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Nielsen's Acquisition of Harris 'To Close Today'

February 3 2014

Nielsen has today announced today that it has completed its tender offer to acquire all outstanding shares of common stock of Harris Interactive, and that the acquisition should close today.

Nielsen’s Acquisition of Harris ‘To Close Today’Upon completion - expected today through a merger under Delaware law - Harris Interactive will become a wholly owned subsidiary of Nielsen, within its Buy division, and its shares will cease to be traded on the NASDAQ Stock Market. Nielsen says it will retain The Harris Poll brand.

The sale - now valued at around $118.9m - was first announced in November. The acquisition has been carried out via a wholly owned subsidiary of Nielsen, Prime Acquisition Corp. The offer expired at 12 midnight New York City time on January 31st, at which time c.46.3m shares of 79% of the outstanding shares of common stock had been validly tendered and not withdrawn. Upon the merger, each of the Harris Interactive shares then outstanding immediately prior to the merger will be converted into the right to receive the same price of $2.04 per share in cash that was paid in the tender offer.

Nielsen says it will update its full year guidance to include the impact of Harris Interactive during its fourth quarter earnings call on February 13th.

John J. Lewis, Nielsen’s President, Americas, said of the completion: ‘Harris Interactive is a natural fit with Nielsen’s portfolio of solutions, as the organization shares Nielsen’s commitment to deliver robust and integrated insights to clients to drive business outcomes. This acquisition enables deeper insights into consumer sentiment as well as what consumers are watching and buying while also expanding our footprint with important industry verticals including pharmaceutical, automotive and financial services.’

Web sites: www.harrisinteractive.com and www.nielsen.com .

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