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2022-03-29 18:33

Nielsen Holdings Inc. stock closed 20% up after the company reported that it has struck a deal to be purchased by a private equity consortium led by Evergreen Coast Capital Corporation which is an offshoot of Elliott Investment Management L.P., and Brookfield Business Partners, along with institutional partners, for $28 per share in an all-cash transaction worth an estimated $16 billion, including debt assumption.

Nielsen Holdings Inc. is an information, data, and market Measurement Company based in the United States. Nielsen employs around 44,000 workers globally and serves in over 100 countries.

Details of the agreement
The Nielsen Board of Director collectively approved the acquisition offer, which reflects a 10% premium over the Consortium's previous offer and a 60% premium over Nielsen's unaffected stock price as of March 11, 2022, the last trading day before market speculation about a possible transaction began.

The Board made this decision after conducting a thorough evaluation of the proposal with the help of independent financial and legal consultants. James A. 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 has obtained fully committed debt and equity funding, including an equity commitment of about $5.7 billion from Evergreen and Brookfield. The conclusion of the transaction is not subject to any financial conditions.

The deal is pending to shareholder approval, regulatory approvals, works council consultation, and other usual closing conditions. The deal will also need to be approved by a UK court as part of a scheme of arrangement.

Deal to close in the back half of 2022
However, the parties may choose to execute the transaction based on an agreed-upon tender offer, as stipulated in the agreement. The deal is scheduled to close in the second half of 2022 if the closing criteria are met. The Managing Partner Jesse Cohn and Senior Portfolio Manager Marc Steinberg on behalf of Evergreen and Elliott stated:

"After months of deep market analysis, industry diligence and management reviews, we are firmly convinced that Nielsen will continue to be the gold standard for audience measurement as it executes on the Nielsen ONE roadmap."

However, the Company no longer plans to use the Board's pre - approval authorization to begin stock repurchases.

Including the price action on Tuesday, the stock that currently trades at a PE multiple of 17.48 is up 60% in less than a month. Nielsen Holdings not has a market cap of $9.61 billion.