IMS Health in $7 Billion Merger with VNU

July 11, 2005

Cleary Gottlieb is representing leading U.S. healthcare data provider IMS Health, on the E.U. antitrust aspects of its proposed $7 billion merger with Dutch media group VNU N.V., the world’s largest market researcher.  The merger will increase VNU’s already significant U.S. presence, which includes the Nielsen television ratings service, a prominent publishing business and A.C. Nielsen, which tracks supermarket sales.  The merger is expected to close in the first quarter of 2006.

The new company will operate under the name VNU as a Netherlands domiciliary headquartered in New York.  VNU shares will be listed on both the Euronext Amsterdam and the New York Stock Exchange.  VNU shareholders will hold approximately 65% of the combined company, with IMS Health shareholders holding approximately 35%.

Operating in more than 100 countries, IMS Health is a leading global provider of healthcare-related information.   IMS tracks more than 70% of worldwide pharmaceutical sales, more than 90% of U.S. pharmaceutical sales, and over 1 million prescription drug brands daily.

A.C. Nielsen provides market research on consumer purchasing behavior to more than 9,000 clients worldwide in numerous industries. The Nielsen television ratings company measures TV audiences in some 107 million U.S. households and more than half the world’s population.  VNU also publishes numerous magazines, including Billboard, The Hollywood Reporter, Computing and Intermediair.