Bill Ackman’s Pershing Square on Tuesday made a surprise cash-and-shares proposal to merge with Universal Music Group, offering roughly 30.40 euros a share — a 78% premium to the stock’s last close of 17.10 euros — that values the Amsterdam-listed music giant at about 55.75 billion euros ($64.3 billion). The non‑binding plan would combine Universal with Pershing’s SPARC Holdings and re-domicile the combined company as a Nevada corporation listed on the New York Stock Exchange.

Pershing Square framed the approach as a bid to revive Universal’s market value by securing a U.S. listing and unlocking greater liquidity. In a letter to Universal’s directors, Ackman said management had run “an excellent” business, but flagged what he described as persistent overhangs — notably the uncertainty around the 18% stake held by France’s Bolloré Group, the delay of a previously planned U.S. listing, and underutilisation of the label’s balance sheet — as reasons the shares have underperformed.

The market reaction was immediate: Universal’s shares jumped about 12% on Tuesday, while Bolloré Group’s stock rose nearly 7%. Universal did not respond to a Reuters request for comment. ING analysts cautioned that the offer is non-binding and “might well fail,” but said it had the merit of provoking debate over strategic changes and expected investors to weigh the merits carefully.

Under the proposal, talent agent and former Walt Disney president Michael Ovitz would join the board as chairman, and two Pershing appointees would take board seats. The deal could also prompt management changes at Universal, ING noted, pointing to tensions between activist-driven governance shifts and the company’s stated strategy of pursuing about €1 billion a year in acquisitions to expand in emerging markets.

Universal, home to global stars including Taylor Swift, Billie Eilish and Drake, has seen its shares fall about a third since its 2021 listing. Reuters calculations cited by Pershing and analysts show Universal currently trades at roughly 21.8 times earnings, well below peer Spotify’s multiple of about 40. Ackman and Pershing argue that a New York listing would help narrow that valuation gap by improving U.S. investor access and the stock’s liquidity.

The proposal follows last month’s retreat by Universal from an earlier U.S. listing plan that Pershing had pushed for. Pershing in March exercised rights to request a U.S. offering after arguing a New York listing would boost share price and liquidity. The latest offer is structured as a merger with Pershing’s SPARC vehicle and remains non-binding; how Universal’s board will respond and whether Pershing will move to a formal bid remain unclear.

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