Nielsen N.V. (NYSE: NLSN) disclosed after the close that some 20 million shares would be sold by Valcon Acquisition Holding (Luxembourg) in an underwritten secondary offering. The same group will grant the underwriter a green shoe option to purchase an additional 3,000,000 shares.
Nielsen’s filing with the Securities and Exchange Commission indicates that the shares to be sold are actually attributable to affiliates of The Blackstone Group, (NYSE: BX), The Carlyle Group (NASDAQ: CG), and other private equity firms such as Thomas H. Lee Partners, Hellman & Friedman and AlpInvest Partners.
Goldman Sachs is acting as the sole underwriter for the offering.
What investors need to consider about this 20 million shares is that the proceeds would be nearly $960 million if they went off at the closing price of $47.92. Nielsen’s market cap was nearly $18.2 billion at the close. Where the offering gets more emphasized is over the average daily volume of 1.98 million shares. That implies that the secondary offering is worth about 10 trading days worth of volume.
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One last thing to consider is that this 20 million shares compares to just 94 million shares held by the group as a whole. The long and short of the matter is that the private equity groups in here with Carlyle and Blackstone would have to have the equivalent of three and a half more of these share sales to fully exit their positions.
Shares fell 1.3% to $47.30 after the news was out, and the 52-week range is $32.40 to $48.51. Keep in mind that the $48.51 high was hit on Monday as well, and that represents an all-time high since it began trading again in 2011.
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