Nielsen finalizes/ups offer for Harris Interactive


NielsenNielsen can measure television audiences and radio audiences, and it would like to add the ability to obtain insights into the customers that media serves. So last November, it announced an agreement to acquire noted research firm Harris Interactive.

Now, Nielsen Holdings, its wholly-owned subsidiary, Prime Acquisition Corp., and Harris Interactive announced that the offer price for all outstanding shares of common stock of Harris Interactive has been increased from $2.00 to $2.04 per share pursuant to the terms of the merger agreement announced on 11/25/13.

“This increase in price is required by and entirely attributable to the final agreed upon average cash balance, less certain deductions, of Harris Interactive and its subsidiaries as specified in the merger agreement. Such cash balance was $2.18 million higher than the cash balance specified in the merger agreement, which resulted in a $0.04 increase in the per share offer price,” said Nielsen.

In accordance with the terms of the merger agreement and applicable securities rules, expiration of the offer has been extended until midnight ET, 1/31, unless the offer is further extended in accordance with the terms of the merger agreement. As of 5 p.m. on 1/16, approximately 1.3 million shares have been tendered pursuant to the offer.

Harris Interactive stockholders who have already tendered their shares will receive the benefit of the increased offer price and need not take any action in order to do so. Except for the increase to the offer price and the extension of the expiration of the offer, all other terms and conditions of the offer remain unchanged.

According to the Associated Press, terms of the previous $2.00 deal work out to an acquisition price of about $116.6M.

Said John Lewis, President, Americas, Nielsen: “For our existing CPG and media clients, our combined capabilities will provide better and more integrated insights to help them drive business outcomes. Harris Interactive’s strength with other industry verticals allows us to serve these clients with Nielsen’s differentiated solutions in areas such as marketing effectiveness, social and digital to achieve our growth objectives.”

Harris Interactive President/CEO Al Angrisani added, “This announcement reflects the successful completion of the turnaround strategy that we began in July 2011 and will deliver to Harris Interactive stockholders meaningful value and liquidity immediately upon closing. By combining Nielsen’s global capabilities and scale with Harris Interactive’s extensive industry and research expertise, we’ll be able to drive outcomes and innovate to bring new methods to understanding consumers around the world.  We look forward to beginning an exciting new chapter for Harris Interactive, our customers, partners and employees following the transaction.”