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Nielsen in Advanced Talks to Acquire Gracenote to Get Better at Content Recognition (EXCLUSIVE)

Variety logo Variety 12/8/2016 Janko Roettgers
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Nielsen is in advanced talks to acquire Emeryville, Calif.-based media data specialist Gracenote from Tribune Media, Variety has learned from multiple sources. An announcement could come as early as this month.

There’s no definitive word on how much Nielsen will be paying for Gracenote, but one source pegged the deal size at between $450 million and $500 million. Spokespeople for Gracenote and Tribune Media declined to comment. Nielsen didn’t immediately respond to a request for comment.

Gracenote started out as a database for CD metadata some 18 years ago, and has since grown to offer a variety of media data services, including audio and video content recommendations, TV guide data and sports data. Some of its customers include Apple, Comcast, Time Warner Cable, DirecTV, Sony, Amazon, Ford, and Toyota.

Nielsen is primarily interested in Gracenote’s automatic content recognition technology, which has been integrated into TVs from major manufacturers. This technology would allow Nielsen to more accurately measure what consumers are watching, and possibly even offer a window into measuring the performance of online video services like Netflix and Amazon Prime Video.

Tribune Media acquired Gracenote from Sony in 2013 for $170 million, and subsequently merged it with its own TMS subsidiary, which had been selling TV guide data to operators for decades. Tribune went on to significantly invest into Gracenote in 2014, acquiring film data provider Baseline for $50 million, and in 2015 following up with the acquisition of sports data specialist SportsDirect for $54 million.

However, Tribune Media has seen its losses mount in 2015, forcing the company to explore a number of strategic alternatives at the beginning of 2016. Tribune first floated the idea of selling off Gracenote in February, and started a formal sales process in the following months.

From the beginning, Tribune was looking to sell Gracenote for at least $450 million, according to a source with knowledge of these plans. It approached a number of strategic investors and also got significant interest from private equity companies, with one source estimating that the price tag at one point rose to $600 to $700 million.

However, interest in the private equity world cooled significantly following Rovi’s acquisition of TiVo, according to another source. That source also cautioned that a number of Gracenote’s existing contracts may be up for renewal, adding some uncertainty to the company’s business outlook.

Nielsen’s interest in Gracenote has primarily been spurred by its automatic content recognition technology, which allows to identify video from multiple sources through video fingerprints — short snippets of identifying data that are compared with a master database maintained by Gracenote.

The data provider initially developed this type of content recognition for mobile devices, but has since also directly integrated it into the TV sets of multiple major manufacturers. Nielsen has dabbled with automated content recognition in the past as well, but has yet to gain direct access to consumers’ TV sets.

Adding this capability would allow Nielsen to measure media consumption with much larger sample sizes, and potentially even offer insights into how shows on Netflix and other streaming services are doing. However, some of this data may be protected by deals struck between streaming providers, TV manufacturers and Gracenote.

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