13. Guarantor Financial Information

The following supplemental financial information is being provided for purposes of compliance with reporting covenants contained in certain debt obligations of Nielsen and its subsidiaries. The financial information sets forth for Nielsen, its subsidiaries that have issued certain debt securities (the “Issuers”) and its guarantor and non-guarantor subsidiaries, the consolidating balance sheet as of September 30, 2017 and December 31, 2016 and consolidating statements of operations and cash flows for the periods ended September 30, 2017 and 2016. During the three months ended September 30, 2017, the Company restructured certain legal entities and therefore the Company adjusted prior periods to reflect the current year structure.

The issued debt securities are jointly and severally guaranteed on a full and unconditional basis by Nielsen and subject to certain exceptions, each of the direct and indirect 100% owned subsidiaries of Nielsen, in each case to the extent that such entities provide a guarantee under the senior secured credit facilities. The issuers are also 100% owned indirect subsidiaries of Nielsen: Nielsen Finance LLC and Nielsen Finance Co. for certain series of debt obligations, and The Nielsen Company (Luxembourg) S.ar.l., for the other series of debt obligations. Each issuer is a guarantor of the debt obligations not issued by it.

Nielsen is a holding company and does not have any material assets or operations other than ownership of the capital stock of its direct and indirect subsidiaries. All of Nielsen’s operations are conducted through its subsidiaries, and, therefore, Nielsen is expected to continue to be dependent upon the cash flows of its subsidiaries to meet its obligations. The senior secured credit facilities contain certain limitations on the ability of Nielsen to receive the cash flows of its subsidiaries.

While all subsidiary guarantees of the issued debt securities are full and unconditional, these guarantees contain customary release provisions including when (i) the subsidiary is sold or sells all of its assets, (ii) the subsidiary is declared “unrestricted” for covenant purposes, (iii) the subsidiary’s guarantee under the senior secured credit facilities is released and (iv) the requirements for discharge of the indenture have been satisfied.

Nielsen Holdings plc

Condensed Consolidated Statement of Comprehensive Income (Unaudited)

For the three months ended September 30, 2017

										Non-
(IN MILLIONS)	Parent			Issuers			Guarantor			Guarantor			Elimination			Consolidated
Revenues	$	—		$	—		$	899		$	742		$	—		$	1,641
Cost of revenues, exclusive of depreciation and amortization shown separately below		—			—			356			336			—			692
Selling, general and administrative expenses, exclusive of depreciation and amortization shown separately below		1			—			197			247			—			445
Depreciation and amortization		—			—			126			34			—			160
Restructuring charges		—			—			3			4			—			7
Operating (loss)/income		(1	)		—			217			121			—			337
Interest income		—			238			10			—			(247	)		1
Interest expense		—			(90	)		(241	)		(11	)		247			(95	)
Other income/(expense), net		—			—			90			(91	)		—			(1	)
(Loss)/income from continuing operations before income taxes and equity in net income of subsidiaries		(1	)		148			76			19			—			242
Provision for income taxes		—			(52	)		(37	)		(3	)		—			(92	)
Equity in net income of subsidiaries		147			61			108			—			(316	)		—
Net income		146			157			147			16			(316	)		150
Less net income attributable to noncontrolling interests		—			—			—			4			—			4
Net income attributable to controlling interest		146			157			147			12			(316	)		146
Total other comprehensive income/(loss)		72			(6	)		72			69			(135	)		72
Total comprehensive income		218			151			219			85			(451	)		222
Comprehensive income attributable to noncontrolling interests		—			—			—			4			—			4
Total comprehensive income attributable to controlling interest	$	218		$	151		$	219		$	81		$	(451	)	$	218

Nielsen Holdings plc

Condensed Consolidated Statement of Comprehensive Income (Unaudited)

