Telecom Italia TIT.MI
Vivendi destroyed value at TIM during its control; shareholders must reject Bolloré's nominees at the March 29 AGM and keep the independent board.
Thesis
After losing the May 2018 shareholder vote, Vivendi is attempting to retake Telecom Italia's board at the March 29, 2019 AGM — a bid Elliott urges shareholders to reject. Elliott argues that Vincent Bolloré's control of Vivendi is structurally misaligned with TIM minorities: $1 of profit at Vivendi is worth ~6x more to Bolloré than $1 at TIM, Vivendi blocked a €1.1bn saving-share conversion to protect its voting stake, and Genish — Vivendi's hand-picked CEO — underperformed and leaked information to Vivendi before being replaced by the independent board. Bolloré's broader empire (Bolloré SA, Vivendi, Havas, Mediobanca) shows a consistent pattern of family boards, opaque compensation, and minority-shareholder erosion. The new independent board and new CEO Luigi Gubitosi are already delivering — a Vodafone tower-sharing JV, potential NetCo separation — and deserve stability, not another proxy war.
SCQA
Telecom Italia is Italy's largest telecom and a strategic national asset; for years Vivendi, controlled by Vincent Bolloré, was its de facto controlling shareholder with a 24% voting stake and a hand-picked board and CEO.
Under Vivendi, TIM's share price fell 54% while peers rose; Bolloré earns roughly 6x more from a dollar of Vivendi profit than TIM profit, driving systematic conflicts, related-party deals, and opposition to value-creating reforms.
Reject the Vivendi slate at the March 29, 2019 AGM, preserve the independent board elected ten months earlier, and give new CEO Luigi Gubitosi the stability to execute the announced strategy.
Shareholders keep the independent governance that has already delivered in 100 days — a Vodafone tower JV, possible NetCo separation, and the basis for TIM to become, in Gubitosi's words, a 'normal company.'
The three reasons
- 1
Vivendi's control of TIM coincided with a 54% share-price drop vs. rising peers
- 2
$1 of profit is worth ~6x more to Bolloré at Vivendi than at TIM — incentives misaligned
- 3
Bolloré's record at Vivendi, Havas, Bouygues shows family boards and minority erosion
Primary demands
- Reject Vivendi's slate of director nominees at the March 29, 2019 AGM
- Preserve the independent Board installed at the May 2018 AGM
- Give new CEO Luigi Gubitosi stability to execute the February 2019 strategic plan
- Allow unconflicted exploration of NetCo separation and Italian telecom consolidation
- Convert TIM saving shares to unlock ~€1.1bn of value for ordinary shareholders
KPIs cited
Pattern membership
Precedents cited
- Bolloré's control playbook at Bouygues, Aegis, and Havas
- Vivendi 2015 Florange Act double-voting entrenchment
- May 2018 TIM AGM: 81% of unaffiliated holders backed Elliott's slate
Composition what's on the 40 slides
Slide gallery ·
Notes
Third Elliott deck in the Vivendi/TIM campaign, produced for the March 29, 2019 special AGM where Vivendi sought to retake board control after losing the May 2018 proxy vote. Unusual posture: activist_defense — Elliott is the incumbent defender protecting the independent board it installed, framing Vivendi/Bolloré as the destructive contrarian trying to claw back control. Three-act SCQA structure ('A Clear Choice' / 'Not Aligned' / 'Unsupportable') on black editorial section dividers with consistent purple-accent palette. Memorable craft moments: the 6x $-per-profit bar (p.16), the annotated Vivendi-control share-price chart (p.9), the 'Friends & Family' board-interlock grid (p.28). Heavy third-party quote stacks (ISS, Glass Lewis, Banca IMI, Credit Suisse, BAML, MSCI ESG, FT, Bloomberg, WSJ, NYT, Reuters) used as credibility scaffolding. Governance-driven thesis, not valuation-driven — no SOP/DCF; only peer-indexed share-price chart functions as 'valuation'. No named human signatory — document is attributed to Elliott Advisors (UK) Limited. Exact cover date within March 2019 not specified; presentation_date approximated as 2019-03-01 from filename. Companion campaign site: www.Time-for-TIM.com.