Q215 nielsen earnings webcast final

NYSE: NLSN

2ND QUARTER 2015 RESULTS

TUESDAY JULY 28, 2015 8:00AM ET

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NLSN 2Q 2015 Results

SAFE HARBOR FOR FORWARD-LOOKING STATEMENTS

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

prospects, that relate to 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 as of July 28, 2015.

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 for the purpose of providing information about current expectations for 2015. This

information may not be appropriate for other purposes.

http://ir.nielsen.com/

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AGENDA AGENDA

Second Quarter

Business Update

Financials and Guidance

Appendix and Reconciliations

Q&A

MITCH BARNS CHIEF EXECUTIVE OFFICER

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SECOND QUARTER 2015 OVERVIEW

Strong 2Q operating performance

- Revenue of $1.6 billion…up 4.8% constant currency

- Adjusted EBITDA of $468 million…up 7.3% constant currency

- Adjusted net income per share of $0.66…up 13.8% constant currency

- Free cash flow of $154 million…up 33% year over year

Continued execution on our balanced capital allocation framework

- Share buybacks: on track to repurchase $1 billion by mid-2016

- Acquisitions: eXelate integration on track

Reiterating 2015 guidance

INVESTING IN GROWTH, DELIVERING VALUE TO SHAREHOLDERS

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UPDATE ON KEY STRATEGIC INITIATIVES

RIGHT STRATEGY, CONTINUED STRONG EXECUTION

• Watch: Total Audience Measurement Progress

Total Audience: framework for comprehensive measurement of the consumer

Continued strength in core television audience measurement

Strong client interest for signature-based VOD measurement

Digital Ad Ratings growth, global coverage, Google DoubleClick international expansion

Rollout of Digital Content Ratings (with Adobe) on track for fall launch

Roku partnership to measure over-the-top viewing

• Marketing Effectiveness: Strong momentum across client base, eXelate a catalyst

• Buy: Unmatched Global Presence

New client wins in every region

Notable growth with small- and mid-tier clients

Broad-based Emerging market growth

Fourth consecutive quarter of constant currency margin expansion

• Innovation

JAMERE JACKSON CHIEF FINANCIAL OFFICER

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TOTAL NIELSEN RESULTS ($ in millions except per share amounts, growth in constant currency , excluding Free Cash Flow)

• Revenues +4.8%, solid growth in Watch and Buy

• Margin expansion +72 bps while reinvesting for long-term growth

• Strong growth in earnings fueled by operating leverage and share repurchase • Solid FCF growth of 33%

2Q 2015 2Q 2014 V%

Revenues $1,559 $1,594 4.8%

Adjusted EBITDA $468 $460 7.3%

Adjusted EBITDA margin % 30.0% 28.9% 72 bps

Adjusted Net Income (ANI) $246 $240 10.3%

Diluted ANI per share (a) $0.66 $0.62 13.8%

Free Cash Flow $154 $116 32.8%

(a) Calculated using weighted average shares outstanding of 372.6 million for 2Q 2015 and 385.4 million for 2Q 2014. See appendix for detail

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WATCH SEGMENT RESULTS ($ in millions, growth in constant currency)

REVENUE

PROFITABILITY

2Q DYNAMICS

Total Watch

Adjusted EBITDA

Margin

$707

$314

44.4%

2Q 15

$694

$301

43.4%

2Q 14

4.7%

6.1%

56 bps

V%

• Solid revenue growth driven by: - Audience Measurement +5.1%; ex-Audio +6.8% • Growth initiatives are delivering - Digital Ad Ratings campaigns tripled - eXelate integration on track - Marketing Effectiveness +21.7% • Margin improvement driven by continued

productivity & operating leverage

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BUY SEGMENT RESULTS ($ in millions, growth in constant currency)

REVENUE

PROFITABILITY

2Q DYNAMICS

Developed

Adjusted EBITDA

Margin

$582

$162

19.0%

2Q 15

$614

$167

18.6%

2Q 14

2.8%

9.5%

81 bps

V%

Emerging $270 $286 9.3%

Total Buy $852 $900 4.8%

• Solid revenue growth +4.8% • New client wins in every region • Discretionary spend environment remains steady • Emerging: broad-based growth • Margin improvement driven by cost out

initiatives and scaling emerging markets

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FOREIGN CURRENCY IMPACT

(a) Projected impact assumes rates in effect at 7/27/15 remain in effect for the balance of 2015. Also based on company estimates for future quarters on distribution of revenue and EBITDA by currency.

No single currency is >3%, excluding USD, CAD, EUR, CNY

& GBP

(650) (700)

(740)

(480)

(640) (620)

(560)

(610)

(460)

(550)

1Q15 2Q15 3Q15E 4Q15E FY15E

Rev (bps) EBITDA (bps)

Note: We report on a constant currency basis to reflect operating performance

56%

11%

4% 3% 3%

23%

USD EUR CAD GBP CNY Other

2014 CURRENCY PROFILE - REVENUE PROJECTED FX IMPACT(a):

REPORTED VS CONSTANT CURRENCY

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2015 GUIDANCE - JULY 28, 2015 (Revenue and adj. EBITDA margin growth in constant currency)

Total Revenue 4.0% - 6.0%

Adj. EBITDA margin growth 50 – 70 bps

Adj. Net Income Per Share

$2.60 - $2.66

Leverage

~3.6x

Free Cash Flow

$850 - $900M

Net book interest

$310M - $320M

Cash taxes $160M - $170M

Cash restructuring $50M - $75M

Est. wtd. avg. diluted shares outstanding for FY 2015 ~371M

OTHER FINANCIAL METRICS

REITERATING 2015 GUIDANCE

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&

APPENDIX

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CERTAIN NON-GAAP MEASURES Overview of Non-GAAP Presentations 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, cash flows and indebtedness 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 measures of operating performance and financial condition, 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. Net Debt and Net Debt Leverage Ratio The net debt leverage ratio is defined as net debt (gross debt less cash and cash equivalents) as of the balance sheet date divided by Adjusted EBITDA for the twelve months then ended. Net debt and the net debt leverage ratio are commonly used metrics to evaluate and compare leverage between companies and are not presentations made in accordance with GAAP.

