Filing Details

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13D/A

Under the Securities Exchange Act of 1934

(Amendment No. 19)*

 

 

Telecom Italia S.p.A.

(Name of Issuer)

Ordinary Shares with no nominal value

(Title of Class of Securities)

87927W10

(CUSIP Number)

George E. Bushnell III, Esq.

Senior Vice President and Deputy General Counsel

Vivendi S.A

1755 Broadway

New York, New York 10019

Telecopy: (212) 445-3812

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

April 5, 2018

(Date of Event which Requires Filing of this Statement)

 

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.  ☐

 

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

 

 

 

*	The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

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1.		Names of Reporting Person. I.R.S. Identification Nos. of above persons (entities only)   Vivendi S.A.
2.		Check the Appropriate Box if a Member of a Group (See Instructions) (a)  ☐        (b)  ☐
3.		SEC Use Only
4.		Source of Funds (See Instructions)   WC, AF
5.		Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)   ☐
6.		Citizenship or Place of Organization   France
Number of Shares Beneficially Owned by Each Reporting Person With				7.		Sole Voting Power   3,640,109,990
				8.		Shared Voting Power   0
				9.		Sole Dispositive Power   3,640,109,990
				10.		Shared Dispositive Power   0
11.		Aggregate Amount Beneficially Owned by Each Reporting Person   3,640,109,990
12.		Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   ☐
13.		Percent of Class Represented by Amount in Row (11)   23.943%
14.		Type of Reporting Person (See Instructions)   HC

 

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This Amendment No. 19 (this Amendment) amends and supplements the Schedule 13D filed on July 1, 2015 (the Original Filing), as amended by Amendment No. 1 filed on October 5, 2015 (Amendment No. 1), Amendment No. 2 filed on October 23, 2015 (Amendment No. 2), Amendment No. 3 filed on December 17, 2015 (Amendment No. 3), Amendment No. 4 filed on January 20, 2016 (Amendment No. 4), Amendment No. 5 filed on February 19, 2016 (Amendment No. 5), Amendment No. 6 filed on March 1, 2016 (Amendment No. 6), Amendment No. 7 filed on March 11, 2016 (Amendment No. 7), Amendment No. 8 filed on May 10, 2016 (Amendment No. 8), Amendment No. 9 filed on May 20, 2016 (Amendment No, 9), Amendment No, 10 filed on November 22, 2016 (Amendment No. 10), Amendment No. 11 filed on December 6, 2016 (Amendment No. 11), Amendment No. 12 filed on December 7, 2016 (Amendment No. 12) Amendment No. 13 filed on April 14, 2017 (Amendment No. 13), Amendment No. 14 filed on May 10, 2017 (Amendment No. 14), Amendment No, 15 filed on June 2, 2015 (Amendment No, 15), Amendment No. 16 filed on July 31, 2017 (Amendment No. 16), Amendment No. 17 filed on October 2, 2017 (Amendment No. 17) and Amendment No. 18 filed on March 26, 2018 (Amendment No. 18, and together with the Original Filing and Amendment Nos. 1 through 17, the Schedule 13D) by the Filing Person relating to the ordinary shares, without nominal value (the Shares), of Telecom Italia S.p.A., a company formed under the laws of the Republic of Italy (the Issuer or the Company). Information reported in the Schedule 13D remains in effect except to the extent that it is amended, supplemented, restated or superseded by information contained in this Amendment. Each capitalized term used herein but not defined in this Amendment shall have the meaning assigned to such term in the Schedule 13D.

Item 4. Purpose of the Transaction

Item 4 is hereby amended and supplemented by the addition of the following:

On April 5, 2018, the Reporting Person submitted to the Issuer the following slate of candidates which it is seeking to have appointed as members of the Issuers new Board of Directors to be elected at the Issuers Ordinary Shareholders Meeting scheduled to be held on May 4, 2018:

 

Amos Genish

 

Arnaud de Puyfontaine

 

Franco Bernabè

 

Marella Moretti

 

Frédéric Crépin

 

Michele Valensise

 

Giuseppina Capaldo

 

Anna Jones

 

Camilla Antonini

 

Stéphane Roussel

This list includes three candidates who are employees of Vivendi (Messrs. de Puyfontaine, Crépin and Roussel) and five candidates (Mses. Moretti, Capaldo, Jones, Antonini, and Mr. Valensise) who are fully independent under the terms of the relevant Italian corporate governance regulations.

Please see Exhibit 1 for more details.

 

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Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that this information set forth in this statement is true, complete and correct.

Dated: April 9, 2018

 

 

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SCHEDULE I-A

The name and present principal occupation or employment (and the name, principal business and address of any corporation or other organization in which such employment is conducted) of each director of Vivendi are set forth below.

Unless otherwise specified, each person listed below is a citizen of France.

 

Name		Present principal occupation or employment		Principal Business Address and Citizenship (if other than France)
Management Board
Arnaud de Puyfontaine		Chairman of the Management Board and CEO, Vivendi		42, avenue de Friedland, 75008 Paris, France
Gilles Alix		Chief Executive Officer, Bolloré Group and Senior Vice President responsible for inter-group coordination at Vivendi		42, avenue de Friedland, 75008 Paris, France
Cédric de Bailliencourt		Chief Financial Officer, Bolloré Group and Senior Vice President responsible for investor relations and inter-group financial communications at Vivendi		42, avenue de Friedland, 75008 Paris, France
Stéphane Roussel		Chief Operating Officer, Vivendi and Chief Executive Officer, Gameloft SE		42, avenue de Friedland, 75008 Paris, France
Frédéric Crépin		Senior Executive Vice President and Group General Counsel, Vivendi		42, avenue de Friedland, 75008 Paris, France
Simon Gillham		Chairman of Vivendi Village, Senior Executive Vice President, Communications, Vivendi		42, avenue de Friedland, 75008 Paris, France
Supervisory Board
Vincent Bolloré		Chairman of the Supervisory Board, Vivendi		42, avenue de Friedland, 75008 Paris, France
Philippe Bénacin		Vice Chairman of the Supervisory Board, Co-Founder and Chairman and Chief Executive Officer, Interparfums SA		4, rond-point des Champs-Élysées 75008 Paris France
Tarak Ben Ammar		Chairman of the Board and Managing Director, Quinta Communications		32-34, rue Poussin, 75016 Paris France Tunisian citizen
Yannick Bolloré		Chairman and Chief Executive Officer, Havas Group		29/30, quai de Dion Bouton Puteaux Cedex 92800 France
Paulo Cardoso		Assistant Treasurer, Vivendi		42, avenue de Friedland, 75008 Paris, France
Dominique Delport		Global Managing Director and Chief Client Officer, Havas		29/30, Quai de Dion-Bouton, 92800 Puteaux, France
Véronique Driot-Argentin		Training Manager, Vivendi		42, avenue de Friedland, 75008 Paris, France
Aliza Jabès		Chairwoman, Nuxe group		19, rue Péclet, 75015 Paris, France
Cathia Lawson-Hall		Senior Banker and Head of Financial Institutions Group for Africa, Société Générale		17, Cours Valmy 92800 Paris La Défense 7, France
Sandrine Le Bihan		Group Company Directory and Database Manager, Vivendi		42, avenue de Friedland, 75008 Paris, France
Virginie Morgon		Chief Operating Officer, Eurazeo		1, rue Georges Berger, 75017 Paris France
Katie Stanton		Chief Marketing Officer, Color Genomics		1801 Murchison Dr #128, Burlingame, CA 94010, USA American citizen