Nielsen Shares Surge As Large Shareholder Seeks Pact With Buyout Firms

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Shares of media-measurement giant Nielsen surged Tuesday after the purveyor of TV ratings said its largest shareholder reached an initial agreement to support a $10 billion buyout of the TV ratings company by a a group of private-equity firms.

Nielsen said it had decided to delay a shareholder vote on a proposal that would have Elliott Management Corp. and Brookfield Asset Management Inc. complete the agreement with WindAcre Partnership LLC, which had previously opposed the deal. WindAcre owns approximately 27% of Nielsen’s shares.

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Under the preliminary agreement, WindAcre would join the group with respect to a portion of its shares and would receive $28 per share — the same price to be paid to all other shareholders — for its remaining shares.  Nielsen said “there can be no assurance that the preliminary agreement will be finalized,” but indicated it would supplement its recent proxy statement about the particulars of the deal to reflect the terms of the new pact. and “will present the transaction to shareholders for approval as expeditiously as possible.”

Shares of Nielsen were up more than 20% Tuesday afternoon, rising $4.85 per share to $27.56.

Nielsen has been under a microscope for months. TV networks and their owners have grown disenchanted with Nielsen’s ability to count viewers who may watch their favorite programs via digital means, on mobile screens on through streaming video. Nielsen has lost industry accreditation for its national TV ratings service, and is working on a new measurement methodology that would tabulate unduplicated cross-stream viewership, but it will not be rolled out in full for several months. Meanwhile, many of the media companies, including NBCUniversal, WarnerMedia and others struck pacts with new measurement vendors to create so-called “alternate currencies” in time for the industry’s next “upfront” ad-sales market. A recent survey by VAB, a trade group representing the TV networks to advertisers, found more than one-quarter of respondents said that between 25% to 49% of their ipfront advertisers will actively use or test a measurement option other than Nielsen’s.

WindAcre, which has also been a significant investor in Amazon and Google, in March said that it “views Nielsen’s intrinsic value to be significantly higher than values proposed by the consortium.”

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