Activision Blizzard (ATVI)

Purchase of Company Stock by Vivendi

        In the event that Vivendi's voting interest equals or exceeds 90%, then, within 60 days following the date upon which Vivendi's voting interest first equals or exceeds 90%, either Vivendi or the Company will commence a tender offer to acquire all shares of Common Stock not owned by Vivendi as of that date, at a price not less than the volume-weighted average closing price per share of Common Stock for the 20 consecutive trading days immediately preceding the trading day immediately preceding the date on which Vivendi's voting interest first equals or exceeds 90%. In the alternative, at any time on or before the Vivendi's voting interest equals or exceeds 90%, Vivendi may, but is not

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obligated to, cause the Company to effect a merger or other business combination pursuant to which the holders of Common Stock, other than Vivendi, receive an amount calculated as described above.

        In lieu of such tender offer, at any time on or before the date upon which Vivendi's voting interest first equals or exceeds 90%, Vivendi may (but is not obligated to) cause the Company to effect a merger or other business combination pursuant to which the holders of shares of Common Stock not owned by Vivendi as of such date will receive, in exchange for their shares, an amount equal to a price not less than the volume-weighted average closing price per share of the Common Stock for the 20 consecutive trading days immediately preceding (but not excluding) the trading day immediately preceding the date upon which the Vivendi voting interest first equals or exceeds 90%.