q413 nlsn earnings webcast 02 13-14 final

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NYSE: NLSN 4 TH QUARTER AND FULL YEAR 2013 RESULTS CONFERENCE CALL & WEBCAST FEBRUARY 13, 2014 8:00AM ET

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Page 1: Q413 nlsn earnings webcast 02 13-14 final

NYSE: NLSN

4TH QUARTER AND FULL YEAR 2013 RESULTS

CONFERENCE CALL & WEBCAST

FEBRUARY 13, 2014 8:00AM ET

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NLSN 4Q and FY 2013 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 February 13, 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 4Q and FY 2013 Results 3

AGENDA

Fourth Quarter & Full Year Results

Business Update

Financials and Guidance

Appendix and Reconciliations

Q&A

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MITCH BARNS CHIEF EXECUTIVE OFFICER

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NLSN 4Q and FY 2013 Results

FULL YEAR OVERVIEW • Solid full year 2013 results

- Revenue grew 6.4% constant currency, 3.9% excluding Nielsen Audio (Arbitron)

- Adjusted EBITDA grew 7.5%...up 8.7% constant currency

- Adjusted net income per share of $2.02...up 19.5% year-over-year

- Full year free cash flow of $573 million…up 34.5% from 2012

• Steady and consistent model positioned for growth

• Closed Arbitron…comfortable with updated cost synergy estimate of net $45M

• PE Ownership down to 33%…S&P 500 index inclusion

• Focus on shareholder value through balanced approach to capital allocation

- Initiated and increased dividend in 2013

- Announced and implemented share buyback program

• Reiterating 2014 core guidance

- In-line with long-term framework

Well positioned to continue delivering steady and consistent growth in 2014 and beyond

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NLSN 4Q and FY 2013 Results

WELL-POSITIONED FOR GROWTH

Expanded coverage in Africa, India, China, Mexico and now into Myanmar

Expanded online ratings – Campaign & Program

Extended video capability to mobile (tablet/smartphone)

Launched Nielsen Twitter TV Ratings

Accelerated growth of Ad Solutions

Completed acquisition of Arbitron

Extended long-term client relationships

Measure high growth, global middle class consumers

Continue to enhance product and increase penetration with clients and publishers

Innovating to meet clients’ needs in the ever-changing landscape

Created Social TV ratings…paid + earned media

Unique advertising effectiveness solutions across more verticals

New areas for growth: retail data linkage, streaming, global

Enable client value through performance management

2013 ACCOMPLISHMENTS OPPORTUNITY

Creating value to help clients with performance management

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BRIAN WEST CHIEF FINANCIAL OFFICER

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NLSN 4Q and FY 2013 Results

TOTAL NIELSEN RESULTS – FY 2013 ($ in millions except per share amounts)

FULL YEAR 2013 RESULTS

2013 V% (a) 2013 Guidance

Total Revenue $5,703 6.4% ~6%

Adjusted EBITDA $1,617 8.7%

Adjusted EBITDA margin % 28.4% 61 bps 60 to 70 bps

Adjusted Net Income (ANI) $770 23.4% ~22%

Diluted ANI per share (b) $2.02 21.7% ~$2.00

Free Cash Flow $573 34.5% $530 - $580

Proforma Net Debt Ratio (c) 3.5x (0.4) ~0.3x

• Steady revenue growth; +3.9% excluding Audio

• Developed markets steady; developing markets +7.2%

• Margin expansion from cost leadership and volume while reinvesting for growth

• Strong earnings growth…delevering, refinancing

• Accelerating free cash flow growth

(a) Year-over-year growth in constant currency except for Free Cash Flow and Proforma Net Debt Ratio that are presented at reported rates (b) Calculated using weighted average shares outstanding of 381.8 million for 2013 and 376.7 million for 2012. See Appendix for detail (c) Reflects net debt (gross debt minus cash), divided by Adjusted EBITDA calculated on last twelve months basis. Excludes $288M of

mandatory convertible subordinated debt. Proforma net debt leverage ratio for 2013 includes Arbitron (Audio) Adjusted EBITDA of $117 million for the nine months ended September 30, 2013. The 2012 comparable ratio of 3.9x has been adjusted to include Audio and exclude Expositions EBITDA and net debt. As reported, 2012 Net Debt Ratio was 3.75x.

