Merger activity increased significantly last week with six new deals announced and eight deals completed. There were 17 deals announced in the month of March, with a total value of $64.55 billion.
Nielsen Holdings (NYSE:NLSN)
Back in the hustle-bustle days of the dot com bubble, I worked at a company in San Francisco that managed to carve a nice little niche for itself in the then emerging category of natural and organic food that Nielsen had decided not to track. Those were the days when Whole Foods, Wild Oats and Odwalla were independent companies.
Today, Nielsen Holdings operates as a measurement and data analytics company in over 100 countries, providing clients with data about what consumers watch (through programming, advertising) and what they buy (based on categories, brands, products) on a local and global basis and how those choices intersect.
Until five years ago, Nielsen controlled the majority share of its market and was considered to be the only game in town. Consumer behavior has been rapidly changing with technology that allows people to skip commercials while streaming shows on different media platforms. Nielsen now faces competition from other players like Comscore, iSpot and VideoAmp.
Nielsen's stock dropped from over $44 five years ago to as low as $13.85 in 2020 and more recently trading in the $17-$18 per share range. At the company’s Q4 investor presentation, Nielsen announced a $1 billion share repurchase plan and rolled out its “advancing our Nielsen One product roadmap,” an integrated, cross-viewership platform.
We added Nielsen Holdings as potential deal in the works on March 14, 2022, when The Wall Street Journal reported that, a consortium of private-equity firms including Elliott Management was in advanced talks to buy the company for about $15 billion including debt. Nielsen's price after this announcement was $22.85. Elliott Management called for a sale of the company as far back as 2018.
On March 20, 2022, The Board of Directors of Nielsen Holdings determined not to proceed with an unsolicited acquisition proposal from a private equity consortium that valued the company at $25.40 per share. On March 22, 2022, Bloomberg reported that Elliott Investment Management and Brookfield Asset Management were weighing a sweetened bid for Nielsen after its Board rejected their previous offer.
According to the agreement, Nielsen has a 45-day "go-shop" period, during which it can actively solicit, evaluate and potentially enter into negotiations with parties that offer alternative acquisition proposals. Nielsen will have to pay the consortium a termination fee of $102 million if it accepts a superior proposal from a competing bidder.
Expected to close in the second half of the year, the transaction will also be subject to UK court approval pursuant to a scheme of arrangement.
You can find all the active deals listed below in our Merger Arbitrage Tool (MAT) that automatically updates itself during market hours.
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Deals In The Works
There were no new deals announced in the Deals in the Works section last week.
SPAC Arbitrage
There were two new SPAC IPOs filed and two new SPAC combinations announced last week. One SPAC business combination was terminated last week. You can find the new SPAC IPO announcements in our SPACs tool here.
Weekly Spread Changes:
The table below shows weekly spread changes between March 25 and April 1, 2022.
Deal Statistics:
Total Number of Deals Closed in 2022 53 Total Number of Deals Not Completed in 2022 3 Total Number of Pending Deals Cash Deals 45 Stock Deals 12 Stock & Cash Deals 9 Special Conditions 8 Total Number of Pending Deals 74 Aggregate Deal Consideration $699.18 billion
New Deals:
Deal Updates:
Closed Deals:
Top 10 deals with largest spreads:
Conclusion:
Eight deals were completed successfully as we came to the end of the first quarter of 2022. SPAC activity stayed low last week.
On March 31, 2022, The Wall Street Journal reported that four U.S. senators had sent a letter to the Federal Trade Commission citing concern about Microsoft’s (MSFT) proposed acquisition of Activision Blizzard (ATVI).
According to an article on Seeking Alpha, "The U.S. Dept. of Justice is said to have issued warning letters to companies that have transactions that have passed statutory review periods that warned them the deals could still be challenged if the companies close them."
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