For the three months ended September 30, 2016

(IN MILLIONS)	Parent			Issuers			Guarantor			Non- Guarantor			Elimination			Consolidated
Revenues	$	—		$	—		$	884		$	686		$	—		$	1,570
Cost of revenues, exclusive of depreciation and amortization shown separately below		—			—			322			320			—			642
Selling, general and administrative expenses, exclusive of depreciation and amortization shown separately below		1			—			228			223			—			452
Depreciation and amortization		—			—			123			28			—			151
Restructuring charges		—			—			22			7			—			29
Operating (loss)/income		(1	)		—			189			108			—			296
Interest income		—			221			10			2			(232	)		1
Interest expense		(1	)		(79	)		(227	)		(10	)		232			(85	)
Foreign currency exchange transaction gains, net		—			—			—			2			—			2
Other income/(expense), net		—			—			73			(73	)		—			—
(Loss)/income from continuing operations before income taxes and equity in net income of subsidiaries		(2	)		142			45			29			—			214
Provision for income taxes		—			(50	)		(19	)		(13	)		—			(82	)
Equity in net income of subsidiaries		132			68			106			—			(306	)		—
Net income		130			160			132			16			(306	)		132
Less net income attributable to noncontrolling interests		—			—			—			2			—			2
Net income attributable to controlling interest		130			160			132			14			(306	)		130
Total other comprehensive (loss)/income		(10	)		2			(10	)		(6	)		13			(11	)
Total other comprehensive loss attributable to noncontrolling interests		—			—			—			(1	)		—			(1	)
Total other comprehensive (loss)/income attributable to controlling interests		(10	)		2			(10	)		(5	)		13			(10	)
Total comprehensive income		120			162			122			10			(293	)		121
Comprehensive income attributable to noncontrolling interests		—			—			—			1			—			1
Total comprehensive income attributable to controlling interest	$	120		$	162		$	122		$	9		$	(293	)	$	120

Nielsen Holdings plc

Condensed Consolidated Statement of Comprehensive Income (Unaudited)

For the nine months ended September 30, 2017

										Non-
(IN MILLIONS)	Parent			Issuers			Guarantor			Guarantor			Elimination			Consolidated
Revenues	$	—		$	—		$	2,658		$	2,153		$	—		$	4,811
Cost of revenues, exclusive of depreciation and amortization shown separately below		—			—			1,052			979			—			2,031
Selling, general and administrative expenses, exclusive of depreciation and amortization shown separately below		3			—			686			698			—			1,387
Depreciation and amortization		—			—			384			93			—			477
Restructuring charges		—			—			21			27			—			48
Operating (loss)/income		(3	)		—			515			356			—			868
Interest income		1			682			27			3			(710	)		3
Interest expense		—			(263	)		(694	)		(30	)		710			(277	)
Foreign currency exchange transaction losses, net		—			—			(3	)		(6	)		—			(9	)
Other (expense)/income, net		—			(2	)		68			(69	)		—			(3	)
(Loss)/income from continuing operations before income taxes and equity in net income/(loss) of subsidiaries and affiliates		(2	)		417			(87	)		254			—			582
(Provision)/benefit for income taxes		—			(146	)		20			(100	)		—			(226	)
Equity in net income of subsidiaries		350			149			418			—			(917	)		—
Equity in net (loss)/income of affiliates		—			—			(1	)		1			—			—
Net income		348			420			350			155			(917	)		356
Less net income attributable to noncontrolling interests		—			—			—			8			—			8
Net income attributable to controlling interest		348			420			350			147			(917	)		348
Total other comprehensive income/(loss)		232			(24	)		232			245			(448	)		237
Total other comprehensive income attributable to noncontrolling interests		—			—			—			5			—			5
Total other comprehensive income/(loss) attributable to controlling interests		232			(24	)		232			240			(448	)		232
Total comprehensive income		580			396			582			400			(1,365	)		593
Comprehensive income attributable to noncontrolling interests		—			—			—			13			—			13
Total comprehensive income attributable to controlling interest	$	580		$	396		$	582		$	387		$	(1,365	)	$	580

Nielsen Holdings plc

Condensed Consolidated Statement of Comprehensive Income (Unaudited)

For the nine months ended September 30, 2016

(IN MILLIONS)	Parent			Issuer			Guarantor			Non- Guarantor			Elimination			Consolidated
Revenues	$	—		$	—		$	2,668		$	1,985		$	—		$	4,653
Cost of revenues, exclusive of depreciation and amortization shown separately below		—			—			985			952			—			1,937
Selling, general and administrative expenses, exclusive of depreciation and amortization shown separately below		3			—			735			653			—			1,391
Depreciation and amortization		—			—			364			86			—			450
Restructuring charges		—			—			40			33			—			73
Operating (loss)/income		(3	)		—			544			261			—			802
Interest income		—			653			29			4			(683	)		3
Interest expense		(3	)		(230	)		(668	)		(29	)		683			(247	)
Foreign currency exchange transaction losses, net		—			—			(1	)		(2	)		—			(3	)
Other (expense)/income, net		—			(1	)		95			(94	)		—			—
(Loss)/income from continuing operations before income taxes and equity in net income/(loss) of subsidiaries and affiliates		(6	)		422			(1	)		140			—			555
(Provision)/benefit for income taxes		—			(148	)		7			(67	)		—			(208	)
Equity in net income of subsidiaries		349			150			344			—			(843	)		—
Equity in net (loss)/income of affiliates		—			—			(1	)		1			—			—
Net income		343			424			349			74			(843	)		347
Less net income attributable to noncontrolling interests		—			—			—			4			—			4
Net income attributable to controlling interest		343			424			349			70			(843	)		343
Total other comprehensive income/(loss)		38			(12	)		38			37			(65	)		36
Total other comprehensive loss attributable to noncontrolling interests		—			—			—			(2	)		—			(2	)
Total other comprehensive income/(loss) attributable to controlling interests		38			(12	)		38			39			(65	)		38
Total comprehensive income		381			412			387			111			(908	)		383
Comprehensive income attributable to noncontrolling interests		—			—			—			2			—			2
Total comprehensive income attributable to controlling interests	$	381		$	412		$	387		$	109		$	(908	)	$	381

