Nielsen rejects $15B acquisition deal, shares drop 16%

Nielsen announced today it won’t be proceeding with the $15 billion acquisition deal backed by Elliott Management and other private equity firms.

The transaction, which values the company at $25.40 per share, “does not adequately compensate shareholders for Nielsen's growth prospects,” according to Nielsen. WindAcre, one of Nielsen’s largest shareholders, comprehensively reviewed the deal with Nielsen under a confidentiality agreement.

The company’s shares dropped 16% after the news broke out, according to ABC News, and are now valued at $20.52 per share.

WindAcre floated the possibility of joining the consortium intending to buy Nielsen, an offer WindAcre later declined. WindAcre informed Nielsen it would oppose the transaction and that if Nielsen were to accept the bid, WindAcre intended to buy out the shares needed to prevent the transaction’s approval.

Nielsen’s board of directors and WindAcre agree the consortium’s proposal “significantly undervalues the company,” said James A. Attwood, chairperson of Nielsen’s board, in a statement. “Further reflecting our confidence in the company, we plan to commence share repurchases, which we expect to be an important element of our ongoing balanced capital allocation strategy."

Share repurchases, under Nielsen’s previously approved $1 billion share repurchase authorization, are set to begin April 21 following Q1 2022 earnings.

Elliott Management, the firm that led the acquisition deal, has been a Nielsen stockholder since 2018. It has previously pushed Nielsen to explore a potential sale, amid industry scrutiny for Nielsen to update its measuring methodology.

The Media Rating Council (MRC) suspended Nielsen’s industry accreditations last year, on account of Nielsen’s delays and operational issues in implementing broadband-only homes to its local markets. Following MRC’s ruling, a Disney spokesperson told Deadline the company is “increasingly concerned with inaccuracies and irregularities” in Nielsen data.

Despite fallen shares and industry backlash, Nielsen is moving forward in updating its ratings model. Nielsen is on track to deliver Nielsen ONE, a cross-media platform providing enhanced reach and frequency metrics, sometime this year.