updated 3/8/2006 11:41:09 AM ET 2006-03-08T16:41:09

Dutch publisher VNU NV, the owner of Nielsen’s television ratings, said Wednesday its supervisory and executive boards have agreed to a $8.9 billion (7.5 billion euros) buyout offer from a group of private investors.

It was unclear, however, if the company’s rebellious shareholders would accept the offer, which translated to $34.26 (28.75 euros) per share.

VNU has been in talks with the group since January, but several major shareholders have said they were skeptical of such a deal.

The company also said Wednesday that it had a full-year net profit of $305 million (256 million euros) in 2005, up from 250 million euros, as sales rose 4 percent to $4.12 billion (3.46 billion euros).

The company’s fate has been uncertain since November, when its own shareholders blocked a $6.8 billion bid to buy IMS Health Inc.

VNU said its boards now unanimously supported the offer from AlpInvest Partners, The Blackstone Group, The Carlyle Group, Hellman & Friedman, Kohlberg Kravis Roberts & Co. and Thomas H. Lee Partners.

“Based on a long and careful analysis of various alternatives, including remaining a stand-alone company and breaking up the company, we concluded that this transaction best serves the interests of VNU’s shareholders, clients and employees,” Aad Jacobs, chairman of VNU’s supervisory board, said in a statement.

“The all-cash offer provides shareholders with an attractive price that fully reflects the independently assessed fair value of the company,” he said in the statement.

VNU shares closed Tuesday at $32.60 (27.36 euros). The company noted that the offer was a 23 percent premium to VNU’s share price in July 2005, before its ill-fated attempt to buy IMS Health.

The company’s chief executive, Rob van den Bergh, vowed to resign after the IMS deal fell apart, but he was still serving and said Wednesday he now expected to leave once the buyout has been completed.

He said the 2005 earnings “reflect the continued strong demand for our consumer, media and marketing information services, the ongoing strength of our trade show business, a modest improvement in advertising among a number of our trade magazines,” and cost cutting.

VNU posts earnings twice a year, and second-half figures were not immediately available.

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