Nielsen, Buyer Reach Deal With Largest Shareholder

Nielsen Holdings PLC’s largest shareholder has reached a tentative agreement to support the $10 billion buyout of the Radio/TV ratings company by a consortium of private-equity firms, reports The Wall Street Journal..

Nielsen said Tuesday it is postponing its shareholder vote on the buyout deal as the consortium, which is led by Elliott Management Corp.’s private-equity arm and Brookfield Asset Management Inc., seek to complete the agreement with WindAcre Partnership LLC, which had previously opposed the deal.

Nielsen agreed in March to sell itself to Elliott and Brookfield. WindAcre, owner of a roughly 27% stake, came out against the deal in April, saying it would vote its shares against the deal, which it argued undervalues the company.

Nielsen said Tuesday that Elliott and Brookfield have reached a preliminary agreement with WindAcre through which the Houston investment firm would join the consortium and remain an investor in the privately held Nielsen with a portion of its shares. The group would pay $28 a share for WindAcre’s remaining stake.

Nielsen said it delayed its special shareholder meeting, which was scheduled for Tuesday, so that the group of investors can complete the deal with WindAcre, though Nielsen said it can’t assure the deal will be completed. It also delayed a court meeting required for approval of the deal.

Shares of Nielsen rose 21% in the premarket to $27.53, nearing the $28 a share that Elliott and Brookfield have agreed to pay for Nielsen.

In April, WindAcre said it believes the intrinsic value of Nielsen is more than $40 a share, and said there is a credible path for the company’s stock price to triple within three years.

Nielsen hold on TV rating 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.