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NLSN 4Q and FY 2013 Results

TOTAL NIELSEN RESULTS – 4Q 2013 ($ in millions except per share amounts)

4TH QUARTER RESULTS

2013 2012 V% (a)

Revenue $1,611 $1,441 13.1%

Adjusted EBITDA $508 $453 14.2%

Adjusted EBITDA margin % 31.5% 31.4% 28 bps

Adjusted Net Income (ANI) $274 $236 19.7%

Diluted ANI per share (b) $0.71 $0.63 16.4%

Free Cash Flow $234 $207 13.0%

• Core revenue growth of 3.7%, excluding Audio, driven by strength in audience measurement, developing markets and Ad Solutions

• Continued margin expansion while reinvesting for long term growth

• Strong growth in earnings and free cash flow

(a) Year-over-year growth in constant currency, excluding Free Cash Flow (b) Calculated using weighted average shares outstanding of 384.2 million for 4Q 2013 and 377.4

million for 4Q 2012. See Appendix for detail

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NLSN 4Q and FY 2013 Results

SEGMENT REVENUE ($ in millions)

• Information steady… W. Europe pressure

• Broad based Insights growth

• Developing markets +9.2% constant currency; double digit growth in many markets

• Strong Watch growth +5.7% excluding Audio; driven by audience measurement and Ad Solutions

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

4TH QUARTER RESULTS

2013 2012 V% (a)

Information $684 $686 1.0%

Insights $219 $209 7.4%

Total Buy $903 $895 2.5%

Watch $708 $546 30.4%

Total $1,611 $1,441 13.1%

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NLSN 4Q and FY 2013 Results

SEGMENT PROFITABILITY — ADJUSTED EBITDA ($ in millions)

• Buy: accelerated investments in developing markets; Insights growth

• Watch: business model and successful initial integration of Audio

• Delivering on cost management and productivity efforts

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

4TH QUARTER RESULTS

2013 2012 V% (a)

Buy $201 $217 (4.7)%

Watch $313 $238 32.6%

Corporate $(6) $(2) NM

Total $508 $453 14.2%

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NLSN 4Q and FY 2013 Results

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

FINANCIAL METRICS

4Q 13 FY 2013

Free Cash Flow $234 $573

Capital Expenditures $119 $374

D&A $146 510

Net Book Interest 80 307

Cash Taxes $46 $147

Cash Restructuring $21 $80

Wtd. avg. diluted shares 384.2 381.8

BALANCE SHEET – 12/31/13

Gross Debt (a) $6,640

Cash $564

Net Debt (a) $6,076

PF Net Debt Ratio (b) 3.5x

CAPITAL TABLE

12/31/13 12/31/12 Change

Loan Debt (secured) $4,016 $4,090 $(74)

11.625% Sr. Notes -- 209 (209)

7.75% Sr. Notes 1,083 1,084 (1)

4.50% Sr. Notes 800 800 --

5.50% Sr. Notes 625 -- 625

Capital lease/misc. debt 116 113 3

Total Debt (a) $6,640 $6,296 344

Less Cash 564 288 276

Net Debt $6,076 $6,008 68

Proforma Net Debt Ratio (b) 3.5x 3.9x (0.4)

Weighted avg. interest rate (a) 4.28% 4.86% (58)bps

(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 (gross debt minus cash), divided by Adjusted EBITDA calculated on last twelve months basis. Excludes $288M of mandatory convertible subordinated debt. Proforma net

debt leverage ratio for 2013 includes Arbitron (Audio) Adjusted EBITDA of $117 million for the nine months ended September 30, 2013. The 2012 comparable ratio of 3.9x has been adjusted to include Audio and exclude Expositions EBITDA and net debt. As reported, 2012 Net Debt Ratio was 3.75x.

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NLSN 4Q and FY 2013 Results

2014 REVENUE RANGE Percentages reflected as constant currency

• Macro economic tailwind

• Improved discretionary environment

• Local client expansion

• Steady progress with global and local

clients

• Tablets, Smartphones, Social, OCR

• New verticals, new products

• Non-core legacy product performance

Audience Measurement 5.0-5.5% 5.5-6.0%

Ad Solutions 10-15% ~20%

WATCH 5.0 – 5.5% 6.0 – 6.5%

Other (2%) 0-2%

Core Nielsen 4.0% 6.0%

Watch (ex

Audio)

Buy

$2.2B

+5.2%

$3.4B

+3.1%

$5.6B

Western Europe (1%) 1%

Insights 4-6% ~10%

7-8% ~10% Developing

3.0 – 3.5% 5.0 – 5.5% BUY

RANGE DRIVERS HIGH LOW

2014E RANGE 2013

3% 4% Developed Info

(ex- W. Europe)

Total Nielsen, including Audio and Harris, growing 11.5% - 13.5%

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NLSN 4Q and FY 2013 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 2/12/14 remain in effect for the balance of 2014. Also based on company estimates for future quarters on distribution of revenue by currency.

