THE NETHERLANDS - VNU remains in buyout talks

In connection with the discussions, the private-equity group has been conducting extensive due diligence of the company, and that process continues, VNU said.

The supervisory and executive boards discussed the private equity proposal, among other matters, during a regularly scheduled meeting yesterday. The Boards continue to evaluate fully and fairly what course of action will serve the best interests of VNUs stakeholders, and they have retained the investment bank, N M Rothschild & Sons, to provide additional, third-party advice. VNU said there can be no assurance that the ongoing discussions with the private equity consortium will result in any specific transaction and, if so, at what price and with what conditions.

The company also said that Aad Jacobs, chairman of VNUs supervisory board, along with VNUs executive board, met yesterday with Eric Knight of Knight Vinke Asset Management, at his request, to hear his views.

VNU announced on January 16, 2006 that it had received a non-binding proposal to purchase the company for EUR 28.00 to 28.50 per common share from the private equity consortium consisting of AlpInvest Partners, The Blackstone Group, The Carlyle Group, Hellman & Friedman, Kohlberg Kravis Roberts & Co., Permira Advisers Ltd., and Thomas H. Lee Partners. The proposal is subject to, among other things, negotiation and execution of a merger protocol and completion of due diligence.

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