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Annual Report 2017 ANNUAL REPORT WorldReginfo - abe7a544-37d0-4eb5-881f-6c32f4b6c3aa The Annual Report in English is a translation of the French Document de référence provided for information purposes. This translation is qualified in its entirety by reference to the Document de référence. The Annual Report is available on the Company’s website www.vivendi.com II –— VIVENDI –— ANNUAL REPORT 2017 –— WorldReginfo - abe7a544-37d0-4eb5-881f-6c32f4b6c3aa CONTENT QUESTIONS FOR VINCENT BOLLORÉ AND ARNAUD DE PUYFONTAINE 02 PROFILE OF THE GROUP AND ITS BUSINESSES — FINANCIAL COMMUNICATION, 04 1 TAX POLICY AND REGULATORY ENVIRONMENT — RISK FACTORS 1. Profile of the Group and its Businesses 06 2. Financial Communication, Tax policy and Regulatory Environment 37 3. Risk Factors 41 NON-FINANCIAL 44 2 PERFORMANCE 1. Strategy and challenges 46 2. Ensuring Group compliance 59 3. CSR commitments 62 4. Tables of indicators 89 5. Concordance table 100 6. Verification of non‑financial data 102 CORPORATE GOVERNANCE OF VIVENDI — COMPENSATION OF CORPORATE OFFICERS 3 OF VIVENDI — GENERAL INFORMATION ABOUT THE COMPANY — INTERNAL CONTROL 108 AND RISK MANAGEMENT 1. Corporate Governance of Vivendi 110 2. Compensation of Corporate Officers of Vivendi 141 3. General information about the company 169 4. Internal control and risk management 181 FINANCIAL REPORT — STATUTORY AUDITORS’ REPORT ON THE CONSOLIDATED FINANCIAL 4 STATEMENTS — CONSOLIDATED FINANCIAL STATEMENTS — STATUTORY AUDITORS’ 188 REPORT ON THE FINANCIAL STATEMENTS — STATUTORY FINANCIAL STATEMENTS Key consolidated financial data for the last five years 190 I ‑ 2017 Financial Report 191 II ‑ Appendix to the Financial Report 216 III ‑ Audited Consolidated Financial Statements for the year ended December 31, 2017 218 IV ‑ Unaudited supplementary financial data: Vivendi’s interest in Telecom Italia 318 V ‑ 2017 Statutory Financial Statements 323 RECENT EVENTS 362 5 OUTLOOK 1. Recent Events 364 2. Outlook 365 RESPONSIBILITY FOR AUDITING 366 6 THE FINANCIAL STATEMENTS 1. Responsibility for Auditing the Financial Statements 368 II –— VIVENDI –— ANNUAL REPORT 2017 –— –— VIVENDI –— ANNUAL REPORT 2017 –— 01 WorldReginfo - abe7a544-37d0-4eb5-881f-6c32f4b6c3aa QUESTIONS À QUESTIONS FOR VINCENT BOLLORÉ AND ARNAUD DE PUYFONTAINE acquired the Dailymotion platform and repos­ itioned it to create a new digital showcase for our content. Our group has also joined forces with several telecom operators and platforms to maximize the reach of its distribution networks. In 2017, a third building block – communications – was added to this structure, via Havas. Havas possesses unique creative expertise in promot­ ing free content and producing short formats, which are increasingly viewed on mobile devices. How should Vivendi’s 2017 results be interpreted? Arnaud de Puyfontaine: 2017 was a year of growth for Vivendi. At constant currency and perimeter, revenues rose by 4.9% and EBITA by 23.1%, as announced. This growth was driven by the strong operating and financial performance of our main businesses. In the music segment, UMG posted its best results in 15 years and its artists enjoy widespread exposure across all listening platforms, particularly streaming. VINCENT BOLLORÉ UMG’s 2017 agreements with Spotify, Tencent, Chairman of the Supervisory Board YouTube and Facebook provide new opportunities to better monetize its content. In the audiovisual business, the Canal+ transformation plan in France has begun to bear fruit. New subscription offerings have led to a resumption of sales growth and a steady decline in cancellations. In other markets, especially Africa, where the “THE CLEAR AND AMBITIOUS STRATEGY subscriber base recently topped 3.4 million, Canal+’s pay­TV operations continue to perform THAT WAS SET IN MOTION THREE YEARS AGO well. 2017 was also marked by the acquisition of global communications group Havas, which has already had an accretive €111 million effect HAS BEEN SUCCESSFULLY EXECUTED.” on Vivendi’s EBITA. Finally, we have continued to invest in businesses with long­term growth and value­creation potential, such as Dailymotion, Vivendi Village and Vivendi Content. How far along is Vivendi in implementing its strategy? What are the challenges in 2018? Vincent Bolloré: Since 2014, we have been Arnaud de Puyfontaine: These strong focused on building a world­class content, results are just the first step and we remain media and communications group with European focused on implementing our operational road roots. The clear and ambitious strategy that was map. 2018 is set to be just as eventful and exciting set in motion three years ago has been success­ as 2017. Vivendi is firmly on track to new mile­ fully executed by the Management Board. First, stones in its development. Our businesses all in content