Music giant Universal Music Group (UMG.AS) said May 29 its board rejected a 55.63 billion-euro takeover proposal from Bill Ackman's investment firm Pershing Square Capital Management, saying the offer "fundamentally and materially undervalues" the company and failed to provide superior value for shareholders.
Shares of Universal Music fell nearly 3% in early morning trading in Amsterdam.
Pershing Square, which owns a 4.74% stake in the music company, launched the business-combination bid in April, offering Universal Music shareholders 9.4 billion euros, or 5.05 euros per share, in cash, along with 0.77 share of new Universal Music stock for each share of Universal Music held. The combined cash-and-stock consideration was estimated at 30.40 euros per share.
The proposed transaction would have merged Universal Music with Pershing Square SPARC Holdings, with the combined entity intended to be listed on the New York Stock Exchange.
A major obstacle to the deal emerged from Bolloré Group (BOL.PA), Universal Music's largest shareholder with an 18.51% stake and 39.90% voting rights. Its Chief Executive Cyrille Bolloré recently criticized Pershing Square's offer, saying the price was too low and that the bidder intended to finance the deal using Universal Music's cash instead of its own funds. He urged Universal Music shareholders to reject the offer, according to a May 27 Reuters report.
In its offer announcement, Pershing Square had cited uncertainty surrounding Bolloré Group's stake in Universal Music, as well as delays in the company's planned US listing, as factors contributing to the stock's underperformance.
"The Board has heard from many of UMG's shareholders and other stakeholders and believes there is a strong consensus supporting the Board's decision," Universal Music said.



