Nielsen Secures Permanent Injunction Protecting Data Access for Marketing Mix Modeling Business

Background

Nielsen Holdings Limited (“Nielsen”) sued Nielsen Consumer Inc. (NIQ) in 2025 in the Delaware Court of Chancery, alleging breach of contract concerning access to NIQ’s systems and data used by Nielsen’s Marketing Mix Modeling (MMM) business.

The dispute arose in connection with Nielsen’s proposed sale of its MMM business to Circana, a competitor of NIQ. Nielsen alleged that NIQ sought to thwart the transaction by restricting access to systems and data that Nielsen was contractually entitled to use. Nielsen sought a permanent injunction which would require NIQ to maintain that access and fulfill its obligations under the parties’ agreement.

Our Approach

Cleve B. Tyler, PhD was retained to assess whether NIQ’s alleged breach of contract harmed Nielsen and whether a reliable method existed to estimate damages. He presented his analysis and conclusions in an expert report, at deposition, and during a one-day trial on July 22, 2025.

Dr. Tyler concluded that Nielsen suffered irreparable harm, including loss of reputation, goodwill, and customers. His analysis addressed both the disruption of the pending Circana transaction and ongoing uncertainty created by the risk of future restrictions on access to NIQ’s systems and data, testifying that:

 “[H]ere we have pretty direct evidence that the pending transaction with Circana was disrupted due to that alleged breach. … [T]he disruption of that sale to Circana really has closed off that strategic path, at least for now, for Nielsen. And that also is an element of the harm;” and

“[B]y essentially breaching this contract and changing what they view as proper access to their systems and data…it creates a risk going forward for the owner of MMM, whoever that may be, that NIQ at some point in the future could step in again and say that access is too much and we’re shutting off that access. And that creates harm.”.

He explained that while damages methodologies could measure some aspects of the harm, other aspects could not be reliably quantified, making monetary damages an inadequate remedy.

Outcome

On August 4, 2025, the court found that Nielsen had established irreparable harm, identifying “loss of reputation, goodwill, and customers” to support that finding. Consistent with Dr. Tyler’s testimony, the court determined that potential damages calculations “would provide uncertain and inadequate recompense in the unique circumstances of this case.”

On August 7, the court issued a permanent injunction prohibiting NIQ from disrupting Nielsen’s access to or use of the NIQ systems and purchaser data available to the MMM business:

 “…Defendants … are hereby PERMANENTLY ENJOINED from [disrupting] Nielsen’s access to or use of any and all of the NIQ systems and Purchaser Data … to which Nielsen’s Marketing Mix Modeling business (“MMM”) currently has access and use…”.

Nielsen and NIQ subsequently settled their dispute, permitting continued access to the systems and data used by the MMM business and allowing Circana’s purchase of the business to proceed.