Activision Blizzard (ATVI)

Business Combination Agreement with Activision, Inc. (“Activision”)

Subsequent to June 30, 2008, the previously announced business combination (the “Business Combination,” pursuant to the “Business Combination Agreement,” signed by Vivendi and Activision to combine Vivendi Games with Activision) has been consummated.  Under the terms of the agreement, a wholly owned subsidiary of Activision merged with and into Vivendi Games on July 9, 2008, and Activision was renamed Activision Blizzard.  In the Business Combination, the shares of Vivendi Games owned by Vivendi have been converted into 295.3 million new shares of Activision Blizzard’s common stock.  Concurrent with the Business Combination, which occurred on July 9, 2008, Vivendi purchased 62.9 million newly issued shares of Activision Blizzard’s common stock at a price of $27.50 per share for a total of approximately $1.731 billion in cash. Following the consummation of the Business Combination, Vivendi owned approximately 54% of Activision Blizzard’s issued and outstanding common stock. Upon closing, all pre-existing arrangements, other than licenses entered into the ordinary course of business with Vivendi or Vivendi’s affiliates, have been terminated.

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Business Combination Agreement with Activision, Inc. (“Activision”)

On December 1, 2007, Vivendi signed a definitive business combination agreement (“BCA”) with Activision to combine Vivendi Games with Activision. Under the terms of the agreement, a wholly owned subsidiary of Activision will be merged with and into Vivendi Games. In the merger, shares of Vivendi Games will be converted into 295.3 million new shares of Activision common stock. Concurrent with the merger, Vivendi will purchase 62.9 million newly issued shares of Activision common stock at a price of $27.50 per share for a total of $1.7 billion in cash. As a result of these transactions, Vivendi will own approximately 52% of the new combined entity, Activision Blizzard, on a fully diluted basis. This transaction is subject to the approval of Activision’s stockholders and the satisfaction of customary closing conditions, as well as the receipt of regulatory approvals under the Hart-Scott-Rodino Antitrust Improvements Act and the European Union merger control regulations (both of which have already occurred). Upon closing, all pre-existing arrangements, other than licenses entered into the ordinary course of business with Vivendi or Vivendi’s affiliates, will be terminated.

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Business Combination Agreement with Activision, Inc. (“Activision”)

On December 1, 2007, Vivendi signed a definitive business combination agreement (“BCA”) with Activision to combine Vivendi Games with Activision. Under the terms of the agreement, a wholly owned subsidiary of Activision will be merged with and into Vivendi Games. In the merger, shares of Vivendi Games will be converted into 295.3 million new shares of Activision common stock. Concurrent with the merger, Vivendi will purchase 62.9 million newly issued shares of Activision common stock at a price of $27.50 per share for a total of $1.7 billion in cash. As a result of these transactions, Vivendi will own approximately 52% of the new combined entity, Activision Blizzard, on a fully diluted basis. This transaction is subject to the approval of Activision’s stockholders and the satisfaction of customary closing conditions, as well as the receipt of regulatory approvals under the Hart-Scott-Rodino Antitrust Improvements Act and the European Union merger control regulations (both of which have already occurred). Upon closing, all pre-existing arrangements, other than licenses entered into in the ordinary course of business with Vivendi or Vivendi’s affiliates, will be terminated. Such impacts are further described in Note 15 Subsequent Events.

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