Search the web
Welcome, Guest
[Sign Out, My Account]

Quotes & Info
Enter Symbol(s):
e.g. YHOO, ^DJI
Symbol Lookup | Financial Search
NLSN > SEC Filings for NLSN > Form 8-K on 19-Aug-2013All Recent SEC Filings

Show all filings for NIELSEN HOLDINGS N.V. | Request a Trial to NEW EDGAR Online Pro



Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement.

On August 14, 2013, Nielsen Holdings N.V. ("Nielsen" or the "Company") entered into the Agreement Terminating the Amended and Restated Shareholders' Agreement Regarding Nielsen Holdings N.V. (the "Termination Agreement"), dated as of August 14, 2013, with The Nielsen Company B.V. ("TNC"), Valcon Acquisition B.V. ("Valcon"), Valcon Acquisition Holding (Luxembourg) ("Luxco") and funds associated with or designated by AlpInvest Partners ("AlpInvest"), The Blackstone Group ("Blackstone"), The Carlyle Group ("Carlyle"), Centerview Partners ("Centerview"), Hellman & Friedman LLC ("Hellman & Friedman"), Kohlberg Kravis Roberts & Co. ("KKR") and Thomas H. Lee Partners ("THL" and, together with AlpInvest, Blackstone, Carlyle, Centerview, Hellman & Friedman and KKR, the "Sponsors"). The Termination Agreement terminates in all material respects the Amended and Restated Shareholders' Agreement Regarding Nielsen Holdings N.V., dated as of January 31, 2011, as amended, by and among Nielsen, TNC, Valcon, Luxco and the Sponsors, other than with respect to certain specified provisions, including provisions regarding indemnification, access to information and confidentiality. The parties entered into the Termination Agreement in light of the Sponsor's reduced ownership of Nielsen common stock.

In connection with the Termination Agreement, on August 14, 2013, Nielsen entered into separate letter agreements with affiliates of each of Blackstone, Carlyle, Hellman & Friedman, KKR and THL (each such affiliate, a "Counterparty"), which provides such Counterparty with the right to nominate one director to Nielsen's Board of Directors directly, rather than through Luxco, if such Counterparty holds, directly or indirectly, at least 3% of Nielsen's voting power.

Also in connection with the Termination Agreement, on August 14, 2013, Nielsen entered into a letter agreement with affiliates of AlpInvest, which provides AlpInvest with the right to receive information from the Company subject to confidentiality, insider trading restrictions and other provisions.

  Add NLSN to Portfolio     Set Alert         Email to a Friend  
Get SEC Filings for Another Symbol: Symbol Lookup
Quotes & Info for NLSN - All Recent SEC Filings
Sign Up for a Free Trial to the NEW EDGAR Online Pro
Detailed SEC, Financial, Ownership and Offering Data on over 12,000 U.S. Public Companies.
Actionable and easy-to-use with searching, alerting, downloading and more.
Request a Trial      Sign Up Now

Copyright © 2014 Yahoo! Inc. All rights reserved. Privacy Policy - Terms of Service
SEC Filing data and information provided by EDGAR Online, Inc. (1-800-416-6651). All information provided "as is" for informational purposes only, not intended for trading purposes or advice. Neither Yahoo! nor any of independent providers is liable for any informational errors, incompleteness, or delays, or for any actions taken in reliance on information contained herein. By accessing the Yahoo! site, you agree not to redistribute the information found therein.