Consortium Including Elliott in Advanced Talks to Buy Nielsen Holdings

A consortium of private-equity firms including Elliott Management Corp. is in advanced talks to buy TV-ratings company

Nielsen Holdings

NLSN 30.50%

PLC for about $15 billion including debt, according to people familiar with the matter.

Financing talks with a number of banks are progressing and a takeover deal could be completed within weeks, the people said. There is no guarantee there will be a deal, as the talks could still fall apart.

Should there be one, it would be substantial. Nielsen had a market value of $6.2 billion Monday morning and what is known as an enterprise value of more than $11 billion, given its hefty debt load of over $5 billion.

Other details, including potential price per share, couldn’t be learned. Nielsen shares rose more than 30% Monday to $22.85 a share after The Wall Street Journal reported on the talks.

For years, Nielsen has been synonymous with measuring U.S. TV ratings, which provide audience estimates that networks use to sell commercial time and reassure advertisers they got what they paid for. But 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.

The streaming wars might mean you have way more options when it comes to platforms and content for entertainment. But ultimately, paying for all those options is going to look a lot like the high prices you used to pay for your old-school cable package. Photo: Alexandra Cardinale

Nielsen’s shares haven’t performed well as a result. Closing Friday at $17.51, they are down from a high of more than $55 in 2016. They had been on a downward trend for several years when the pandemic’s arrival in early 2020 caused them to plummet. Though they have regained some ground, they are still trading just below where they were before Covid-19.

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.

In April 2020, Elliott entered into a settlement agreement with Nielsen in which the company agreed to add a director and form a finance committee on the board that would oversee strategic plans including the separation. Elliott had a roughly 13% economic interest in Nielsen at the time.

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

Elliott has been increasingly active in private equity, with its private-equity arm, Evergreen Coast Capital Corp., in January agreeing along with a partner to buy cloud-computing company

Citrix Systems Inc.

for $16.5 billion including debt. It was the latest in a recent string of big leveraged buyouts as private-equity firms look to deploy mountains of cash they have accumulated.

Nielsen was previously acquired in 2006 by a group of private-equity firms that included

Blackstone Inc.,

Carlyle Group Inc.,

KKR

& Co. and Thomas H. Lee Partners LP. It went public again in 2011.

Should a deal be completed, it would come as merger volume overall has slowed as a result of market volatility and Russia’s invasion of Ukraine. Global merger activity is down roughly 30% this year compared with the same period in 2021, with roughly $776 billion worth of deals announced, according to Dealogic.

Write to Dana Cimilluca at [email protected] and Cara Lombardo at [email protected]

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Appeared in the March 15, 2022, print edition as ‘Nielsen Is Target of Takeover Talks.’

https://www.wsj.com/articles/consortium-including-elliott-in-advanced-talks-to-buy-nielsen-holdings-sources-say-11647278285

Jinggo B Danuarta

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