Nielsen Holdings plc

Condensed Consolidated Balance Sheet (Unaudited)

September 30, 2017

							Non-
(IN MILLIONS)	Parent		Issuers		Guarantor		Guarantor		Elimination			Consolidated
Assets:
Current assets
Cash and cash equivalents	$	1	$	19	$	73	$	569	$	—		$	662
Trade and other receivables, net		1		—		516		765	$	—			1,282
Prepaid expenses and other current assets		—		—		193		135	$	—			328
Intercompany receivables		2		1,146		322		123		(1,593	)		—
Total current assets		4		1,165		1,104		1,592		(1,593	)		2,272
Non-current assets													—
Property, plant and equipment, net		—		—		296		162		—			458
Goodwill		—		—		6,022		2,330		—			8,352
Other intangible assets, net		—		—		4,513		529		—			5,042
Deferred tax assets		2		20		—		109		—			131
Other non-current assets		—		7		241		82		—			330
Equity investment in subsidiaries		4,230		1,222		4,190		—		(9,642	)		—
Intercompany loans		25		8,608		1,829		140		(10,602	)		—
Total assets	$	4,261	$	11,022	$	18,195	$	4,944	$	(21,837	)	$	16,585
Liabilities and equity:
Current liabilities
Accounts payable and other current liabilities	$	—	$	101	$	422	$	492	$	—		$	1,015
Deferred revenues		—		—		204		124	$	—			328
Income tax liabilities		—		2		47		149	$	—			198
Current portion of long-term debt, capital lease obligations and short-term borrowings		—		22		40		5	$	—			67
Intercompany payables		—		—		1,300		293		(1,593	)		—
Total current liabilities		—		125		2,013		1,063		(1,593	)		1,608
Non-current liabilities													—
Long-term debt and capital lease obligations		—		8,247		113		17		—			8,377
Deferred tax liabilities		—		71		1,063		85		—			1,219
Intercompany loans		—		62		10,173		367		(10,602	)		—
Other non-current liabilities		2		2		603		314		—			921
Total liabilities		2		8,507		13,965		1,846		(12,195	)		12,125
Total stockholders’ equity		4,259		2,515		4,230		2,897		(9,642	)		4,259
Noncontrolling interests		—		—		—		201		—			201
Total equity		4,259		2,515		4,230		3,098		(9,642	)		4,460
Total liabilities and equity	$	4,261	$	11,022	$	18,195	$	4,944	$	(21,837	)	$	16,585

Nielsen Holdings plc

Condensed Consolidated Balance Sheet

December 31, 2016

								Non-
(IN MILLIONS)	Parent		Issuers		Guarantor			Guarantor		Elimination			Consolidated
Assets:
Current assets
Cash and cash equivalents	$	5	$	1	$	219		$	529	$	—		$	754
Trade and other receivables, net		2		—		478			691		—			1,171
Prepaid expenses and other current assets		—		—		185			112		—			297
Intercompany receivables		—		862		312			167		(1,341	)		—
Total current assets		7		863		1,194			1,499		(1,341	)		2,222
Non-current assets
Property, plant and equipment, net		—		—		307			164		—			471
Goodwill		—		—		5,728			2,117		—			7,845
Other intangible assets, net		—		—		4,248			488		—			4,736
Deferred tax assets		2		—		(1	)		126		—			127
Other non-current assets		—		3		245			81		—			329
Equity investment in subsidiaries		4,117		1,079		4,222			—		(9,418	)		—
Intercompany loans		25		11,533		3,332			150		(15,040	)		—
Total assets	$	4,151	$	13,478	$	19,275		$	4,625	$	(25,799	)	$	15,730
Liabilities and equity:
Current liabilities
Accounts payable and other current liabilities	$	—	$	52	$	479		$	481	$	—		$	1,012
Deferred revenues		—		—		172			125		—			297
Income tax liabilities		—		2		36			59		—			97
Current portion of long-term debt, capital lease obligations and short-term borrowings		—		145		35			8		—			188
Intercompany payables		47		2		988			304		(1,341	)		—
Total current liabilities		47		201		1,710			977		(1,341	)		1,594
Non-current liabilities
Long-term debt and capital lease obligations		—		7,611		106			21		—			7,738
Deferred tax liabilities		—		71		1,027			77		—			1,175
Intercompany loans		—		2,985		11,708			347		(15,040	)		—
Other non-current liabilities		2		4		609			315		—			930
Total liabilities		49		10,872		15,160			1,737		(16,381	)		11,437
Total stockholders’ equity		4,102		2,606		4,117			2,695		(9,418	)		4,102
Noncontrolling interests		—		—		(2	)		193		—			191
Total equity		4,102		2,606		4,115			2,888		(9,418	)		4,293
Total liabilities and equity	$	4,151	$	13,478	$	19,275		$	4,625	$	(25,799	)	$	15,730

