Nielsen Holdings Investor Presentation — November 2020

Document content

Copyright © 2020 The Nielsen Company. Confidential and proprietary.

NYSE: NLSN3RDQUARTER 2020 EARNINGS

November 2, 2020 | 8:00 am ET2

Copyright © 2020 The Nielsen Company (US), LLC. Confidential and proprietary. Do not distribute.This communication includes information that could constitute forward -looking statements made pursuant to the safe harbor provis ion of

the Private Securities Litigation Reform Act of 1995. These statements include those set forth below relating to the proposed sale by

Nielsen of its Global Connect business to an affiliate of Advent International Corporation (the “proposed transaction”),“2020 Full Year

Guidance”, those related to the impact of the recent coronavirus (COVID -19) pandemic on our business as well as those that may b e

identified by words such as “will,” “intend,” “expect,” “anticipate,” “should,” “could” and similar expressions. These statem ents are

subject to risks and uncertainties, and actual results and events could differ materially from what presently is expected. Fa ctors leading

thereto may include, without limitation, the risks related to the COVID -19 pandemic on the global economy and financial markets, the

uncertainties relating to the impact of the COVID -19 pandemic on Nielsen's business, the timing, receipt and terms and condition s of

any required governmental or regulatory approvals of the proposed transaction that could reduce the anticipated benefits of o r cause

the parties to abandon the proposed transaction, the occurrence of any event, change or other circumstances that could give r iseto the

termination of the stock purchase agreement entered into pursuant to the proposed transaction (the “Agreement”), the possibil itythat

Nielsen shareholders may not approve the entry into the Agreement, the risk that the parties to the Agreement may not be able to

satisfy the conditions to the proposed transaction in a timely manner or at all, risks related to the disruption of managemen t time from

ongoing business operations due to the proposed transaction, the risk that any announcements relating to the proposed transac tion

could have adverse effects on the market price of Nielsen’s common stock, the risk of any unexpected costs or expenses result ingfrom

the proposed transaction, the risk of any litigation relating to the proposed transaction, the risk that the proposed transac tion and its

announcement could have an adverse effect on the ability of Nielsen to retain customers and retain and hire key personnel and

maintain relationships with customers, suppliers, employees and other business relationships an on its operating results and business