(240)

(130)

(50) (90)

(120)

(380)

(180)

(110) (90) (150)

1Q14E 2Q14E 3Q14E 4Q14E FY14E

Rev

EBITDA

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NLSN 4Q and FY 2013 Results

2014 GUIDANCE – FEBRUARY 13, 2014 (Amounts in constant currency except adjusted net income per share)

Total Revenue 11.5% - 13.5%

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 - $310M

Cash taxes $170M - $180M

Cash restructuring $110M - $130M

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

OTHER FINANCIAL METRICS

Total revenue growth increased for Harris Interactive; accretion to ANI/share offset by potential currency impact

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APPENDIX

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NLSN 4Q and FY 2013 Results

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, 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 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. Net Debt and Net Debt Leverage Ratio The net debt leverage ratio is defined as net debt 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 not presentations made in accordance with GAAP, and 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.

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NLSN 4Q and FY 2013 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. 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 consistently 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 mandatory convertible subordinated bonds converted on February 1, 2013. 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 4Q and FY 2013 Results 20

AD SOLUTIONS REORGANIZATION: IMPACT ON REVENUE

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

($ in millions)

2013 2012 2011

Prior

Segments 1Q 2Q 3Q 4Q FY 1Q 2Q 3Q 4Q FY 1Q 2Q 3Q 4Q FY

Buy $825 $867 $871 $927 $3,490 $799 849 852 920 3,420 $778 $871 $864 $896 $3,409

Info 648 652 664 684 2,648 612 639 658 686 2,595 600 652 641 641 2,534

Insights 177 215 207 243 842 187 210 194 234 825 178 219 223 255 875

Watch 494 519 516 684 2,213 474 493 499 521 1,987 462 481 479 497 1,919

Total $1,319 $1,386 $1,387 $1,611 $5,703 $1,273 $1,342 $1,351 $1,441 $5,407 $1,240 $1,352 $1,343 $1,393 $5,328

Revised

Segments 1Q 2Q 3Q 4Q FY 1Q 2Q 3Q 4Q FY 1Q 2Q 3Q 4Q FY

Buy 811 844 848 903 3,406 789 826 831 895 3,341 772 860 846 861 3,339

Info 648 652 664 684 2,648 612 639 658 686 2,595 600 652 641 641 2,534

Insights 163 192 184 219 758 177 187 173 209 746 172 208 205 220 805

Watch 508 542 539 708 2,297 484 516 520 546 2,066 468 492 497 532 1,989

Total $1,319 $1,386 $1,387 $1,611 $5,703 $1,273 $1,342 $1,351 $1,441 $5,407 $1,240 $1,352 $1,343 $1,393 $5,328

Revised Y/Y

Growth (a) 1Q 2Q 3Q 4Q FY 1Q 2Q 3Q 4Q FY 1Q 2Q 3Q 4Q FY

Buy 4.1% 2.7% 3.0% 2.5% 3.1% 4.1% 2.0% 3.7% 4.7% 3.6% 7.5% 6.8% 5.6% 3.5% 5.8%

Info 7.1% 2.5% 1.8% 1.0% 3.0% 3.9% 4.6% 8.8% 7.7% 6.3% 9.7% 8.5% 7.7% 6.0% 7.9%

Insights -6.3% 3.2% 7.6% 7.4% 3.1% 4.7% -6.0% -11.7% -4.1% -4.6% 0.6% 2.0% -0.5% -3.1% -0.4%

Watch 5.2% 5.2% 4.7% 30.4% 11.7% 3.9% 6.6% 6.1% 2.8% 4.8% 5.9% 2.1% 6.9% 6.2% 5.2%

Total 4.5% 3.7% 3.7% 13.1% 6.4% 4.0% 3.7% 4.6% 4.0% 4.1% 6.9% 5.1% 6.1% 4.5% 5.6%

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NLSN 4Q and FY 2013 Results 21

AD SOLUTIONS REORGANIZATION: IMPACT ON ADJ. EBITDA

(a) Year over year growth in constant currency

($ in millions)

2013 2012 2011

Prior

Segments 1Q 2Q 3Q 4Q FY 1Q 2Q 3Q 4Q FY 1Q 2Q 3Q 4Q FY

Buy $124 $171 174 205 $674 $121 $169 $175 $221 $686 $120 $180 $177 $222 $699

Watch 199 233 234 309 975 186 213 213 234 846 176 199 195 208 778

Corporate (8) (8) (10) (6) (32) (12) (8) (6) (2) (28) (12) (7) (3) (5) (27)

Total $315 $396 $398 $508 $1,617 $295 $374 $382 $453 $1,504 $284 $372 $369 $425 $1,450

Revised

Segments 1Q 2Q 3Q 4Q FY 1Q 2Q 3Q 4Q FY 1Q 2Q 3Q 4Q FY

Buy $123 $167 169 201 $660 122 165 172 217 676 118 178 175 214 685

Watch 200 237 239 313 989 185 217 216 238 856 178 201 197 216 792

Corporate (8) (8) (10) (6) (32) (12) (8) (6) (2) (28) (12) (7) (3) (5) (27)

