nlsn 2q 2012 investor presentation

NLSN

2Q 2012

Investor

Presentation

Copyright © 2012 Nielsen Holdings N.V. 2Q 2012 Investor Presentation

Forward Looking Statements

The following discussion contains forward-looking statements, including those about Nielsen’s outlook

and prospects, in the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking

statements are those which are not historical facts. These and other statements that relate to future

results and events are based on Nielsen’s current expectations.

Our actual results in future periods may differ materially from those currently expected because of a

number of risks and uncertainties. The risks and uncertainties that we believe are material are outlined

in our disclosure filings and materials, which you can find on http://ir.nielsen.com. Please consult these

documents for a more complete understanding of these risks and uncertainties. We disclaim any

intention or obligation to update or revise any forward-looking statements, whether as a result of new

information, future events or otherwise, except as may be required by law.

Our outlook is provided as of July 25, 2012 for the purpose of providing information about current

expectations for 2012. This information may not be appropriate for other purposes.

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Who we are

To provide clients with the most complete understanding of their consumers and markets worldwide

Open Simple Integrated Our values

Quality Integrity Neutrality Our brand

Our mission


Nielsen investment highlights

Comprehensive understanding of what consumers buy and watch

“Mission critical” measurement and analytics embedded in client workflows

Favorable market trends provide organic growth opportunities

Proven track record of growth and economic resilience

Accelerated earnings growth through deleveraging

Global leader in our segments with market presence in ~100 countries

Syndicated, scalable products and services

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An example…

> Engagement in 80

markets worldwide

> 50+ year relationship

> Multi-year contract

> 70+ year relationship

5

Nielsen’s business model

We provide…

Retail sale measurement

of consumer goods in stores

Measurement of TV viewing,

online and mobile phone activity

We help…

Consumer packaged goods clients

Media clients

What Consumers Buy What Consumers Watch

Our measurement and analytics are embedded in our clients’ operating disciplines


• OCR

Adoption, upfronts

6 new countries

• XCR

Olympics

• Vizu: real-time ad effectiveness

Watch - Digital Buy - US

• Long-tail clients

• Start with 20 local markets

• Panel + code reader + STB

• Technically robust, representative

Watch - Local TV

Middle class growing 4x by 2030

Buy - Developing

ON TRACK

Africa China India

2x to 4x sample increase

25-30% expanded coverage

COMPLETE ON TRACK

LAUNCHING

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Business update


160

500

380

(100)

230

(130)

(430) (450)

(225)

(325)

1Q11 2Q11 3Q11 4Q11 FY11 1Q12 2Q12 3Q12E 4Q12E FY12E

FX impact (bps)

Foreign currency impact

As Reported Projected

Impact (a)

YTD Revenue Distribution

By Currency

U.S. $ 52%

Euro € 12%

Other 36%

FX Impact – Reported vs. Constant Currency Revenue

(a) Projected impact assumes rates in effect at 7/23/12 remain in effect for the balance of 2012.

Also based on company estimates for future quarters on distribution of revenue by

currency.

We report on a constant currency basis to reflect operating performance

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Resilient financial performance

Revenue Adjusted EBITDA

Note: Revenue and EBITDA growth rates derived on a constant currency basis; figures are as reported

2008 2009 2010 2011 2008 2009 2010 2011

6.1% 4.0% 6.1%

Constant currency growth

25.1% 27.3% 27.5%

Adjusted EBITDA Margin

27.9% 5.6%

$4,806 $5,126

$1,205

$1,411 $1,312

($ millions) ($ millions) CAGR = 5.2% CAGR = 8.7%

$4,808

$5,532 $1,546

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Buy segment

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> Long term contracts

> Proprietary data sets

> ~100 countries

> Coverage expansion:

> Developing markets

> Additional channels in US/other

> Insights opportunities and analytical

capabilities

Revenue

2.7%(a) 7.6%(b)


6.7%(b)

2009 2010 2011

$2,861 $3,108

$3,409

($ millions)

Business Drivers

CAGR = 7.2%

(a) Prior to change in segmentation made at end of 2011

(b) Revenue growth rates derived on a constant currency basis; figures are as reported 2009 constant currency growth by segment is unavailable

due to re-segmenting completed in December 2011


Increasing coverage is a Nielsen priority

Nielsen presence

Past: West East

Future: West East

Our global breadth and depth enables us to fulfill client needs

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Client Trends


Trends shaping What Consumers Buy

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> Driven by developing markets

(a) The Emerging Middle Class in Developing Countries, Organization for Economic Cooperation and Development 2010.

