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VNU and IMS health to merge operations in stock and cash deal.

VNU N.V. (Amsterdam), the world's leading provider of consumer, marketing and media information and analysis, and IMS Health (Fairfield, CT), a provider of information and consulting solutions for the pharmaceutical and healthcare industries, have entered into a definitive agreement to merge in a stock-and-cash transaction currently valued at $7.0 billion. The combined company will have pro forma 2004 revenues of approximately $5.6 billion, pro forma annual EBITDA of about $1.3 billion, and an EBITDA margin of approximately 23 percent. The company, to be listed on both the Euronext Amsterdam and the New York Stock Exchange, will be a major provider of market intelligence to three major industries: consumer packaged goods, healthcare, and media and entertainment.

With operations in more than 100 countries, IMS Health provides information and solutions to the pharmaceutical and healthcare industries. With 2004 revenues of about $1.6 billion, IMS offers portfolio optimization solutions, launch and brand management solutions, sales force training, managed care and over-the-counter products, and consulting and services for improved ROI and healthcare delivery. Information products include the "IMS Global Insights" web site and the monthly newsletter "IMS Retail Drug Monitor." Also, the "" site provides access to pharmaceutical industry information while the "Marketing Incentives International" site provides health-industry databases, application software and database maintenance support for pharmaceutical and medical device companies.

Under terms of the agreement, IMS shareholders will receive $11.25 in cash and 0.6 VNU shares for each IMS share, a 16% premium over the average IMS share price for the preceding 30 days. The value of the deal equals about 4.4x IMS revenue and 13.5x IMS EBITDA. The merger is expected to close in the first quarter of 2006.

IMS president/ceo David Carlucci said the two companies "know each well and are already working together successfully in various markets around the world. Our clients will benefit from the integration of our data assets and expertise" and gain a better understanding of consumer behavior.
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Comment:VNU and IMS health to merge operations in stock and cash deal.
Publication:Business Publisher
Geographic Code:4EUNE
Date:Jul 31, 2005
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