Total $315 $396 $398 $508 $1,617 $295 $374 $382 $453 $1,504 $284 $372 $369 $425 $1,450

Revised Y/Y

Growth (a) 1Q 2Q 3Q 4Q FY 1Q 2Q 3Q 4Q FY 1Q 2Q 3Q 4Q FY

Buy 3.4% 1.8% 0.0% -4.7% -0.5% 6.1% 0.0% 3.6% 2.8% 2.9% 0.0% 2.9% 7.4% 0.5% 2.7%

Watch 8.1% 9.2% 12.2% 32.6% 16.2% 4.5% 9.0% 10.2% 9.7% 8.5% 14.1% 11.0% 10.1% 10.2% 11.2%

Total 7.9% 6.2% 5.6% 14.2% 8.7% 5.4% 4.8% 6.4% 7.1% 6.0% 6.4% 7.8% 7.9% 8.1% 7.6%

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NLSN 4Q and FY 2013 Results

ADJUSTED NET INCOME RECONCILIATION: Q4 ($ in millions except per share amounts)

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

Quarter ended December 31, (Unaudited)

2013 2012 Net income 145 $ 36

Loss from discontinued operations, net of tax 14 7

Interest expense, net 80 88

(Benefit)/Provision for income taxes (13) 29

Depreciation and amortization 146 126

EBITDA 372 286

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

Other non-operating expense, net 11 126

Restructuring charges 56 28

Stock-based compensation expense 15 10

Other items (a) 53 7

Adjusted EBITDA 508 453

Interest expense, net (80) (88)

Depreciation and amortization (146) (126)

Depreciation and amortization of acquisition-related tangible and intangible assets 53 38

Cash paid for income taxes (46) (36)

Stock-based compensation expense (15) (10)

Interest expense attributable to mandatory convertible bonds -- 5

Adjusted net income $ 274 $ 236

Adjusted net income per share of common stock, diluted (b) $0.71 $0.63

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NLSN 4Q and FY 2013 Results 23

ADJUSTED NET INCOME RECONCILIATION: Q4 (continued)

(a) For the three months ended December 31, 2013 and 2012, other items primarily consist of one-time items associated with the acquisition of Arbitron, including non-cash purchase accounting adjustments and 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. 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.

Weighted-average shares of common stock outstanding as of quarter ended December 31, 2013, basic

378,331,799

Dilutive shares of common stock from stock compensation plans 5,894,707

Shares of common stock convertible associated with the mandatory convertible bonds

--

Weighted-average shares of common stock outstanding, diluted 384,226,506

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NLSN 4Q and FY 2013 Results

ADJUSTED NET INCOME RECONCILIATION: 2013 ($ in millions except per share amounts)

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

Twelve months ended December 31 (Unaudited)

2013 2012 Net income $ 736 $ 272

Income from discontinued operations, net (305) (30)

Interest expense, net 307 386

Provision for income taxes 91 122

Depreciation and amortization 510 493

EBITDA 1,339 1,243

Equity in net income of affiliates (2) (5)

Other non-operating expense, net 34 135

Restructuring charges 119 85

Stock-based compensation expense 47 34

Other items (a) 80 12

Adjusted EBITDA 1,617 1,504

Interest expense, net (307) (386)

Depreciation and amortization (510) (493)

Depreciation and amortization of acquisition-related tangible and intangible assets 162 145

Cash paid for income taxes (147) (124)

Stock-based compensation expense (47) (34)

Interest expense attributable to mandatory convertible bonds 2 23

Adjusted net income $ 770 $ 635 Adjusted net income per share of common stock, diluted (b) $2.02 $1.69

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NLSN 4Q and FY 2013 Results 25

ADJUSTED NET INCOME RECONCILIATION: 2013 (continued)

(a) For the twelve months ended December 31, 2013 and 2012, other items primarily consist of one-time items associated with the acquisition of Arbitron, including non-cash purchase accounting adjustments and 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. 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.

Weighted-average shares of common stock outstanding as of year ended December 31, 2013, basic

375,797,629

Dilutive shares of common stock from stock compensation plans 5,130,337

Shares of common stock convertible associated with the mandatory convertible bonds

896,994

Weighted-average shares of common stock outstanding, diluted 381,824,960

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NLSN 4Q and FY 2013 Results

FREE CASH FLOW RECONCILIATION ($ in millions)

QUARTER ENDED DECEMBER 31

TWELVE MONTHS ENDED DECEMBER 31

2013 2012 2013 2012

Net cash provided by operating activities

$320 $340 $901 $784

Capital expenditures (119) (133) (374) (358)

One-time Arbitron costs $33 -- $46 --

Free Cash Flow $234 $207 $573 $426

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