Marketing Tech Company Neustar to Be Taken Private by Golden Gate Capital

The logo for Neustar appears above a trading post on the floor of the New York Stock Exchange on Wednesday. ENLARGE
The logo for Neustar appears above a trading post on the floor of the New York Stock Exchange on Wednesday. PHOTO: RICHARD DREW/ASSOCIATED PRESS

Neustar Inc., an advertising-technology company that provides data and analytics to marketers, on Wednesday said it agreed to be bought by a private investment group led by Golden Gate Capital for about $1.8 billion.

Stockholders will receive $33.50 per share in cash, a 21% premium to Tuesday’s closing price and a 45% premium to Neustar’s closing stock price on Nov. 11—the day before private-equity firm Golden Gate Capital’s disclosure of an equity position in the company.

The deal is valued at $2.9 billion including debt and is expected to close by the end of the third quarter of 2017.

“We believe this transaction will enable us to continue to execute against our strategy and strengthen our market position as a leader in marketing, risk, security and communication solutions,” said Lisa Hook, Neustar’s president and chief executive, in a statement.

Over the past few years, Neustar has aggressively moved into the marketing technology space with the help of several acquisitions, as it seeks to become a major player in the information services market and compete with the likes of Oracle, Adobe and Salesforce.

Last year, it bought MarketShare, a marketing analytics company that helps advertisers plan and analyze their ad spending and figure out which channels will drive the most sales, for $450 million.

Neustar has also hired several high-profile advertising executives including Steven Wolfe Pereira, who was named chief marketing officer of the firm earlier this year.

Earlier this year, Neustar had announced it was seeking to split its company to separate its number portability business, which helps carriers and businesses switch customer phone numbers between companies, from its information management and marketing businesses. That split is now off the table, according to a person familiar with matter.

Neustar said it has “built a robust market position around unique, hard-to-replicate data sets and the data science that provides authoritative identities, updated in real time.”

The transaction is another sign of the consolidation taking place in the marketing and ad tech space. Last month, for example, Adobe acquired video ad buying software company TubeMogul for about $450 million.

Neustar’s shares jumped 20% to $33.08 in morning trading. Before the offer was made public, the shares were down 43% from three years ago but were up 12% in the past year.

The terms of the deal to be taken private include a 30-day period for Neustar to solicit alternative proposals.

Write to Suzanne Vranica at [email protected] and Anne Steele at [email protected]


Iraq ousts defence minister as forces retake key town near de facto capital Mosul from Islamic State

Iraqi Defence Minister Khaled al-Obeidi was ousted on Thursday after the Parliament voted 142 to 102 to remove him from his position. The vote of confidence followed accusations of corruption against al-Obeidi, The Washington Post reported. His impeachment follows theresignation of Iraq’s interior minister Mohammed al-Ghabban, which now leaves two important security positions in Iraq vacant.

Al-Obeidi’s ousting comes at a time when Iraqi forces recaptured the town of Qayyarah, near the country’s de facto capital Mosul, from the Islamic State group. “We control all parts of the town and managed, in very limited time, to root out Daesh [Islamic State],” said Lieutenant General Riyadh Jalal Tawfik, who heads the ground forces. With the support of tribal fighters and coalition airstrikes, they seized the city that is considered a key location to plan any future military attacks against the terror outfit’s last stronghold of Mosul, according to Al Jazeera.

While officials do not expect al-Obeidi’s removal to have a major impact on the fight against the Islamic State, it indicates the state of political instability that the country is in. The top minister had been questioned about weapons contracts earlier in August.


Gains from sale of inherited property taxed as capital gains



I am selling my ancestral residential property, which will fetch around Rs.30 lakh. This will be equally divided among all the heirs. What will be the tax liability of this transaction? Can this money be deposited in a savings bank account?

—Jay Sinha

In the absence of complete facts, we have assumed that the ancestral residential property is already inherited by all the children.

Further, we also assume that all the children are majors (i.e., above the age of 18 years). The gain, if any, resulting from the sale of inherited residential property shall be taxable under the head ‘capital gains’.

For computing capital gains in case of such inherited property, the period of holding is reckoned from the date of purchase of property by the owner who actually acquired it, other than by inheritance or gift.

Assuming that the said property had been acquired and held for more than 36 months from the date of acquisition, the resulting gains shall be classified as long-term capital gains (LTCG).

