VNU Accepts $8.9 Billion Purchase Bid from Private Equity Group

NEW YORK, NY (BRAIN)—Media company VNU agreed yesterday to be bought by a private-equity group for 7.5 billion euros ($8.9 billion U.S.) in cash or 28.75 euros a share ($34.28). Including assumed debt, the value of the deal is 8.6 billion euros ($10.2 billion).

“Based on a long and careful analysis of various alternatives, including remaining a stand-alone company and breaking up the company, we concluded that this transaction best serves the interest of VNU’s shareholders, clients and employees,” said Aad Jacobs, chairman of VNU’s supervisory board. “The all-cash offer provides shareholders with an attractive price that fully reflects the independently assessed fair value of the company.”

The buyer is a consortium of AlpInvest Partners, The Blackstone Group, The Carlyle Group, Hellman & Friedman, Kohlberg Kravis Roberts & Co. and Thomas H. Lee Partners.

VNU chief executive officer Rob van den Bergh, who had previously announced that he would step down from his post, will relinquish his duties upon the closing of the transaction in late May.

The private equity group said it intends to capitalize on VNU’s strengths by “keeping it substantially together as an integrated company” and that it will continue to improve operational efficiency.

VNU said it had received interest from various parties regarding a possible acquisition beginning last December. In January, VNU said it was in talks with the winning bidders as well as Permira Advisors, which later withdrew from the group. At that time, the offer was 28 to 28.50 euros per share.

For the purchase to be completed, the majority of VNU’s shareholders (95 percent) must approve the deal. And various news reports have already pointed to a less-than-favorable reception from investors, who have said the offer was too low and believe that it could get a higher purchase price if the company was broken up.

VNU said it contemplated the benefits of breaking up the company but determined that the risks—uncertain completion, loss of economies of scale, adverse tax effects, negative client reaction and distraction cost—would not be in the best interest of its shareholders, clients and employees.

VNU owns Nielsen Media Research, ACNielsen and publishes many trade magazines, among them Billboard and Hollywood Reporter. It also owns the Interbike trade show and licenses Bicycle Retailer and Industry News to the National Bicycle Dealers Association (NBDA).