Nielsen's Affiliate Neptune BidCo Announces $1.2 Billion Secured Notes Offering
On November 3, 2025, Neptune BidCo US Inc. (known as the "Company" or "Issuer"), an affiliate of Nielsen Holdings Limited, announced a significant financial milestone. The Company has priced an offering amounting to $1,200,000,000 in 10.375% Senior Secured Notes, which are due to mature in 2031. This strategic move is supported by the backing of its parent company, Neptune Intermediate, LLC (referred to as "Parent"), alongside specific subsidiaries of the Issuer. The anticipated closure for this offering is on November 7, 2025, pending the usual closing conditions.
The proceeds generated from this offering will primarily be utilized to refinance part of the Issuer's secured second lien term facility, enhancing their financial leverage. It is important to note that the Issuer, alongside the Parent, is managed by a coalition of private investment funds led by both Elliott Investment Management L.P. and Brookfield Business Partners L.P., accompanied by other institutional partners.
As for the Senior Secured Notes, these will only be offered via a private placement to individuals believed to be qualified institutional buyers as per Rule 144A under the Securities Act of 1933 and to non-U.S. persons through transactions that take place outside of the United States in accordance with Regulation S under the same act. Importantly, these notes have not been registered under this act or any relevant state securities laws; and therefore may not be offered or sold within the United States, or for the benefit of U.S. persons unless they meet the registration exemptions outlined in the law.
This announcement serves an informational purpose and does not indicate an offer to sell or a solicitation for purchase of these notes. Offers for the notes will be distributed solely via a private offering memorandum as required by legal standards.
The press release also contained forward-looking statements under the provisions of the Private Securities Litigation Reform Act of 1995. Such statements project intentions and expectations regarding the issuance of these notes, and are identified typically with the wording such as "will," "intend," "expect," and similar terms. These declarations are inherently subject to risks and uncertainties which can result in actual outcomes differing significantly from the current projections. Factors that might cause such deviations include unforeseen liabilities or costs arising from the Company’s previous sale to a private equity consortium, the overall efficacy of Nielsen's business strategy, and various external economic conditions impacting its market engagements.
Nielsen's approach pivots on its status as a global leader in audience measurement, data analytics, and understanding consumer behavior across various channels and platforms. This capability empowers their clients with reliable intelligence, enabling effective engagement with global audiences both now and into the future. In line with this vision, the proceeds from the new offering could support initiatives to enhance audience measurement and analytics operations, solidifying Nielsen's stance in the market.
The offering reflects Nielsen’s ongoing efforts to realign its financial structure and provide insights into expanding its market presence. It showcases the strategic direction taken by Nielsen and its affiliates amidst evolving market dynamics and ongoing financial adjustments. As investors look to navigate these developments on reports about their investment performance, the communications from Nielsen also track towards making an impactful connection with its stakeholders and the industry at large.
The proceeds generated from this offering will primarily be utilized to refinance part of the Issuer's secured second lien term facility, enhancing their financial leverage. It is important to note that the Issuer, alongside the Parent, is managed by a coalition of private investment funds led by both Elliott Investment Management L.P. and Brookfield Business Partners L.P., accompanied by other institutional partners.
As for the Senior Secured Notes, these will only be offered via a private placement to individuals believed to be qualified institutional buyers as per Rule 144A under the Securities Act of 1933 and to non-U.S. persons through transactions that take place outside of the United States in accordance with Regulation S under the same act. Importantly, these notes have not been registered under this act or any relevant state securities laws; and therefore may not be offered or sold within the United States, or for the benefit of U.S. persons unless they meet the registration exemptions outlined in the law.
This announcement serves an informational purpose and does not indicate an offer to sell or a solicitation for purchase of these notes. Offers for the notes will be distributed solely via a private offering memorandum as required by legal standards.
The press release also contained forward-looking statements under the provisions of the Private Securities Litigation Reform Act of 1995. Such statements project intentions and expectations regarding the issuance of these notes, and are identified typically with the wording such as "will," "intend," "expect," and similar terms. These declarations are inherently subject to risks and uncertainties which can result in actual outcomes differing significantly from the current projections. Factors that might cause such deviations include unforeseen liabilities or costs arising from the Company’s previous sale to a private equity consortium, the overall efficacy of Nielsen's business strategy, and various external economic conditions impacting its market engagements.
Nielsen's approach pivots on its status as a global leader in audience measurement, data analytics, and understanding consumer behavior across various channels and platforms. This capability empowers their clients with reliable intelligence, enabling effective engagement with global audiences both now and into the future. In line with this vision, the proceeds from the new offering could support initiatives to enhance audience measurement and analytics operations, solidifying Nielsen's stance in the market.
The offering reflects Nielsen’s ongoing efforts to realign its financial structure and provide insights into expanding its market presence. It showcases the strategic direction taken by Nielsen and its affiliates amidst evolving market dynamics and ongoing financial adjustments. As investors look to navigate these developments on reports about their investment performance, the communications from Nielsen also track towards making an impactful connection with its stakeholders and the industry at large.
Topics Financial Services & Investing）
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