Disclaimer
The following page includes information and documents pertaining to (i) the contemplated partial asset contribution subject to the French legal regime applicable to demergers (apport partiel d’actifs soumis au régime des scissions), whereby Vivendi SE would contribute to Louis Hachette Group (the “Company”) all of the ordinary shares Vivendi SE held in the share capital of Lagardère SA as of September 30, 2024 and all of the ordinary shares Vivendi SE holds in the share capital of Prisma Group SAS, and shares of the Company issued as consideration for such contribution would be allocated directly to the shareholders of Vivendi SE (except Vivendi SE itself in respect of its treasury shares), in accordance with Article L. 236-27, para. 2 of the French Code de commerce (the “Partial Demerger”), and (ii) the contemplated admission of the Company’s issued and outstanding ordinary shares to trading on Euronext Growth (Paris), a multilateral trading facility operated by Euronext Paris S.A. (the “Admission”). The contemplated Partial Demerger is in particular subject to the approval of Vivendi SE’s shareholders at a combined general meeting expected to be held on December 9, 2024. For additional information regarding the spin-off of Vivendi or the combined general meeting of Vivendi’s shareholders, please refer to Vivendi’s website (www.vivendi.com).
The information and documents available on the following page are for informational purposes only and are not intended to, and do not, constitute an offer or invitation to sell or a solicitation of an offer to subscribe for or buy, or an invitation to purchase or subscribe for, any securities of Vivendi SE or the Company, any part of the business or assets described in any of these documents, or any other interests or the solicitation of any vote or approval in any jurisdiction in connection with the transactions described herein or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. Neither this information, nor any documents available on the following page should be construed in any manner as a recommendation to any reader thereof.
The distribution of the information and documents available on the following page may be restricted by law in certain jurisdictions. All persons who wish to access this information and documents should first ensure that they are not subject to local laws or regulations that prohibit or restrict their right to access such information and documents and observe any such prohibitions or restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. The Company assumes no responsibility if there is a violation of applicable laws or regulations by any person.
The allocation of shares of the Company to Vivendi SE’s shareholders as part of the contemplated Partial Demerger is expected to be carried out in circumstances that do not constitute an “offer of securities to the public” within the meaning of Regulation (EU) 2017/1129 of 14 June, 2017, as amended, or the UK Retained Regulation (EU) 2017/1129.
The Company’s shares have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended.
I have read and understood the foregoing, and by continuing reading the information and accessing the documents available on the following page I hereby agree to the foregoing and to comply with all of the above restrictions.