Nielsen has agreed to acquire all of the outstanding common
stock of Arbitron for $48 per share in cash, representing a premium of
approximately 26 percent to Arbitron’s closing price on December 17, 2012.
Nielsen has a financing commitment for the total transaction amount. The
transaction has been approved by the boards of both companies and is subject to
customary closing conditions, including regulatory review.
“U.S.
consumers spend almost 2 hours a day with radio. It is and will continue to be
a vibrant and important advertising medium,” Nielsen’s chief executive, David
Calhoun, said in a statement. “Arbitron will help Nielsen better solve for
unmeasured areas of media consumption, including streaming audio and
out-of-home. The high level of engagement with radio and TV among rapidly
growing multicultural audiences makes this central to Nielsen`s priorities.”
Together, Nielsen and Arbitron generated total revenues of
$6.0 billion and combined pro forma adjusted EBITDA of $1.7 billion based on
the 12 months ended September 30, 2012. The combined assets will support
Nielsen's strong cash flow characteristics and will enable continued investment
in growth initiatives. Excluding estimated transaction costs and purchase
accounting adjustments, the acquisition is expected to be approximately $0.13
accretive to adjusted EPS 12 months after the close and approximately $0.19
accretive to adjusted EPS 24 months after the close. Cost synergies associated
with the acquisition are expected to be at least $20 million and will be
largely driven by the integration of technology platforms and data acquisition
efforts.
Nielsen today announced it has signed a definitive agreement to acquire Arbitron. fb.me/1pC6ps4TY
— Arbitron Inc. (@ArbitronInc) December 18, 2012
Nielsen Media Research was founded by Arthur Nielsen, who
was a market analyst whose career had begun in the 1920s with brand advertising
analysis and expanded into radio market analysis during the 1930s, culminating
in Nielsen ratings of radio programming, which was meant to provide statistics
as to the markets of radio shows.
In 1950, Nielsen moved to television,
developing a ratings system using the methods he and his company had developed
for radio. That method has since become the primary source of audience
measurement information in the television industry around the world.
Tom's Take: Consolidation (survival) continues and with it comes lay-offs.
Tom's Take: Consolidation (survival) continues and with it comes lay-offs.
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