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CERTAIN NON-GAAP MEASURES (continued)

Adjusted EBITDA

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-based 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. 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.

Adjusted Net Income

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, equity in net income of affiliates, 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. Free Cash Flow We define free cash flow as net cash provided by operating activities, plus the excess tax benefit on stock-based compensation, less capital expenditures. We believe providing free cash flow information provides valuable supplemental information regarding the cash flow that may be available for discretionary use by us. Free cash flow is not a presentation made in accordance with GAAP.

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ADJUSTED NET INCOME RECONCILIATION: Q2 ($ in millions except per share amounts)

Quarter ended June 30, (Unaudited)

2015 2014 Net income $ 116 $ 76

Interest expense, net 78 77

Provision for income taxes 86 74

Depreciation and amortization 146 145

EBITDA 426 372

Equity in net income of affiliates -- (1)

Other non-operating expense, net 6 51

Restructuring charges 14 13

Stock-based compensation expense 13 12

Other items (a) 9 13

Adjusted EBITDA 468 460

Interest expense, net (78) (77)

Depreciation and amortization (146) (145)

Depreciation and amortization of acquisition-related tangible and intangible assets 51 51

Cash paid for income taxes (36) (37)

Stock-based compensation expense (13) (12)

Adjusted net income $ 246 $ 240

Adjusted net income per share of common stock, diluted (b) $0.66 $0.62

(a), (b) See footnotes on next page

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ADJUSTED NET INCOME RECONCILIATION: Q2 (continued)

(a) For the three months ended June 30, 2015 and 2014, other items primarily consist of non-recurring costs. (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.

Weighted-average shares of common stock outstanding as of quarter ended June 30, 2015, basic

368,364,597

Dilutive shares of common stock from stock compensation plans 4,216,436

Weighted-average shares of common stock outstanding, diluted 372,581,033

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FREE CASH FLOW RECONCILIATION ($ in millions)

QUARTER ENDED JUNE 30 2015 2014

Net cash provided by operating activities

$251 $210

Less: Capital expenditures (97) (94)

Free cash flow $154 $116

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($ in millions)

2Q 15 Reported

2Q 14 Reported

% V Reported

2Q 14 Constant Currency

% V Constant Currency

BUY $852 $900 (5.3)% $813 4.8%

WATCH $707 $694 1.9% $675 4.7%

TOTAL $1,559 $1,594 (2.2)% $1,488 4.8%

REVENUE RECONCILIATION

ADJUSTED EBITDA RECONCILIATION

2Q 15 Reported

2Q 14 Reported

% V Reported

2Q 14 Constant Currency

% V Constant Currency

BUY $162 $167 (3.0)% $148 9.5%

WATCH $314 $301 4.3% $296 6.1%

CORPORATE $(8) $(8) NM $(8) NM

TOTAL $468 $460 1.7% $436 7.3%

($ in millions)

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DEBT CAPITAL TABLE ($ in millions)

(a) Reflects Net Debt (gross debt minus cash), divided by Adjusted EBITDA calculated on last twelve months basis (b) Excludes capital leases

DEBT CAPITAL TABLE

6/30/15 3/31/15 Change

Loan Debt (secured) $3,609 $3,489 $120

4.50% Sr. Notes (10/1/20) 800 800 --

5.50% Sr. Notes (10/1/21) 625 625 --

5.00% Sr. Notes (4/15/22) 2,308 2,308 --

Capital lease/misc. debt 131 125 $6

Total Debt $7,473 $7,347 $126

Less Cash 331 343 ($12)

Net Debt $7,142 $7,004 $138

Net Debt Ratio (a) 3.9x 3.8x 0.1x

Weighted avg. interest rate (b) 3.97% 4.00% (3) bps

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SELECTED FINANCIAL METRICS & BALANCE SHEET ITEMS ($ in millions)

FINANCIAL METRICS

2Q 15

Free Cash Flow $154

Capital Expenditures $97

D&A $146

Net Book Interest $78

Cash Taxes $36

Cash Restructuring $26

Wtd. avg. diluted shares 372.6

BALANCE SHEET – 6/30/15

Gross Debt $7,473

Cash $331

Net Debt $7,142

Net Debt Ratio (a) 3.86x

CURRENT DEBT MATURITY PROFILE – 6/30/15(b)

$49 $118

$640

$212

$1,041

$814

$1,952

$2,308

2015 2016 2017 2018 2019 2020 2021 2022

(a) Reflects net debt (gross debt minus cash), divided by Adjusted EBITDA calculated on last twelve months basis (b) Excludes Revolver ($208M), Capital Leases ($122M) and Miscellaneous Debt ($9M)

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Q215 nielsen earnings webcast final