In case of an inheritance, the cost of acquisition should be the cost at which your ancestor had bought the property.

The cost of acquisition and improvement, if any, made after the purchase should be increased using the applicable Cost Inflation Index (CII) notified by the income tax department with respect to the base financial year (FY), i.e., the FY in which cost of improvement is used, and the FY of the sale.

In your case, if the property was bought before 1981, the CII of base FY82 (i.e., 100) should be considered as the cost of acquisition. CII for FY 2016-17 is 1,125.

LTCG should be computed as the difference between net sale proceeds and the indexed cost of acquisition and improvement. And this will be taxable in the hands of each of you, to the extent of the individual share of each child.

You can each avail an exemption from LTCG tax to the extent of each individual share of LTCG by reinvesting the LTCG in one new residential property situated in India, within the specified time—within one year prior to the sale date, or two years from sale date, or within three years of the sale date for an under-construction property.

All this is further subject to the fulfilment of conditions specified under section 54 of the Income-tax Act, 1961.

Each of you could also invest the LTCG in specified bonds under section 54EC. The investment should be made within six months from the sale date, subject to a threshold ofRs.50 lakh. The balance amount of capital gains, if any, will be taxable at 20%.

If the total taxable income during FY 2016-17 is likely to exceed Rs.1 crore, one would be required to pay a surcharge at 15% on the basic rate (20%).

An education cess of 3% on basic as well as surcharge (if applicable) would be levied.

If the total income for the FY, as reduced by the LTCG, is below the applicable (depending upon age) basic income exemption threshold for that year, the LTCG shall be reduced by the amount by which the total income so reduced falls short of the basic income exemption limit. The balance LTCG shall be taxed at a flat rate of 20%. Education cess of 3%, and surcharge (if applicable) would be levied.

However, if the sale proceeds are deposited into savings bank account and not invested in another residential house or specified bonds, as specified above, the aforesaid tax benefit will not be available. Accordingly, each of you would be required to pay tax on the net taxable LTCG to the extent of each share.


Capital gains arising from share sale in India are taxable



I live in Australia and have equity shares in India. I want to book profits on these shares now. How will I be taxed?

—Roger Patel

Capital gains arising from sale of shares of an Indian company are taxable in India. Taxability will depend on the following factors:

 nature of asset

 holding period

residential status of seller.

Capital gain on sale of equity shares listed on a recognised stock exchange in India will be classified as long term if held for more than 12 months.

Long-term capital gains (LTCG) from sale of listed equity shares are tax exempt, provided securities transaction tax (STT) has been paid. Short-term capital gain (STCG) on sale of listed equity shares is taxable at 15%, plus applicable surcharge and education cess, provided STT has been paid; an effective rate of 17.77%. Capital gains on sale of unlisted shares will be classified as long term, if held for more than 24 months. STCG on sale of unlisted equity shares is taxable at applicable marginal tax rate plus applicable surcharge and education cess. The maximum marginal tax rate is 35.535%, if the total taxable income is more than Rs.1 crore. LTCG from unlisted shares, earned by a non-resident Indian (NRI), is taxed at 10% plus the applicable surcharge and education cess, without the benefit of indexation. Thus, it is taxed at an effective rate of 11.85%. In your situation, as you are away from India, you are most likely to qualify as non-resident in India.

Residential status depends on your physical presence in India, and needs to be determined at the end of the financial year.

If you had purchased the equity shares before leaving India, the gains would be taxed at:

 0%, if the shares are listed

 10% (without indexation), if shares are unlisted.

Tax exemption can be availed if the LTCG is re-invested in specified bonds or a residential house in India. STCG on unlisted shares is taxable at the applicable slab rates.

I have to travel to the US two times every year, for around four months in total. I am paid a daily allowance in dollars, for my stay there, as well as my salary in India. How will I be taxed for this?

—Rohan Shreshtha

Assuming that you are a resident and ordinarily resident for tax purposes in India, you will be taxable in India on your total salary, as well as the daily allowance in dollars.

The allowance can exclude the amount—supported by proof of actual expenditure—that represents ordinary daily living charges while away from your normal place of work.

If you paid any taxes in the US on salary attributable to services rendered in the US, based on the days you are physically present in the US, then such tax paid may be claimed as foreign tax credit against Indian taxes under the India-US Double Taxation Avoidance Agreement (DTAA).

Specific fact evaluation is recommended.