May 17, 2018 / 4:40 PM / in 3 months

Vivendi threatens to call new AGM at Telecom Italia to change board

PARIS (Reuters) - French media group Vivendi (VIV.PA) resumed hostilities over Telecom Italia (TLIT.MI) on Thursday with a threat to call a new shareholder meeting to change the Italian company’s board, two weeks after it lost control to U.S. activist fund Elliott.

FILE PHOTO: The Vivendi logo is pictured at the main entrance of the entertainment-to-telecoms conglomerate headquarters in Paris, March 10, 2016. REUTERS/Charles Platiau/File Photo

Vivendi, controlled by French tycoon Vincent Bollore, is Telecom Italia’s top investor with 24 percent of the shares, while Elliott owns close to 9 percent.

Elliott pulled off a boardroom coup at the former state monopoly earlier this month when it won a shareholder vote to appoint 10 independent directors - or two-thirds of seats - to the board, loosening Vivendi’s grip.

In a call with analysts, Vivendi Chief Executive Arnaud de Puyfontaine cited the “risk of a dismantling” of TIM to justify the request for a new general meeting.

Elliott declined to comment.

Elliott and Vivendi have been at loggerheads for more than two months over the former state monopoly, with Elliott accusing Vivendi of serving only its own interests and the French media group saying Elliott was looking only for short-term financial gains.

Beyond a governance overhaul, Elliott has proposed a spin-off and partial sale of the soon-to-be-created network company, a conversion of savings shares, a return to dividends and asset sales.

Vivendi’s tone and threats offered a striking contrast with comments made earlier on Thursday by TIM’s boss Amos Genish, who said he had the full confidence of the board.

“It’s clear (the board support) is there and I feel very comfortable in moving forward with what needs to be done,” Genish told analysts in a post-results call.

“I’m here for the long run.”

Both Elliott and Vivendi have said they supported TIM’s CEO and his strategic plan.

AGNOSTIC ON UMG

Separately, Vivendi said it would review a possible change in the shareholding structure of its wholly-owned music division, following two years of speculation about an potential listing.

Apart from an initial public offering, another option would be to sell a minority stake in Universal Music Group (UMG) to a third-party, de Puyfontaine said.

“We are completely agnostic. We are going to clearly see all the different options,” he said, declining to provide a timeline for the review.

UMG’s sales grew by 4.5 percent at constant currency and perimeter in the first quarter from a year earlier to 1.22 billion euros, the group said.

Sales at UMG accelerated in April, brining the underlying growth to 7.2 percent over the first four months, Vivendi said.

Group sales rose 3.3 percent at constant currency and perimeter to 3.11 billion euros ($3.67 billion).

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($1 = 0.8476 euros)

Reporting by Mathieu Rosemain and Gwenaelle Barzic; Additional reporting by Agnieszka Flak in MILAN; Editing by Laurence Frost and Alexandra Hudson

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