Nielsen to Separate Into Two Global Companies

• Nielsen Concludes Comprehensive Strategic Review Process
• Announces Plan to Spin-Off Nielsen's Global Connect Business
• Separation Sharpens Strategic Focus; Allows Each Business to Most Effectively Serve Rapidly Changing End-Markets and Invest in Growth Opportunities
• Each Business Is Well-Positioned to Accelerate Growth and Profits Over Time
• Developing Fit-for-Purpose Capital Structures and Allocation Strategies
• Nielsen to Adjust Dividend to Strengthen Balance Sheet Ahead of Separation
• Provide Added Flexibility to Invest for Growth
• Nielsen Also Announces Third Quarter 2019 Results, Reaffirms Revenue, Adjusted EBITDA, and Free Cash Flow Guidance for 2019, and Increases Adjusted EPS Guidance for 2019

Nielsen Holdings plc announced today the completion of its strategic review and its plan to spin-off the company's Global Connect business, creating two independent, publicly traded companies—the Global Media business and the Global Connect business—each of which will have sharper strategic focus and greater opportunity to leverage its unique competitive advantages. The strategic review was led by James Attwood, Chairman of Nielsen's Board of Directors.

David Kenny

"Nielsen has two strong and global franchises—Global Media and Global Connect. Following an extensive review process, which included an in-depth analysis of our businesses, strategies and market opportunities, the Board concluded that separating into two independent, publicly traded companies is the best path to position each business for long term success and maximize value creation," commented Attwood. "As independent companies, both Nielsen—the Global Media business—and the new company consisting of Global Connect will enjoy added flexibility and further strengthen their paths toward a new phase of growth, productivity and industry leadership."

"Since beginning the strategic review, Nielsen has evolved significantly. We are building a track record of execution, led by improved operational and financial discipline, and we have confidence in the path forward for each business," said David Kenny, Chief Executive Officer. 

"Both the Global Media and Global Connect businesses are independently essential to the industries they serve, but each business has unique dynamics. Our decision to separate them marks a milestone in our strategic evolution and will best position each to serve the specific needs of their clients and successfully address rapidly changing dynamics in the marketplace. As two independent companies, we can better drive decision making with velocity and push key initiatives to accelerate performance enhancements of each business."

Creating two separate and independent publicly traded companies will enable each business to:

• Drive results with a singular focus and an independent structure that allows faster decision-making.
• Implement distinct, fit-for-purpose capital structures and allocation strategies aligned with growth plans.
• Benefit from strategic flexibility to invest in growth opportunities.
• Create compelling pure-play investment opportunities for investors by driving accelerated growth and profits over time.

As Nielsen prepares for the separation, it has been developing fit-for-purpose capital structure targets for both businesses. As part of the separation, the Board of Directors approved a reduction of the dividend, with the goal of strengthening the two prospective balance sheets ahead of the separation and providing added flexibility to invest for growth. Beginning with Nielsen's next dividend payment in December 2019, Nielsen will reduce its quarterly cash dividend payment to $0.06, from $0.35, per ordinary share. The dividend is payable on December 5, 2019, to shareholders of record at the close of business on November 21, 2019.

With the completion of the strategic review, James Attwood resumes his role as Chairman of the Board, effective immediately. He had been serving as Executive Chairman to oversee the Company's strategic review and Chief Executive Officer search.

After the separation is complete, David Kenny will serve as the Chief Executive Officer of Nielsen's Global Media business. Nielsen has begun a search for a Chief Executive Officer of the Global Connect business which will consider both external and internal candidates. Additions to the management teams and the composition of the boards of directors for both companies will be named in due course.

Third Quarter 2019 Results

Separately, Nielsen announced today its third quarter 2019 results, reaffirmed revenue, Adjusted EBITDA, and free cash flow guidance for 2019, and increased Adjusted EPS guidance for 2019. Further details can be found on Nielsen's website at http://www.nielsen.com/investors or on EDGAR at http://www.sec.gov.