Vivendi said it would also pay Vodafone an extra 200 million euros, reflecting the generation of cash between January and July 2011.
The deal caps months of talks between the two telecom giants and puts an end to their roughly decade-long partnership in Europe’s third-biggest telecom market in terms of revenue.
With the accord, Vivendi CEO Jean-Bernard Levy delivers on his top M&A priority, creating a new-look Vivendi with higher cash flows, more exposure to telecoms and its mature home market of France.
“The transaction will create a significant increase in Vivendi’s adjusted net income, enabling us to raise the dividend to our shareholders,” said Levy in a statement.
For Vodafone, the SFR deal is the largest sale it has done to date as part of its strategy to sell the minority stakes it does not control and retrench after a decade-long international expansion.
Responding to investor pressure to clean up its portfolio, Vodafone has already sold its minority stake in China Mobile and begun a sale process of the nearly 25 percent it owns of Poland’s Polkomtel.
Vivendi and Vodafone agreed on a price that puts SFR at an enterprise value of 6.2 times 2010 EBITDA.
Analysts are likely to see that as a good outcome for Vodafone, which has been signaling since last year that it wanted about six times EBITDA for its stake.
In its statement, Vodafone said it would return 4.5 billion euros of the net proceeds to shareholders, or nearly 60 percent, by way of a share buy-back. The rest of the proceeds would go to reducing the group’s debt.
For Vivendi, the price tag for SFR is also likely to allow it to keep its current credit rating, something its CEO had long pledged to preserve. Fitch Ratings earlier this year said it could pay up to 6.5 times EBITDA without affecting its rating.
Vivendi will pay for the SFR deal in cash, using proceeds from selling its 20 percent holding in NBC Universal and the settlement from an ownership dispute over a Polish telecom operator.
Both companies said in separate statements on Sunday that the deal was expected to close by the end of June 2011 and was subject to regulatory approval.
They also said they would continue to work together as “commercial partners” for three years, in a reference to what is likely a roaming agreement between the two groups.
With the SFR deal behind them, Vivendi and Vodafone both have some key decisions to make on further M&A strategy.
Given the level of debt that Vivendi will likely hold after the SFR buyout, analysts and portfolio managers say the company will likely have to take a breather on further large acquisitions in the coming years.
But one more deal may be on the horizon. If it still has money left over or the capacity to borrow after buying SFR, Vivendi could make an offer to buy Lagardere’s 20 percent stake in pay-TV business Canal+.
Lagardere was in the process of doing an initial public offering of the stake, valued by analysts at 900 million to 1.25 billion euros, but put it on hold because of market volatility after Japan was struck by an earthquake and tsunami on March 11.
Vivendi CEO Levy had long said that SFR was his priority and that buying out Lagardere’s stake was less strategic to the group. But with SFR now done and the IPO on hold, talks could resume between Lagardere and Vivendi.
For its part, Vodafone still has a couple of areas that need resolving as it cleans up its portfolio. It recently sold its interests in Japanese carrier SoftBank and agreed to buy out its Indian joint venture partner Essar, with which it had an often fractious relationship.
In Poland, binding bids for its stake in Polkomtel are due in early May, people familiar with the matter said last week.
In the US, Vodafone is also nearing a deal to resolve a long-standing issue where it has not received a dividend from its Verizon Wireless joint venture for several years.
“Our board remains committed to realising maximum value from our non-controlled assets,” said Vodafone CEO Vittorio Colao in a statement.
