Following the acquisition of a stake in excess of 30%, Vivendi announced an unsolicited mandatory takeover tender offer for Gameloft yesterday evening. Vivendi are offering €6 for all remaining Gameloft shares. This morning the Gameloft board issued a press release calling the offer “hostile” and they have convened a meeting of the Board of Directors to discuss Vivendi’s offer next week.
Vivendi also have a c.14.9% stake in Ubisoft. Yesterday, Ubisoft presented plans to grow substantially over the next 3 years as it looks to fend off a potential takeover by Vivendi. Ubisoft is owned by one of Mr Guillemot (owner of Gameloft)’s four brothers.
If the Gameloft board are not receptive to an offer, there are several “takeover defences” that could be available to them. In 2014, France implemented a range of new measures known as the “Florange Law” in France. Under this law, Gameloft could have the possibility to issue a “poison pill” which has been used to great success in the US as the poison pill will dilute the hostile shareholder’s existing shareholding. Gameloft could also perhaps seek a “white knight” bidder although it remains unclear at this point who (if any) could act as a white knight.
We will look at Gameloft’s Articles of Association in further detail to determine the board composition and if Vivendi can gain a majority of Gameloft’s board in order to push its Offer through if the current Gameloft board prove resistant.