Consortium to Buy Nielsen for $10 Billion

Nielsen Holdings NLSN 20.31%

PLC agreed to sell itself to a group of private-equity firms in a deal that values ​​the media-measurement company at around $10 billion, resurrecting a deal after talks fell apart last week.

A consortium led by Elliott Management Corp.’s private-equity arm and Brookfield Asset Management Inc.

agreed to pay $28 a share for the company, or $16 billion including debt, Nielsen said Tuesday.

The Wall Street Journal reported earlier Tuesday that the two sides were close to such a deal.

Nielsen had been in advanced talks with the buyout firms to go private in a deal that would have valued the company at $25.40 a share. But Nielsen rejected the deal March 20.

It said WindAcre Partnership LLC, a Houston investment firm that has a roughly 10% stake in the company and an additional 14% through swaps, told the company it would buy a large enough stake to block the transaction if completed.

WindAcre was notified of the new deal ahead of time but hasn’t indicated whether it supports it, people familiar with the matter said. WindAcre declined to comment Tuesday.

The new deal price represents a roughly 60% premium to Nielsen’s share price before The Wall Street Journal reported a deal was in the works earlier in March. Nielsen shares rose sharply after that and remained elevated after the talks fell apart. Nielsen shares jumped 20% on Tuesday, closing at $26.72.

The deal is fully financed and includes a 45-day “go-shop” period, which allows Nielsen to solicit offers from other bidders during that period.

Nielsen measures US TV ratings, which provide audience estimates that networks use to sell commercial time and reassure advertisers they got what they paid for. Its hold has been loosening as streaming gains steam and traditional broadcast and cable TV lose viewers. While the New York-based company has introduced metrics for streaming in recent years, it is one of many players in that field.

Elliott has owned a stake in Nielsen since 2018, when it called for the company to explore a sale. The following year, Nielsen said it would spin off part of its business to create two separate, public companies: Global Connect, a market-analytics operation that measures retail and consumer behavior, and the core media business.

Global Connect was sold last year to private-equity firm Advent International Corp. for nearly $3 billion and is now known as NielsenIQ.

Toronto-based Brookfield has a presence in more than 30 countries and about $690 billion in assets under management across alternative investment strategies such as buyouts, real estate, infrastructure and private credit.

Elliott, which has about $52 billion under management, is best known for its activist investing but has more recently been active in private equity. It is doing the deal through its private-equity arm, Evergreen Coast Capital Corp.

In January, Evergreen Coast agreed with a partner to buy cloud-computing company Citrix Systems Inc.

in what is the third-largest deal announced so far this year, according to Dealogic.

The Nielsen deal is among the largest announced so far this year. A slowdown in merger volumes driven by market volatility has curtailed the number of big deals getting signed.

Write to Cara Lombardo at cara.lombardo@wsj.com

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Appeared in the March 30, 2022, print edition as ‘Nielsen Accepts $10 Billion Takeover Bid.’

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