division as well as the film studio and cable television networks USA and SciFi.

Vivendi chief Jean-Rene Fourtou said at a presentation of 2002 results on Thursday that Vivendi had been talking to various parties about the U.S. assets. He also confirmed a Reuters report that he had held talks with U.S. media giant Viacom Inc. (VIA)(VIAb) about the assets last week.

The source near the talks said the Davis group saw nothing in Vivendi's earnings report that would cause the consortium to change its view on Vivendi's assets.

"I think the Davis group knows the assets pretty well. I don't think there were any surprises in yesterday's numbers for them," the source said.

Vivendi reported a record annual loss of 23.3 billion euros, or $25.6 billion, after a massive write-down of the value of its media assets. Vivendi stock fell 7.5 percent in Paris on Friday.

In its results, Vivendi said Universal Music Group's outlook for 2003 called for flat to slightly lower sales, declining operating margins and flat operating cash flow compared with 2002. It expected the world's No. 1 music group to boost market share, however, in the currently slumping music industry.

At Vivendi Universal Entertainment, which includes the Universal Pictures movie studio and USA Network and SciFi Channel cable TV networks, the 2003 outlook saw a slight increase in revenues and lower operating margins, but a 30percent jump in operating cash flow. (Additional reporting by Merissa Marr in London)

©2003 Reuters Limited.
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Old 03-07-2003, 07:19 PM   #5
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I'm moving over here. The other threads appear to have gone OT. This one's kind of interesting. Apparently Davis' offer is more than the appraised value.

http://forbes.com/home/2003/03/07/cx...07vivendi.html

Media
Loss Eclipses Vivendi's Big Strides
Penelope Patsuris, 03.07.03, 3:50 PM ET

NEW YORK - Amid the fury over Vivendi Universal's massive losses, an important point has been overlooked: Vivendi's liquidity worries may be finally over, and it now has a clear, long-term strategy to focus on telecom.

Just six months ago, Wall Street feared that the cash shortage at Vivendi (nyse: V - news - people ) jeopardized the company's very existence. It is still too over-leveraged, but climbing out of debt is a very different prospect than flirting with bankruptcy. Debt now stands at €12.3 billion ($13.5 billion), which is a far cry from the staggering €37.1 billion ($40.8 billion) in obligations it carried a year ago. And its debt-to-equity ratio stands at 1.68.

Since Chief Executive Jean-Renι Fourtou arrived in July, he has sold assets worth €7.74 billion ($8.5 billion), and raised €1 billion ($1.1 billion) with a convertible offering. On Thursday, he pledged to sell another €7 billion ($7.7 billion) in assets by the end of this year. Since January, he has raised $625 million in cash, and in the pipeline are the sales of Telepiu and Comareg, which should bring another €813 million ($895 million), according to Schroder Salomon Smith Barney analyst Patrick Wellington.

Vivendi's debt would have shrunk even more, had it not been for the €4 billion ($4.4 billion) Fourtou spent to buy a 70% stake in the telecom Cegetel. The deal slowed down efforts to shed debt, but it sent a clear signal to the investment community as to how Fourtou envisions the company years from now.

That's good news, since nearly all of Vivendi's €23.3 billion ($25.6 billion) loss reflected a writedown due to the plummeting value of its entertainment assets. Once they are sold and debt is manageable, Vivendi will be in fine shape with Cegetel, which Wellington says had a strong performance in 2002.

"You'll see Vivendi paring debt and boosting the balance sheet," says Morningstar analyst Jonathan Schrader, "and in a couple of years, you will see it trying to build up the telecom businesses by making acquisitions around Cegetel."

But Fourtou is in no rush to transform into a telecom. He continues to be coy about whether he will sell the U.S. entertainment assets, despite that this facade has some investors worried that Vivendi still lacks a solid strategy.

"It has signaled consistently that it is going in the telecom direction," says Morningstar analyst Jonathan Schrader, "but that it's not willing to get there via a fire sale. It's willing to hold out."

Indeed, it is no small feat that Fourtou has managed to get an auction in the works for his entertainment assets, despite the company's poor financials. He didn't jump at the €20 billion ($22 billion) offer made by billionaire Marvin Davis' consortium, even though the analysts valued those assets at a lesser value. Salomon's Wellington estimates they are worth €16.8 billion ($18.5 billion). Now there is interest from Viacom's (nyse: VIA - news - people ) Sumner Redstone, General Electric's (nyse: GE - news - people ) NBC unit and Metro-Goldwyn-Mayer (nyse: MGM - news - people ).

But until one of these parties ups the ante, Fourtou just won't get serious about negotiations.
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Old 03-12-2003, 08:00 AM   #6
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And here's today's Vivendi News:

Vivendi working on refinancing deal - sources (Changes dateline, recasts with sources, adds shares)

LONDON, March 12 (Reuters) - Indebted media giant Vivendi Universal is pushing on with discussions over a 3.5 billion euro ($3.9 billion) refinancing package to avoid a cash crisis while it weighs a sale of its U.S. entertainment assets, sources close to the talks said on Wednesday.

The French-American group, which is on a campaign to slash debts by selling assets, is considering a high-yield bond to raise some one billion euros as well as refinancing a 2.5 billion euro loan facility, the sources said.

"The total will be near 3.5 billion. Part will be a bond and part a loan but the final split has not been decided," said one source close to the negotiations.

A Vivendi spokesman declined to comment.

Vivendi dragged itself back from the brink of collapse last year under the weight of huge debts. The group has since agreed 6.8 billion euros of asset sales. But so far, only 697 million euros have actually flowed into its coffers.

The company said last week it was looking to refinance and extend the maturity on debts due this year.

Vivendi's debt pile is due to reach 15.1 billion euros by the end of March. The company also faces liabilities including two bonds: it needs 1.9 billion euros to cover a Vivendi Environnement exchangeable bond falling due this month and 1.5 billion euros for a BSkyB bond due in July.

A $1.6 billion bridge loan for its U.S. entertainment arm also matures in June -- a liability Vivendi is considering covering by partly securitising revenues from its film library.

BOND TALK

Paris-based Vivendi has been considering for some weeks a bond to raise around one billion euros, which would be used to refinance short-term debt.

Analysts said last month the group would have to offer a hefty coupon to sell a new issue and that the bond may have to be denominated in U.S. dollars. However, some sources said all options were still open.

"Vivendi is speaking to certain banks to find out what's possible and what's not, with what cost and structure on its loans. When they have a broad range of opinions, they'll decide. Banks have very different ideas on security, maturity, pricing," a source close to the negotiations said.

"Loan discussions have been going on for quite a few days, the situation should be clearer by the end of the week, although it may tip into next week. There's no deadline for decisions".

Vivendi Chief Executive Jean-Rene Fourtou has said he aims to raise seven billion euros from asset sales this year to help cut the group's debts and has been holding talks about its U.S. entertainment assets, which include Universal Studios.

Oil billionaire Marvin Davis has made a $15 billion bid for the assets. Fourtou has also held talks with U.S. media giant Viacom , which owns Paramount studios and MTV.
************

The most interesting part of this is the two bond issues that are coming up towards maturity. They will need 4.5 Billion Euros to cover these. What this means is that while they are slowly recovering from the brink of doom they are still in a position where they have to sell some assets in the near future to raise cash.
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