Projected increase in global middle class

population and spending(a)

Growth of middle class Demographic shifts

Clients need to understand new consumers in developing markets

> Major changes in global population

1.9B 3.3B

5B

$22B

$35B

$55B

2009 2020E 2030E

Spending

by middle

class

Population

of middle

class


2006 2011

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Developing markets growth and expansion

Developing markets revenue Expansion of market coverage

$575

$1,125

60%

90%

95%

45%

45%

85%

2007 2012

CAGR = 13.6%

Nielsen’s position in developing markets provides deep opportunity for growth as population of middle class further expands

Africa

China

India

Population coverage

Note: Revenue growth rate derived on a constant currency basis

($ millions)


Watch segment

Revenue

4.6%(b)


3.8%(b)

2009 2010 2011

$1,767 $1,850

$1,944

($ millions) > Long term contracts

> Proprietary data sets

> Content monetization across platforms

and devices

> Online Campaign Ratings

> Cross-Platform Ratings

> Extended Screen

> Advertiser solutions

> Global opportunities

Business Drivers

CAGR = 4.1%

11.5%(a)

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(a) Prior to change in segmentation made at end of 2011

(b) Revenue growth rates derived on a constant currency basis; figures are as reported 2009 constant currency growth by segment is unavailable

due to re-segmenting completed in December 2011


Cross-platform measurement facilitates better marketing ROI

Trends shaping What Consumers Watch

More choices and platforms Consumers more connected

1950s

RISE OF CABLE TV

MORE ADVERTISER-SUPPORTED NETWORKS

FIRST SATELLITE

BROADCAST

DIGITAL AND INTERNET

REVOLUTION

DVR PENETRATION

BLACK & WHITE

TELEVISION

1960s

1970s

1980s

1990s

2000-2005

2006-2011

OVER-THE-TOP

DISTRIBUTION

(a) Nielsen Cross-Platform Report: Based on Total US Population, Persons 2+ for TV and Online, (Home and Work) 13+ for Mobile, 4th Qtr 2011

Video penetration by platform, Q4 2011(a)

(Percent of US population)

Monthly time spent among video users (hh:mm)

4:34 4:20 153:19

Mobile Online Television

11%

49%

95%

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Nielsen measures the true audience for online

and cross-platform campaigns

Overnight audience ratings, consistent

with TV

Delivery against

campaign objectives

Ad resonance and recall, fully integrated

with campaign reach

TV

Unduplicated ratings from Online and

TV campaigns, by demographic

Built from Nielsen TV ratings and Online

Campaign Ratings inputs

Initial release is Live; Q4 2012

commercial release

Online

Verification, including

Brand Safety and

Viewability metrics Provided by

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Online Campaign Ratings Cross-Platform Campaign Ratings

Vizu: Real-time online ad effectiveness

measurement


Integration of Buy and Watch

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Media Client Example

Nielsen Buyer Insights

> Highlights consumer purchasing

power of audience for a network or

show

> Enables advertisers to improve

marketing ROI

> Potential to increase yield of the

market – grow the total size

TV viewing

segment

domestic

purchase data

Buyer

Ratings + =

Watc

hBu

y

Measure Measure

Analyze

Advise

Analyze

Advise

Measure

Analyze

Advise

Integration

Enterprise

solutions

Marketing and

media effectiveness

Buy + Watch

Watc

hBu

y

Measure Measure

Analyze

Advise

Analyze

Advise

Measure

Analyze

Advise

Integration

Enterprise

solutions

Marketing and

media effectiveness

Buy + Watch


Looking ahead…

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Provide clients with cross-platform solutions to optimize

performance of advertising campaigns

Leverage Nielsen’s Buy & Watch capabilities to provide innovative

solutions in a fragmented consumer landscape

Continue investment of resources in developing markets to increase

the depth and breadth of Nielsen’s coverage


Appendix


Quarterly financial performance

Revenue Adjusted EBITDA

Note: Revenue growth rates derived on a constant currency basis; figures are as reported

