France's utilities conglomerate Vivendi announced on Tuesday a mega-merger that will join together Vivendi, its pay-TV unit Canal Plus, and Seagram Co., the parent company of Universal, to create a new global media and entertainment empire to rival newly formed powerhouses AOL-Time Warner and CBS-Viacom.
After nine months of talks--culminating in board room meetings of all three companies over the weekend--the new deal brings the Montreal-based beverage company under the control of Vivendi in a stock swap worth more than $30 billion.
Under its terms, Seagram shareholders will receive 0.7 Vivendi shares for each Seagram share held, while Canal Plus holders will get two Vivendi shares for each share held. Seagram will also get five of twenty board seats, while Vivendi will hold fifteen, and Canal Plus Chairman Pierre Lescure the remaining seat.
Vivendi has long sought to buy Seagram and its assets, which would unite one of the world's premiere providers of entertainment with the company's growing telecommunications and Internet infrastructure.
Seagram, which owns Universal Studios, Universal Music Group, a stake in the USA cable networks as well as a host of theme parks, will see much of its entertainment-based content distributed via Vivazzi, a new Internet portal launched by Vivendi on Monday. The portal will offer Web access and online services to the group's combined 80 million mobile phone users and pay TV subscribers throughout Europe.
"This is the first company to combine premiere global and local content with next generation digital distribution," said Vivendi Chairman Jean-Marie Messier. "Together we will have an enourmous subscriber base across all of the most popular and fast-growing communications networks and technologies."
Messier will take over as chairman and CEO of the new behemoth, which will now be called Vivendi Universal and have a combined revenue of nearly $55 billion and market capitalization of $100 billion.
As for Seagram CEO Edgar Bronfman Jr., who transformed a family-owned booze business into a major Hollywood player during the '90s, he'll take a back seat to Messier as vice chairman of the combined company and will head the group's music and Internet business.
Vivendi has indicated it will most likely sell off Seagram's beverage business -- including Absolute vodka and Chivas Regal -- to pay off some $7 billion in Seagram debt which the media giant has assumed.
Seagram shareholders aren't worried however. Seagram saw a 46 percent jump in the value of its stock from $53 a share at closing last Tuesday to $77.35 a share after the deal was announced.
Vivendi shareholders haven't fared as well. Company shares fell over 26 percent over worries that absorbing Seagram losses would dilute Vivendi's earnings.