Universal Music Group has rejected a $64.4 billion takeover bid from Bill Ackman’s Pershing Square after its board unanimously determined that the proposal is “not in the best interests of UMG, its shareholders, artists, songwriters, employees and other stakeholders.”
The board said Pershing Square’s proposal “fundamentally and materially undervalues” UMG and will “not deliver superior value creation.” UMG added that it believes there is a “strong consensus” among shareholders and other stakeholders who support its decision. On Wednesday, Bolloré Group CEO Cyrille Bolloré encouraged UMG management to reject Ackman’s offer and said he didn’t think it would be “positive” during the company’s annual general meeting.
“UMG has built an unrivaled position in the music industry through clear vision and strong execution,” board chair Sherry Lansing said in a statement. “The Board has full confidence in Sir Lucian and his team’s ability to deliver sustainable growth and continued value creation for all stakeholders.”
A spokesperson for Pershing Square declined to comment.
In April, Pershing Square proposed a cash and stock deal that would see the firm form a newly merged company with UMG that would list on the New York Stock Exchange.
Under the terms of the deal, which was expected to close by year end if approved, UMG shareholders would have received a total of €9.4 billion ($10.87 billion) in cash. Each share would’ve been exchanged for €5.05 ($5.84) in cash and 0.77 shares of new UMG stock for each share of UMG held. That amounted to a total deal value of €30.40 euros per share, a 78% premium to UMG’s closing share price on April 2.
At the time, Ackman said the bid was being submitted due to UMG’s “languishing” stock price, which he blamed on the postponement of UMG’s listing in the United States, uncertainty related to Bolloré Group’s 18% stake in the company, the “underutilization of UMG’s balance sheet, which has led to reduced returns on equity,” the absence of a “publicly disclosed capital allocation plan and earnings algorithm,” a lack of investor credit in UMG’s valuation for its €2.7 billion stake in Spotify and “suboptimal shareholder investor relations, communications, and engagement.”
Following Pershing’s proposal, UMG said it would monetize half of its Spotify stake to help fund an increased share buyback program.
In April, the board authorized an increase in the size of its share repurchase program to €1 billion. At the time, UMG said it would initiate a €500 million buyback following completion of a separate €500 million repurchase program that’s already underway. It noted that the buyback is subject to market conditions and shareholder approval.
UMG also said it would provide the market with enhanced financial disclosure so that its business can be better assessed and understood.
Shares of UMG, which sat at €19.50 as of Friday, are down 11% year to date, 30% in the past year and 16% in the past five years. However, UMG management argued that the company has consistently led the industry since going public in 2021.
It noted that revenue has grown by 60% and adjusted EBITDA has grown by nearly 70% since its public listing. It also said that UMG achieved a 33% share in recorded music in 2025, its highest in 12 years, and a 24% share in music publishing, the highest share UMG has achieved since Music & Copyright started tracking market share in 2010. Additionally, UMG artists held nine of the the top 10 positions on the annual IFPI Global Artist Chart for the third consecutive year.
“We remain committed to leading the industry by attracting the world’s top talent, deepening fan engagement globally, and driving innovation. Central to that mission is fostering an environment that champions human creativity, protects artists, songwriters, and entrepreneurs, and expands opportunities for growth and success,” UMG Chairman and CEO Sir Lucian Grainge added. “As we execute our strategy and deliver maximum long term value, we look forward to providing shareholders with greater insight into the drivers of our performance and future direction of our business.”
Citi is acting as financial advisor to the UMG board of directors, and Paul, Weiss, Rifkind, Wharton & Garrison LLP and De Brauw Blackstone Westbroek N.V. are acting as legal advisors.