Q2 '11 Q3 '11 Q4 '11 Q1 '12 Q2 '12 Q2 '11 Q3 '11 Q4 '11 Q1 '12 Q2 '12

4.9%


27.7%

Adjusted EBITDA Margin

28.9% 5.8%

$1,396 $386

($ millions) ($ millions)

$1,413 $408

4.6% 30.4%

$1,421 $432

24.8% 4.2%

$1,338

3.5% 28.1%

$1,385 $389

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$332


Quarterly performance by segment

Revenue

Note: Figures are as reported

$871 $864 $896 $799 $849

$487 $485 $504

$480 $498

$38 $64 $21

$61 $38

Q2 '11 Q3 '11 Q4 '11 Q1 '12 Q2 '12

Buy Watch Expo

($millions)

Adjusted EBITDA

$180 $177 $222

$121

$169

$199 $195

$210

$185

$212

$13 $37

$4

$36

$14

Q2 '11 Q3 '11 Q4 '11 Q1 '12 Q2 '12

Buy Watch Expo

($ millions)

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$2,861 $3,108

$3,409

$1,767 $1,850

$1,944

$180

$168

$179

2009 2010 2011

Buy Watch Expo

Annual performance by segment

Revenue Adjusted EBITDA(a)

(a) The representation by segment does not include Corporate, which contributes to the full view of total Adjusted EBITDA for the Company

Note: Figures are as reported

($ millions)

$595 $656 $699

$672 $704

$781

$63

$78

$87

2009 2010 2011

Buy Watch Expo

($ millions)

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Selected cash flow & balance sheet items

Cash Flow –

2Q 12

Free Cash Flow $46

Capex $70

Cash Taxes $39

Restructuring $26

Balance Sheet –

6/30/12

Gross Debt (a) $6,555

Cash $283

Net Debt (a) $6,272

Net Debt Ratio (b) 4.0x

(a) Does not include $288 million of mandatory convertible subordinated bonds; weighted avg. interest rate calculated based on amount outstanding at end of quarter

(b) Reflects Net Debt divided by Adjusted EBITDA calculated on last twelve months basis. See Appendix for detail

Capital Table

3/31/12 6/30/12 Change

Loan Debt (secured) $ 4,781 $4,835 $54

11.625% Sr. Notes 205 206 1

11.5% Sr. Notes 307 308 1

7.75% Sr. Notes 1,084 1,084 --

EMTNs 67 -- (67)

Capital lease/misc. debt 124 122 (2)

Total Debt (a) $ 6,568 $6,555 (13)

Less Cash 295 283 (12)

Net Debt $ 6,273 $6,272 (1)

Net Debt Ratio (b) 4.0x 4.0x --

Weighted avg. interest rate (a) 5.60% 5.61% 1 bp

($ in millions)

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Certain non-GAAP measures

Overview of Non-GAAP Presentations

We consistently use the below non-GAAP financial measures to evaluate the results of our operations. We believe that the presentation of these non-GAAP measures provides useful information to investors regarding financial and business trends related to our results of operations and that when this non-GAAP financial information is viewed with our GAAP financial information, investors are provided with a more meaningful understanding of our ongoing operating performance. None of the non-GAAP measures presented should be considered as an alternative to net income or loss, operating income or loss, cash flows from operating activities or any other performance measures of operating performance or liquidity derived in accordance with GAAP. These non-GAAP measures have important limitations as analytical tools and should not be considered in isolation or as substitutes for an analysis of our results as reported under GAAP.

Constant Currency Presentation

We evaluate our results of operations on both an as reported and a constant currency basis. The constant currency presentation, which is a non-GAAP measure, excludes the impact of fluctuations in foreign currency exchange rates. We believe providing constant currency information provides valuable supplemental information regarding our results of operations, consistent with how we evaluate our performance. We calculate constant currency percentages by converting our prior-period local currency financial results using the current period exchange rates and comparing these adjusted amounts to our current period reported results.

