Arbitron Inc. Shareholders Approve Acquisition by Nielsen Holdings N.V.
COLUMBIA, Md., April 16, 2013
COLUMBIA, Md., April 16, 2013 /PRNewswire/ --Arbitron Inc. (NYSE: ARB)
announced today that at the Company's Special Meeting of Stockholders held
today, stockholders voted to approve the acquisition of the Company by Nielsen
Approximately 98.99 percent of the shares voting at today's Special Meeting of
Stockholders voted in favor of the agreement and plan of merger. These shares
represented approximately 77.11 percent of total outstanding shares of
Arbitron common stock as of the March 8, 2013 record date for the Special
As previously announced on December 18, 2012, Arbitron Inc. and Nielsen
Holdings N.V. entered into a definitive agreement for Nielsen to acquire all
of the outstanding common stock of Arbitron for $48.00 per share in cash.
The transaction remains subject to certain regulatory approvals, including
expiration of the Hart-Scott-Rodino antitrust waiting period, and customary
The proposal to approve, on an advisory (non-binding) basis, the compensation
that may be paid or become payable to Arbitron named executive officers in
connection with the merger and the agreements and understandings pursuant to
which such compensation may be paid or become payable was approved by 87.86
percent of the shares voted at the Special Meeting, representing approximately
68.44 percent of the outstanding shares of the Company's common stock. At the
meeting, approximately 9.55 percent of shares voted against this proposal.
Arbitron Inc. (NYSE: ARB) is an international media and marketing research
firm serving the media–radio, television, cable and out-of-home; the mobile
industry as well as advertising agencies and advertisers around the world.
Arbitron's businesses include: measuring network and local market radio
audiences across the United States; surveying the retail, media and product
patterns of U.S. consumers; providing mobile audience measurement and
analytics in the United States, Europe, and Asia, and developing application
software used for analyzing media audience and marketing information data. The
Company has developed the Portable People Meter™ (PPM®) and the PPM 360™, new
technologies for media and marketing research.
Portable People Meter™, PPM® and PPM 360™ are marks of Arbitron Inc.
This press release includes information that could constitute forward-looking
statements made pursuant to the safe harbor provision of the Private
Securities Litigation Reform Act of 1995. These statements may be identified
by words such as 'will', 'expect', 'should', 'could', 'shall' and similar
expressions. These statements are subject to risks and uncertainties
concerning Nielsen's proposed acquisition of Arbitron, Arbitron's expected
financial performance, as well as Arbitron's strategic and operational plans
and actual results and events could differ materially from what presently is
expected. The potential risks and uncertainties include the possibility that
the transaction will not close or that the closing may be delayed; the
possibility that the conditions to the closing of the transaction may not be
satisfied; the transaction may involve unexpected costs, liabilities or
delays; the outcome of any legal proceedings related to the transaction; the
occurrence of any event, change or other circumstances that could give rise to
the termination of the transaction agreement; general economic conditions;
conditions in the markets Nielsen and Arbitron are engaged in; behavior of
customers, suppliers and competitors (including their reaction to the
transaction); technological developments; as well as legal and regulatory
rules affecting Nielsen's and Arbitron's business and specific risk factors
discussed in other releases and public filings made by Nielsen and Arbitron
(including the their respective filings with the SEC). This list of factors is
not intended to be exhaustive. Such forward-looking statements only speak as
of the date of this press release, and we assume no obligation to update any
written or oral forward-looking statement made by us or on our behalf as a
result of new information, future events, or other factors.
SOURCE Arbitron Inc.
Contact: Investor Contact: Thom Mocarsky, Arbitron Inc., 410-312-8239,
firstname.lastname@example.org; Press Contact: Kim Myers, Arbitron Inc.,
Press spacebar to pause and continue. Press esc to stop.