Delaware Court denies request for preliminary injunction in merger of Activision, Vivendi

By Lisa Kerner

Charlotte, N.C., July 2 - The Delaware Court of Chancery has denied the Wayne County Employees' Retirement System's request for a preliminary injunction relating to Activision, Inc.'s proposed combination with Vivendi Games, Inc., the interactive entertainment business of Vivendi SA, it was announced on Wednesday.

Activision will hold a special meeting of stockholders on July 8 to vote on the transaction and said it expects to close the transaction on or about July 9.

In December, it was reported that Vivendi Games will combine with Activision in an $18.9 billion transaction to create Activision Blizzard.

The deal calls for Vivendi to purchase 62.9 million newly issued shares of Activision common stock for $27.50 each, or $1.7 billion, in cash for a controlling interest in the company, it was previously noted.

Vivendi Games will merge with a wholly owned subsidiary of Activision. Shares of Vivendi Games will be converted into 295.3 million new shares of Activision common stock for some $8.1 billion based on the transaction price of $27.50 per Activision share, according to a prior news release.

Following the transaction's close, Activision Blizzard will launch a $4 billion all-cash tender offer to purchase up to 146.5 million Activision Blizzard shares at $27.50 per share, the companies said.

Vivendi agreed to acquire from Activision Blizzard up to an additional $700 million of newly issued Activision shares at $27.50 per share.

Activision develops, publishes and distributes interactive entertainment and leisure products. The company is located in Santa Monica, Calif.

Vivendi is a digital entertainment company based in Paris. Vivendi Games participates in the subscription-based massively multi-player online role-playing games category.

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