Nielsen board accepts $16bn takeover offer

The agreement, which values Nielsen at $28 per share, would be an all-cash transaction, including assumption of debt.

Nielsen’s board of directors voted unanimously to support the acquisition, which is a 10% rise on the consortiums’ previous proposal and a 60% premium over the firm’s unaffected stock price on 11th March 2022.

The consortium has secured fully committed debt and equity financing, including an approximately $5.7 billion equity commitment. There are no financing conditions to the closing of the transaction.

The transaction is subject to approval by Nielsen shareholders, regulatory approvals, consultation with the works council and other customary closing conditions. The transaction will also be subject to UK court approval pursuant to a scheme of arrangement.

If the closing conditions are met, the transaction is expected to close in the second half of 2022.

Nielsen said it no longer intends to commence share repurchases under the board’s previously approved strategy.

James Attwood, chairperson of Nielsen’s board of directors, said: “After a thorough assessment, the board determined that this transaction represents an attractive outcome for our shareholders by providing a cash takeout at a substantial premium, while supporting Nielsen’s commitment to our clients, employees and stakeholders.

“The consortium sees the full potential of Nielsen’s leadership position in the media industry and the unique value we deliver for our clients worldwide.”

Managing partner Jesse Cohn and senior portfolio manager Marc Steinberg, on behalf of Evergreen and Elliott, said: “Having first invested in Nielsen nearly four years ago, we have a unique appreciation for the company’s ongoing relevance to the global, digital-first media ecosystem.

“Today’s outcome represents a significant win for Nielsen’s shareholders and for the business itself, as our multibillion-dollar investment will help Nielsen reinforce its transformation at this critical inflection point.”

Dave Gregory, managing partner at Brookfield Business Partners, said: “Nielsen is deeply embedded in the media ecosystem and a trusted service provider to its customers.

“As a private company, Nielsen will be even better positioned to deliver the best measures of consumers’ rapidly changing behaviours across all channels and platforms.”