q214 nlsn earnings webcast 7 29-14 final

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NYSE: NLSN 2 ND QUARTER 2014 RESULTS CONFERENCE CALL & WEBCAST JULY 29, 2014 8:30AM ET

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Page 1: Q214 nlsn earnings webcast 7 29-14 final

NYSE: NLSN

2ND QUARTER 2014 RESULTS CONFERENCE CALL & WEBCAST

JULY 29, 2014 8:30AM ET

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NLSN 2Q 2014 Results 2

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 29, 2014.

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 2014. This

information may not be appropriate for other purposes.

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NLSN 2Q 2014 Results 3

AGENDA

Second Quarter Overview

Business Update

Financials and Guidance

Appendix and Reconciliations

Q&A

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MITCH BARNS CHIEF EXECUTIVE OFFICER

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NLSN 2Q 2014 Results

SECOND QUARTER 2014 OVERVIEW • Strong 2Q performance

- Revenue grew 15.9% constant currency, or 5.2% core

- Core Watch growth of 5.9% driven by Audience Measurement, incl. Digital, and Ad Solutions

- Core Buy growth of 4.8% driven by 9.2% growth in developing markets

- Adjusted EBITDA grew 16.2%...up 17.9% constant currency

- Adjusted net income per share of $0.62...up 29.2% constant currency

- Free cash flow of $116 million…up 8.4% year over year

• Arbitron integration on track

• Continued execution of our long term capital plans

- Increased dividend 25% to $0.25 in May

- Further strengthened our balance sheet with recent debt refinancing activity

• PE Ownership under 20%

• Reiterating 2014 guidance

Well positioned to achieve both 2014 and long-term targets

*Core revenue growth excludes the impact of the Arbitron and Harris acquisitions

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NLSN 2Q 2014 Results

Important progress with our audience measurement strategy, especially digital • Increasing OCR penetration with media, agency, and publisher clients • Mobile OCR launched, rapid client adoption

Nielsen Audio moving forward on key growth opportunities • Digital measurement, Global expansion, Marketing ROI analytics

Ad Solutions continuing to grow at a healthy pace • Marketing ROI analytics especially helpful to clients with budget pressure

Investments creating value by addressing key client needs • Developing Markets, Global Track Complete, Answers on Demand, Local TV

Expanding coverage of retail sales through eCommerce in China • Omni Channel: Combined view of online and offline purchase behavior

UPDATE ON KEY GROWTH CATALYSTS

Focusing on measuring and improving performance for our diverse global clients

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JAMERE JACKSON CHIEF FINANCIAL OFFICER

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NLSN 2Q 2014 Results

TOTAL NIELSEN RESULTS – 2Q 2014 ($ in millions except per share amounts)

2ND QUARTER RESULTS

2014 2013 V% (a)

Revenues $1,594 $1,386 15.9%

Adjusted EBITDA $460 $396 17.9%

Adjusted EBITDA margin % 28.9% 28.6% 50 bps

Adjusted Net Income (ANI) $240 $187 31.1%

Diluted ANI per share (b) $0.62 $0.49 29.2%

Free Cash Flow $116 $107 8.4%

• Revenues, ex-Arbitron and Harris, grew 5.2% due to broad based growth across Watch and Buy

• Continued margin expansion while reinvesting for long-term growth

• Strong growth in earnings fueled by operating leverage and accretive impact of acquisitions

• Solid FCF growth of 8.4%

(a) Year-over-year growth in constant currency, excluding Free Cash Flow (b) Calculated using weighted average shares outstanding of 385.4 million for 2Q 2014 and 381.6

million for 2Q 2013. See Appendix for detail

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NLSN 2Q 2014 Results

SEGMENT REVENUE ($ in millions)

• Buy revenue +4.8% (ex-Harris)

• Information grew 5.0% due to strength in developing regions offset by slower growth in North America

• Insights growth of 4.2% (ex-Harris) led by developing regions

• Developing markets +9.2% led by double digit growth in LATAM, China & India

• Watch growth of 5.9% (ex-Arbitron) driven by continued strength in Audience Measurement, incl. Digital, and Ad Solutions

(a) Year-over-year growth in constant currency

2ND QUARTER RESULTS

2014 2013 V% (a)

Information $676 $652 5.0%

Insights $224 $192 17.9%

Total Buy $900 $844 7.9%

Watch $694 $542 28.3%

Total $1,594 $1,386 15.9%

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NLSN 2Q 2014 Results

SEGMENT PROFITABILITY — ADJUSTED EBITDA ($ in millions)

• Buy: continued investments in developing markets, global platforms and new client wins

• Watch: scalable business model and execution of Arbitron integration

• Continued focus on cost management and productivity efforts

(a) Year-over-year growth in constant currency

2ND QUARTER RESULTS

2014 2013 V% (a)

Buy $167 $167 3.1%

Watch $301 $237 27.5%

Corporate $(8) $(8) NM

Total $460 $396 17.9%

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NLSN 2Q 2014 Results

FOREIGN CURRENCY IMPACT

2013PF REVENUE DISTRIBUTION

U.S. & Canada 56%

Western Europe 17%

Asia <15%

LatAm, Africa, <15%

Middle East, Eastern Europe

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

GBP

We report on a constant currency basis to reflect operating performance

Projected Impact (a)

FX IMPACT: REPORTED VS. CONSTANT CURRENCY

(a) Projected impact assumes rates in effect at 7/25/14 remain in effect for the balance of 2014. Also based on company estimates for future quarters on distribution of revenue by currency.