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Adjusted net income reconciliation: Q2

(a) (b) See footnotes on next page

Quarter ended June 30 (Unaudited)

2012 2011

Net income/(loss) $ 103 $ 69

Interest expense, net 106 112

Provision for income taxes 38 39

Depreciation and amortization 127 135

EBITDA 374 355

Equity in net income of affiliates (4) (3)

Other non-operating (income)/expense, net (6) 1

Restructuring charges 16 23

Stock-based compensation expense 6 6

Other items (a) 3 4

Adjusted EBITDA 389 386

Interest expense, net (106) (112)

Depreciation and amortization (127) (135)

Depreciation and amortization of acquisition-related tangible and intangible assets 40 49

Cash paid for income taxes (39) (32)

Stock-based compensation expense (6) (6)

Interest expense attributable to mandatory convertible bonds 6 5

Adjusted net income $ 157 $ 155

Adjusted net income per share of common stock, diluted (b) $0.42 $0.41

($ in millions except per share amounts)

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(a) Other items primarily consist of costs related to our initial public offering in 2011 and other

transaction-related fees.

(b) Adjusted Net Income per share of common stock presented on a diluted basis includes potential

common shares associated with stock-based compensation plans that may have been

considered anti-dilutive in accordance with GAAP. The amount also includes the weighted-

average amount of shares of common stock convertible associated with the mandatory

convertible bonds based upon the average price of our common stock during the period.

Adjusted net income reconciliation: Q2

cont’d

Weighted-average shares of common stock outstanding as of quarter ended

June 30, 2012, basic 361,528,675

Dilutive shares of common stock from stock compensation plans 4,347,044

Shares of common stock convertible associated with the mandatory

convertible bonds 10,416,700

Weighted-average shares of common stock outstanding, diluted 376,292,419

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Adjusted net income reconciliation: YTD

Six months ended June 30 (Unaudited)

2012 2011

Net income/(loss) $ 128 $ (112)

Loss from discontinued operations, net -- 1

Interest expense, net 211 251

Provision / (Benefit) for income taxes 45 (95)

Depreciation and amortization 258 271

EBITDA 642 316

Equity in net income of affiliates (2) (1)

Other non-operating expense, net 9 225

Restructuring charges 53 46

Stock-based compensation expense 14 10

Other items (a) 5 110

Adjusted EBITDA 721 706

Interest expense, net (211) (251)

Depreciation and amortization (258) (271)

Depreciation and amortization of acquisition-related tangible and intangible assets 82 99

Cash paid for income taxes (62) (63)

Stock-based compensation expense (14) (10)

Interest expense attributable to mandatory convertible bonds 12 9

Adjusted net income $ 270 $ 219

Adjusted net income per share of common stock, diluted (b) $0.72 $0.61

($ in millions except per share amounts)

(a) (b) See footnotes on next page

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(a) Other items primarily consist of Sponsor Advisory Fees in 2011, costs related to our initial public

offering and other transaction-related fees.

(b) Adjusted Net Income per share of common stock presented on a diluted basis includes potential

common shares associated with stock-based compensation plans that may have been

considered anti-dilutive in accordance with GAAP. The amount also includes the weighted-

average amount of shares of common stock convertible associated with the mandatory

convertible bonds based upon the average price of our common stock during the period.

Adjusted net income reconciliation: YTD

cont’d

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Free cash flow reconciliation

Quarter Ended June 30 Six Months Ended June 30

2012 2011 2012 2011

Net cash provided by

operating activities $116 $122 $113 $70

Capital expenditures (70) (90) (152) (142)

Free Cash Flow $46 $32 $(39) $(72)

Sponsor termination fees --- --- --- (102)

Normalized

Free Cash Flow $46 $32 $(39) $30

($ in millions)

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Investor Relations

[email protected]

+1.646.654.4602

ir.nielsen.com

nlsn 2q 2012 investor presentation

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