creation, we own powerful, comple­ face big challenges from this year on: UMG must mentary assets in music (UMG), mobile games find new monetization options for its content and (Gameloft) and movies/series (Canal+ Group), boost its presence in emerging markets; Canal+ which are the three most popular forms of needs to continue implementing its transforma­ entertainment content in the world today. tion plan in France and maintain the upward Second, in the distribution market, we have trend of its pay­TV operations abroad; Gameloft 02 –— VIVENDI –— ANNUAL REPORT 2017 –— WorldReginfo - abe7a544-37d0-4eb5-881f-6c32f4b6c3aa must create the next mobile game blockbuster; Dailymotion has to complete the roll­out of its new platform worldwide; Vivendi Village must expand its network of CanalOlympia venues in Africa, and so on. And, of course, we will make sure Havas can accelerate its integration into the group and promote joint projects between our different businesses. It remains our ambition to devise a business plan capable of creating significant value over time. Value creation, used here in a broad sense, involves all Vivendi stakeholders, and is aligned with our corporate social responsibility (CSR) commitments. Has Vivendi become an integrated industrial group? Vincent Bolloré: Within a period of three years, Vivendi has evolved from being a finan­ cial company with equity interests in various sectors to being an integrated industrial group with a repository of creative talent and collect­ ive potential. It is a revolution in our corporate culture. In concrete terms, this means that our ARNAUD DE PUYFONTAINE Chairman of the Management Board businesses now work together so that they create more value. The complex, compartmentalized organization of yesterday has become more collective, streamlined and economical. This integration is all the more necessary given the digital revolution­led convergence of content and networks, which is providing new collaboration opportunities for our businesses. The various initiatives recently undertaken in relation to the Paddington franchise are a perfect example: “2018 IS SET TO BE JUST AS EVENTFUL Studiocanal produced and distributed the Paddington 2 movie; UMG composed the AND EXCITING AS 2017. VIVENDI IS soundtrack; Gameloft created a mobile game inspired by the film and Havas helped promote FIRMLY ON TRACK TO REACH NEW the movie through several media campaigns. We plan to undertake more initiatives like these in the future. Together, we will leverage our MILESTONES IN ITS DEVELOPMENT.” strengths and pursue our development objectives, especially in Southern Europe, Asia and Africa. Due to its strong financial position, extremely low debt and core shareholder – the Bolloré Group, which is capable of providing long­term stability – Vivendi has the means to achieve its ambitious goals.• 02 –— VIVENDI –— ANNUAL REPORT 2017 –— –— VIVENDI –— ANNUAL REPORT 2017 –— 03 WorldReginfo - abe7a544-37d0-4eb5-881f-6c32f4b6c3aa U2 EXPERIENCE + INNOCENCE 1 Profile of the group and its businesses, Financial Communication, Tax Policy and Regulatory Environment, Risk Factors 04 –— VIVENDI –— ANNUAL REPORT 2017 –— WorldReginfo - abe7a544-37d0-4eb5-881f-6c32f4b6c3aa UNIVERSAL MUSIC GROUP PROFILE OF THE GROUP 06 FINANCIAL COMMUNICATION, 37 AND ITS BUSINESSES TAX POLICY AND REGULATORY ENVIRONMENT 1.1. Simplified Economic Organization Chart of the Group 06 2.1. Financial Communication 37 1.2. Key Figures 08 2.2. Tax Policy 38 1.3. 2017 Highlights 10 2.3. Insurance 39 1.4. Strategy 12 2.4. Investments 39 1.5. Businesses 16 2.5. Seasonality of Group Businesses 40 1.6. Holdings 36 2.6. Raw Materials 40 RISK 41 FACTORS Legal Risks 41 Risks Associated with the Group’s Operations 42 04 –— VIVENDI –— ANNUAL REPORT 2017 –— –— VIVENDI –— ANNUAL REPORT 2017 –— 05 WorldReginfo - abe7a544-37d0-4eb5-881f-6c32f4b6c3aa PROFIL DU GROUPE ET SES MÉTIERS PROFILE OF THE GROUP AND ITS BUSINESSES 1 1.1. SIMPLIFIED ECONOMIC ORGANIZation CHART OF THE GROUP SECTION 1. PROFILE OF THE GROUP AND ITS BUSINESSES 1.1. SIMPLIFIED ECONOMIC ORGANIZATION CHART OF THE GROUP Percentage of controlling interest as of December 31, 2017 100% 100% 100% Universal Canal+ Havas Music Group Group Recorded Canal+ Havas Music Creative Group UMG (France) Music Canal+ Havas Publishing International Media Group UMPG (International) Merchandising Studiocanal Havas Bravado (Motion Pictures) Health & You 06 –— VIVENDI –— ANNUAL REPORT 2017 –— WorldReginfo - abe7a544-37d0-4eb5-881f-6c32f4b6c3aa PROFILE OF THE GROUP AND ITS BUSINESSES 1.1. SIMPLIFIED ECONOMIC ORGANIZation CHART OF THE GROUP 1 100% 100% 100% 100% Gameloft Vivendi Vivendi Dailymotion Holdings Village Content 31.4% 28.80% Dailymotion Gameloft SE Banijay Ticketing Deutschland Mediaset (1) (2) (France) Group
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