(220)

(90) (30)

(70) (100)

(350)

(170) (140)

(90)

(170)

1Q14 2Q14 3Q14E 4Q14E FY14E

Revenue

EBITDA

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NLSN 2Q 2014 Results

SELECTED FINANCIAL METRICS & BALANCE SHEET ITEMS (in millions)

FINANCIAL METRICS

2Q 14

Free Cash Flow $116

Capital Expenditures $94

D&A $145

Net Book Interest $77

Cash Taxes $37

Cash Restructuring $26

Wtd. avg. diluted shares 385.4

PROFORMA BALANCE SHEET – 6/30/14

Gross Debt $6,693

Cash (a) $263

Net Debt $6,430

PF Net Debt Ratio (b) 3.6x

(a) Net of make whole and fees (b) Reflects net debt (gross debt minus cash), divided by Adjusted EBITDA calculated on last twelve months basis. Proforma net debt leverage ratio includes Arbitron Adjusted EBITDA of $47 million for

the three month period of July 1, 2013 to September 30, 2013, the date on which the Arbitron acquisition was completed. (c) Weighted avg. interest rate calculated based on amount outstanding at end of quarter (d) 6/30/14 proforma gross and net debt reflects July issuance of $800 million of 5.0% Senior Unsecured Notes and July redemption of $800 million 7.75% Notes. Cash adjusted for fees and make-

whole premium.

CAPITAL TABLE

6/30/14

PROFORMA(d)

3/31/14

REPORTED Change

Loan Debt (secured) $3,597 $4,025 $(428)

7.75% Sr. Notes -- 1,083 (1,083)

4.50% Sr. Notes 800 800 --

5.50% Sr. Notes 625 625 --

5.00% Sr. Notes 1,553 -- 1,553

Capital lease/misc. debt 118 113 5

Total Debt $6,693 $6,646 $47

Less Cash 263 301 (38)

Net Debt $6,430 $6,345 $85

Proforma Net Debt Ratio (b) 3.6x 3.6x --

Weighted avg. interest rate (c) 3.86% 4.28% (42) bps

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NLSN 2Q 2014 Results

2014 GUIDANCE – JULY 29, 2014 (Amounts in constant currency except adjusted net income per share)

Total Revenues 11.5% - 13.5%

Total Revenues (Core) 4.0% - 6.0%

Adj. EBITDA margin rate 29.0% - 30.0%

Adj. Net Income 22.0% - 27.0%

Adj. Net Income Per Share

$2.45 - $2.55

Deleveraging

~0.3x

Free Cash Flow

~$700M

Capital Expenditures $400M - $410M

Depreciation & Amortization

$575M - $600M

Net book interest

~$300M

Cash taxes $170M - $180M

Cash restructuring $110M - $130M

Est. wtd. avg. diluted shares outstanding for FY 2014 386M

OTHER FINANCIAL METRICS

Reiterating 2014 guidance

Note: Total Revenue (Core) excludes the impact of the Arbitron and Harris acquisitions

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&

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APPENDIX

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NLSN 2Q 2014 Results

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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NLSN 2Q 2014 Results

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, 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 mandatorily convertible subordinated bonds converted on February 1, 2013. Adjusted Net Income per share of common stock presented on a diluted basis includes the weighted-average amount of shares of common stock convertible associated with the mandatorily convertible bonds based upon the average price of our common stock during the periods beginning on or before February 1, 2013. Such shares are considered anti-dilutive in accordance with GAAP for the periods presented. Free Cash Flow We define free cash flow as net cash provided by operating activities, normalized for non-recurring Arbitron transaction costs, 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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NLSN 2Q 2014 Results

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

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

Quarter ended June 30, (Unaudited)

2014 2013 Net income $ 76 $ 426

Income from discontinued operations, net of tax -- (307)

Interest expense, net 77 73

Provision for income taxes 74 46

Depreciation and amortization 145 126

EBITDA 372 364

Equity in net income of affiliates (1) (4)

Other non-operating expense, net 51 4

Restructuring charges 13 8

Stock-based compensation expense 12 11

Other items (a) 13 13

Adjusted EBITDA 460 396

Interest expense, net (77) (73)

Depreciation and amortization (145) (126)

Depreciation and amortization of acquisition-related tangible and intangible assets 51 38

Cash paid for income taxes (37) (37)

Stock-based compensation expense (12) (11)

Interest expense attributable to mandatory convertible bonds -- --

Adjusted net income $ 240 $ 187

Adjusted net income per share of common stock, diluted (b) $0.62 $0.49

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NLSN 2Q 2014 Results 19

ADJUSTED NET INCOME RECONCILIATION: Q2 (continued)

(a) For the three months ended June 30, 2014, other items primarily consist of transaction related 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, 2014, basic

379,755,766

Dilutive shares of common stock from stock compensation plans 5,601,047

Weighted-average shares of common stock outstanding, diluted 385,356,813

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NLSN 2Q 2014 Results

FREE CASH FLOW RECONCILIATION ($ in millions)

QUARTER ENDED JUNE 30

2014 2013

Net Cash Provided by Operating Activities

$210 $206

Capital Expenditures (94) (100)

One-time Arbitron costs -- 1

Free Cash Flow $116 $107

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