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Nielsen Reports 4th Quarter and Full-Year 2011 Results

Certain Non-GAAP Measures
We use the non-GAAP financial measures discussed below 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, total indebtedness or any other performance measures of operating performance, liquidity or indebtedness 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. Our use of these terms may vary from the use of similarly-titled measures by others in our industry due to the potential inconsistencies in the method of calculation and differences due to items subject to interpretation

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.

Adjusted EBITDA and Adjusted Net Income
We define Adjusted EBITDA as net income or loss from our consolidated statements of operations before interest income and expense, income taxes, depreciation and amortization, restructuring charges, goodwill and intangible asset impairment charges, stock compensation expense and other non-operating items from our consolidated statements of operations as well as certain other items considered unusual or non-recurring in nature. Adjusted EBITDA is not a presentation made in accordance with GAAP, and our use of the term Adjusted EBITDA may vary from the use of similarly-titled measures by others in our industry due to the potential inconsistencies in the method of calculation and differences due to items subject to interpretation. We use Adjusted EBITDA to measure our performance from period to period both at the consolidated level as well as within our operating segments, to evaluate and fund incentive compensation programs and to compare our results to those of our competitors.

We define Adjusted net income as net income or loss from our consolidated statements of operations before income taxes, depreciation and amortization associated with acquired tangible and intangible assets, restructuring charges, goodwill and intangible asset impairment charges, other non-operating items from our consolidated statements of operations and certain other items considered unusual or non-recurring in nature, reduced by cash paid for income taxes. Also excluded from Adjusted net income is interest expense attributable to the mandatory convertible subordinated bonds due 2013. 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 and Adjusted net income per share of common stock are not presentations made in accordance with GAAP.

The below table presents a reconciliation from net income to Adjusted EBITDA and Adjusted net income and a reconciliation from weighted-average shares outstanding on a GAAP basis to dilutive shares outstanding for the three and twelve months ended December 31, 2011 and 2010, respectively:

Contacts:
Investor Relations: Liz Zale, +1 646 654 4593
Media Relations: Kristie Bouryal, +1 646 654 5577

  • Revenues for the year grew 8% to $5,532 million, up 6% in constant currency
  • Adjusted EBITDA for the year grew 10% to $1,546 million, up 8% in constant currency
  • Adjusted Net Income for the year increased to $590 million from $266 million. Net income for the year was $86 million as compared to $132 million in 2010.

New York, USA – February 6, 2012 – Nielsen Holdings N.V. (NYSE: NLSN), a leading global provider of information and insights into what consumers buy and watch, today announced financial results for the fourth quarter and year ended December 31, 2011.

“Nielsen delivered solid fourth quarter results, with double-digit growth in developing markets and steady gains in all other regions,” said David Calhoun, Chief Executive Officer of Nielsen. “We feel great about our first year as a public company and look forward to achieving continued progress in 2012.”

Fourth Quarter 2011 Operating Results
Revenues for the fourth quarter increased 4% to $1,421 million, or 5% on a constant currency basis compared to the fourth quarter of 2010. Growth was driven by a 4% increase within our Buy segment (5% on a constant currency basis), a 3% increase within our Watch segment (3% on a constant currency basis) and a 17% increase within our Expositions segment (17% on a constant currency basis).

Adjusted EBITDA for the fourth quarter increased 7% to $432 million, or 9% on a constant currency basis compared to the fourth quarter of 2010. Net income for the fourth quarter was $95 million compared to $4 million in the fourth quarter of 2010. Net income per share, on a diluted basis, was $0.26 compared to $0.01 in the fourth quarter of 2010. Adjusted Net Income for the fourth quarter increased to $190 million compared to $99 million in the fourth quarter of 2010. Adjusted Net Income per share was $0.51 compared to $0.35 in the fourth quarter of 2010.

Year Ended December 2011 Operating Results
Revenues for full year 2011 increased 8% to $5,532 million, or 6% on a constant currency basis compared to full year 2010. Growth was driven by a 10% increase within our Buy segment (7% on a constant currency basis), a 5% increase within our Watch segment (4% on a constant currency basis) and a 7% increase in our Expositions segment (7% on a constant currency basis).

Adjusted EBITDA for full year 2011 increased 10% to $1,546 million, or 8% on a constant currency basis compared to 2010. Net income for full year 2011 was $86 million compared to $132 million for 2010. The 2011 results included charges associated with the IPO of $206 million (net of tax of $127 million). Net income per share, on a diluted basis, was $0.24 compared to $0.46 in 2010. Adjusted Net Income for full year 2011 increased to $590 million compared to $266 million for full year 2010. Adjusted Net Income per share was $1.61 compared to $0.95 in 2010.

Financial Position
As of December 31, 2011, cash balances were $319 million and gross debt was $6,475 million, excluding the $288 million mandatory convertible subordinated bonds due 2013. Net debt (gross debt less cash and cash equivalents) at the end of 2011 was $6,156 million and our net debt leverage ratio was 4.0x. In 2011, we voluntarily repaid $287 million of our senior secured term loans due 2013, including $162 million in the fourth quarter. Capital expenditures were $367 million for full year 2011, compared with $334 million for 2010. In February 2012, we executed a new $1.2 billion five-year term loan, the proceeds from which were applied to refinance the majority of our previously existing 2013 bank maturities. This transaction results in 84% of our debt portfolio with a maturity of 2016 or beyond.

Conference Call and Webcast
Nielsen will hold a conference call to discuss fourth quarter and full year results at 9:00 a.m. U.S. Eastern Time (ET) on February 6, 2012. The audio and slides for the call can be accessed live by webcast at http://ir.nielsen.com or by dialing 1-866-652-5200. Callers outside the U.S. and Canada can dial +1-412-317-6060. The passcode for the call is “Nielsen.” An archive will be available on the investor relations website after the call.

Forward-looking Statements
This news release includes information that could constitute forward-looking statements made pursuant to the safe harbor provision of the Private Securities Litigation Reform Act of 1995. These statements may be identified by words such as ‘will’, ‘expect’, ‘should’, ‘could’, ‘shall’ and similar expressions. These statements are subject to risks and uncertainties, and actual results and events could differ materially from what presently is expected. Factors leading thereto may include without limitations general economic conditions, conditions in the markets Nielsen is engaged in, behavior of customers, suppliers and competitors, technological developments, as well as legal and regulatory rules affecting Nielsen’s business and specific risk factors discussed in other releases and public filings made by the Company (including the Company’s filings with the Securities and Exchange Commission). This list of factors is not intended to be exhaustive. Such forward-looking statements only speak as of the date of this press release, and we assume no obligation to update any written or oral forward-looking statement made by us or on our behalf as a result of new information, future events, or other factors.

About Nielsen
Nielsen Holdings N.V. (NYSE: NLSN) is a global information and measurement company with leading market positions in marketing and consumer information, television and other media measurement, online intelligence, mobile measurement, trade shows and related properties. Nielsen has a presence in approximately 100 countries, with headquarters in New York, USA and Diemen, the Netherlands. For more information, visit www.nielsen.com.


Results of Operation — (Three and Twelve Months Ended December 31, 2011 and 2010)
The following table sets forth, for the periods indicated, the amounts included in our Consolidated Statements of Operations: