The mode of operation considered by Vivendi to sell its subsidiary Editis, number two in French publishing, a condition for definitively getting hold of Hachette, is beginning to become clearer. In a confidential information note intended to inform staff, including The world took note, submitted on Friday January 20 to the Social and Economic Committee (CSE), Vivendi details the “listing-distribution” process that it intends to implement. And this despite the hostility of Editis staff to any stock market listing.
First of all, Vivendi wants Editis Holding to be listed in Paris on Euronext Growth, a market intended for SMEs that want to raise capital to finance their growth. This should allow Editis to integrate the twenty first capitalizations of this market, out of the 560 companies which are quoted there and to obtain, according to Vivendi, “much better visibility than on [le marché réglementé] Euronext Paris ». Another advantage, “regulatory constraints” are there “more in line with the nature of these companies, and more flexible”.
For the first time, Vivendi indicates that it has invested “regarding 334 million euros” in Editis since its acquisition, for 829 million euros, at the beginning of 2019. Which includes, “in addition to buying back the debt (…)a hundred million euros both in acquisitions of new subsidiaries and holdings and in modernization of the Interforum platform [l’outil logistique de distribution-diffusion des ouvrages] ».
“Interim dividend”
Vivendi has in fact bought or created publishing houses like “L’Archipel, L’Agrume, Séguier, Philéas, Kotoon, Noise of the world”, or the digital education platform Educlever, specifies the document. The fifty-three Editis houses publish nearly 4,000 new releases a year.
It was to obtain effective control of the Lagardère group (and therefore of its subsidiary Hachette) that Vivendi decided to sell Editis. Renouncing therefore to merge the two main French publishing groups, which the European authorities in charge of competition would undoubtedly have refused. Vivendi holds 57.35% of the capital of Lagardère, but can only exercise 22.46% of its voting rights as long as Brussels has not given the green light to this takeover.
The listing-distribution would consist, for Vivendi, in distributing Editis Holding shares to its shareholders “in the form of an interim dividend for 2022”. “Admission of Editis Holding shares on the Euronext Growth market” would be ” simultaneously “ requested. Euronext will then have to approve an information document containing “the description of risk factors, Editis’ activities, organizational structure, governance, financial situation, etc.”
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