VNU to Acquire IMS Health for $ 6.9 Billion

Dutch media company VNU NV agreed on Monday to buy healthcare data provider IMS Health Inc. for $ 6.9 billion in cash and stock to double its size and substantially increase its presence in the United States.

VNU will pay $ 11.25 in cash and 0.60415 VNU share for each IMS share, the Haarlem, Netherlands-based company said in a statement. The $ 28.10 per-share offer is 8.5 percent above Fairfield, Connecticut-based IMS’s July 8 closing price. VNU said the transaction is valued at $ 7 billion including debt.

``The initial look would suggest that they’re buying some growth, not particularly cheaply,’’ said Lucy MacDonald, who oversees $ 40 billion as chief investment officer at RCM Ltd.

The acquisition finally answers the nagging question for VNU shareholders of what the company would do with the money raised from last year’s sale of its phone directories business. Shares fell about 4 percent, however, as investors considered the purchase price too expensive.

VNU shareholders will own about 65 percent of the combined company and IMS’s 35 percent.

IMS has some 225.59 million shares outstanding according to Reuters data and VNU will have to issue some 137 million new shares on top of its current number of 253.76 million shares -- a dilution of some 54 percent.

The merged company will trade on the Euronext Amsterdam and the New York Stock Exchange, with a full listing of its American Depository Receipts (ADRs) on the NYSE at the time of closing.

Its board will be headed by van den Bergh, with IMS CEO David Carlucci as deputy CEO and chief operating officer.