Nielsen Holdings plc

Condensed Consolidated Statement of Cash Flows (Unaudited)

For the nine months ended September 30, 2017

										Non-
(IN MILLIONS)	Parent			Issuers			Guarantor			Guarantor			Consolidated
Net cash (used in)/provided by operating activities	$	(48	)	$	193		$	424		$	235		$	804
Investing activities:
Acquisition of subsidiaries and affiliates, net of cash acquired		—			—			(573	)		(22	)		(595	)
Additions to property, plant and equipment and other assets		—			—			(29	)		(26	)		(55	)
Additions to intangible assets		—			—			(218	)		(46	)		(264	)
Proceeds from the sale of property, plant and equipment and other assets		—			—			28			—			28
Other investing activities		—			—			(1	)		(1	)		(2	)
Net cash used in investing activities		—			—			(793	)		(95	)		(888	)
Financing activities:
Repayments of debt		—			(2,288	)		—			(1	)		(2,289	)
Proceeds from the issuance of debt, net of issuance costs		—			2,745			—			—			2,745
Decrease in other short-term borrowings		—			—			—			(5	)		(5	)
Cash dividends paid to stockholders		(353	)		—			—			—			(353	)
Repurchase of common stock		(117	)		—			—			—			(117	)
Activity under stock plans		28			—			(7	)		—			21
Proceeds from employee stock purchase plan		5			—			—			—			5
Capital leases		—			—			(40	)		(2	)		(42	)
Settlement of intercompany and other financing activities		481			(632	)		273			(135	)		(13	)
Net cash provided by/(used in) financing activities		44			(175	)		226			(143	)		(48	)
Effect of exchange-rate changes on cash and cash equivalents		—			—			(3	)		43			40
Net decrease in cash and cash equivalents		(4	)		18			(146	)		40			(92	)
Cash and cash equivalents at beginning of period		5			1			219			529			754
Cash and cash equivalents at end of period	$	1		$	19		$	73		$	569		$	662

Nielsen Holdings plc

Condensed Consolidated Statement of Cash Flows (Unaudited)

For the nine months ended September 30, 2016

(IN MILLIONS)	Parent			Issuers			Guarantor			Non- Guarantor			Consolidated
Net cash (used in)/provided by operating activities	$	(4	)	$	170		$	412		$	175		$	753
Investing activities:
Acquisition of subsidiaries and affiliates, net of cash acquired		—			—			(239	)		(24	)		(263	)
Additions to property, plant and equipment and other assets		—			—			(41	)		(42	)		(83	)
Additions to intangible assets		—			—			(205	)		(36	)		(241	)
Other investing activities		—			—			(1	)		(3	)		(4	)
Net cash used in investing activities		—			—			(486	)		(105	)		(591	)
Financing activities:
Net borrowings under revolving credit facility		—			—			193			—			193
Repayments of debt		—			(101	)		—			—			(101	)
Proceeds from the issuance of debt, net of issuance costs					496									496
Cash dividends paid to stockholders		(323	)		—			—			—			(323	)
Repurchase of common stock		(394	)		—			—			—			(394	)
Activity under stock plans		91			—			(19	)		—			72
Settlement of intercompany and other financing activities		622			(547	)		(82	)		(26	)		(33	)
Net cash (used in)/provided by financing activities		(4	)		(152	)		92			(26	)		(90	)
Effect of exchange-rate changes on cash and cash equivalents		—			—			2			15			17
Net (decrease)/increase in cash and cash equivalents		(8	)		18			20			59			89
Cash and cash equivalents at beginning of period		1			—			7			349			357
Cash and cash equivalents at end of period	$	(7	)	$	18		$	27		$	408		$	446