Gibson Dunn, Freshfields Advise on Vivendi's Latest Asset Sale

, The Am Law Daily

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Maroc Telecom deal

Vivendi agreed this week to unload its 53 percent stake in Moroccan phone company Maroc Telecom to Emirates Telecommunications in a $5.7 billion all-cash deal, the latest in a series of asset sales by the French conglomerate as it seeks to focus more on its media businesses.

Abu Dhabi–based Emirates, also known as Etisalat, has been negotiating with Vivendi over the Maroc Telecom stake for several months and pushed back the deadline for reaching an agreement in September. This week's deal follows the $8.2 billion sale of Vivendi's stake in video game maker Activision Blizzard this summer and the company's $765 million sale earlier this year of the Parlophone Label Group to Warner Music Group.

Gibson, Dunn & Crutcher, which has previously advised Vivendi on several major divestitures such as its stake in media giant NBCUniversal, is counseling the Paris-based company on its current deal with Etisalat. Paris-based M&A partners Ariel Harroch and Marie-Charlotte Trebuchet are leading the Gibson Dunn team on the matter, assisted by senior associate Judith-Raoul Bardy and associate Marie-Laure Maertens.

Nadia Kettani from the Kettani Law Firm and Mohamed Hdid from Saaidi Hdid Consultants in Morocco are serving as local counsel to Vivendi on the transaction, which is expected to close in the first quarter of 2014.

Regis Turrini, a former Cleary Gottlieb Steen & Hamilton associate, serves as Vivendi's senior executive vice president of M&A. Former Weil, Gotshal & Manges associate Frederic Crepin heads the company's legal department and is the secretary of its supervisory and management boards. Vivendi's former general counsel, Jean-Francois Dubos, became chairman of the company's management board last year.

The Am Law Daily reported in June on Gibson Dunn's role advising Vivendi on the reduction of its stake in Santa Monica–based Activision Blizzard from 61.1 percent to 12 percent. That deal had become bogged down in litigation prior to last month's ruling by the Delaware Supreme Court, which lifted an injunction blocking Activision's plan to buy back shares from Vivendi, according to sibling publication The Litigation Daily.

With Vivendi mulling a potential breakup in the wake of shedding its Activision and Maroc Telecom holdings, the next unit to go could be Universal Music Group (UMG). Shearman & Sterling and British firm SJ Berwin—which officially merged last week with Asia-Pacific legal giant King & Wood Mallesons—advised Vivendi earlier this year when UMG sold Parlophone to Warner Music. (Parlophone's roster of recording artists includes the Beatles, Coldplay and Radiohead.)

For its part, Etisalat—one of the Middle East's largest companies—has turned to Freshfields Bruckhaus Deringer for outside counsel on its acquisition of the majority stake in Maroc Telecom. M&A partners Herve Pisani and Alan Mason, public law practice head Pascal Cuche and antitrust partner Jerome Philippe are leading a Paris-based team from the Magic Circle firm working on the matter, assisted by associates Pierre-Marie Boya, Karine Debaecker, Edouard Devilder, Didier Boua Doux, Aude Guyon and Sibylle Renard-Payen.

Pisani, a European M&A veteran who joined Freshfields in 2011 from leading French firm Darrois Villey Maillot Brochier, has previously done work for Vivendi.

Moroccan firm Bennani & Associes is serving as local counsel to Etisalat on its effort to take control of Maroc Telecom, which is based in the Moroccan capital of Rabat and 30 percent owned by the country's government following a 2001 privatization deal. Paul Werne serves as group general counsel for Etisalat, while Kamal Shehadi is the company's chief legal and regulatory affairs officer.

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