New York, NY โ November 3, 2025 โ Neptune BidCo US Inc. (the โIssuerโ or the โCompanyโ), an affiliate of Nielsen Holdings Limited (โNielsenโ), announced today that it has priced an offering of $1,200,000,000 aggregate principal amount of 10.375% Senior Secured Notes due 2031 (the โNotesโ). The Notes will be guaranteed by its parent company, Neptune Intermediate, LLC (โParentโ), and certain subsidiaries of the Issuer. The offering is expected to close on November 7, 2025, subject to customary closing conditions.
The Issuer intends to use the proceeds from the offering together with cash on hand to refinance a portion of its secured second lien term facility.
The Issuer and the Parent are controlled by a consortium of private investment funds led by Elliott Investment Management L.P. and Brookfield Business Partners L.P. together with institutional partners.
The Notes were offered and will be sold in a private placement only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the โSecurities Actโ), and to non-U.S. persons in transactions outside the United States pursuant to Regulation S under the Securities Act. The Notes have not been registered under the Securities Act, any state securities laws or the securities laws of any other jurisdiction and may not be offered or sold in the United States or to, or for the benefit of, U.S. persons absent registration under, or an applicable exemption from, the registration requirements of the Securities Act and applicable state securities laws.
This press release is for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy the Notes. No offer, solicitation or sale will be made in any jurisdiction in which such an offer, solicitation or sale would be unlawful. Any offers of the Notes will be made only by means of a private offering memorandum.
Forward-Looking Statements
This communication includes information that could constitute forward-looking statements within the meaning of Private Securities Litigation Reform Act of 1995. These statements include those set forth above relating to the issuance of the Notes as well as those that may be identified by words such as โwill,โ โintend,โ โexpect,โ โanticipate,โ โshould,โ โcouldโ and similar expressions. These statements are subject to risks and uncertainties, and actual results and events could differ materially from what presently is expected. Factors leading thereto may include, without limitation, the risks related to the Companyโs previously completed sale to a private equity consortium, including any unexpected liabilities or costs and Nielsenสผs ability to realize anticipated cost savings, the failure of Nielsenโs business strategy in accomplishing Nielsenโs objectives, economic or other conditions in the markets Nielsen is engaged in, impacts of actions and behaviors of customers, suppliers, competitors and key employees, technological developments, legal and regulatory rules and processes affecting Nielsenโs business. This list of factors is not intended to be exhaustive. Such forward-looking statements only speak as of the date of these materials, and Nielsen assumes no obligation to update any written or oral forward-looking statement made by Nielsen or on its behalf as a result of new information, future events or other factors, except as required by law.
About Nielsen
Nielsen is a global leader in audience measurement, data and analytics. Through our understanding of people and their behaviors across all channels and platforms, we empower our clients with independent and actionable intelligence so they can connect and engage with their global audiencesโnow and into the future.
Contact
Jake Urbanski, jake.urbanski@nielsen.com
Carole Robinson, carole.robinson@nielsen.com
