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98.97% Of VNU Share Capital Committed to or Obtained by Valcon Per the End of the Post-Acceptance Period on 9 June 2006; Shares will be de-listed from Euronext Amsterdam on 11 July 2006; Squeeze-out procedure to start in due course.


HAARLEM, Netherlands -- VNU VNU Volontaires des Nations Unies (French)
VNU Verenigde Nederlandse Uitgeversbedrijven (Dutch)
VNU Virtual Network User
 N.V. ("VNU") and Valcon Acquisition B.V. ("Valcon") hereby jointly announce that following the expiration EXPIRATION. Cessation; end. As, the expiration of, a lease, of a contract, or statute.
     2. In general, the expiration of a contract puts an end to all the engagements of the parties, except to those which arise from the non- fulfillment of obligations created
 of the post-acceptance period at 15:00 hours, Amsterdam time (09:00 hours, New York New York, state, United States
New York, Middle Atlantic state of the United States. It is bordered by Vermont, Massachusetts, Connecticut, and the Atlantic Ocean (E), New Jersey and Pennsylvania (S), Lakes Erie and Ontario and the Canadian province of
 time) on 9 June 2006, 98.97% of the total issued and outstanding share capital of VNU has been tendered for acceptance or otherwise committed to or obtained by Valcon. This includes the following:

--254,003,484 Ordinary Shares and 1,667,171 American depositary shares American Depositary Share (ADS)

Foreign stock issued in the US and registered in the ADR system.
 ("ADS"), each representing one Ordinary Share, have been tendered for acceptance or otherwise committed to or obtained by Valcon, collectively representing 98.93% of the outstanding and issued ordinary share capital of VNU;

--149,704 Preferred Shares Preferred shares

Preferred shares give investors a fixed dividend from the company's earnings and entitle them to be paid before common shareholders. See: Preferred stock.
 have been tendered under the Offer, representing 99.80% of the outstanding and issued 7% preferred share capital of VNU; and

--100% of the preference B shares with a nominal value Nominal Value

The stated value of an issued security that remains fixed, as opposed to its market value, which fluctuates.

Notes:
When referring to fixed-income securities, the nominal value is also the face value.
 of EUR EUR

In currencies, this is the abbreviation for the Euro.

Notes:
The currency market, also known as the Foreign Exchange market, is the largest financial market in the world, with a daily average volume of over US $1 trillion.
 0.20 each in the share capital of VNU have been sold to Valcon pursuant to share transfer agreements.

These percentages do not take into account Shares held by VNU and its subsidiaries.

During the post-acceptance period 54,963,574 Ordinary Shares and 48,583 American depositary shares ("ADS"), each representing one Ordinary Share, collectively representing 21.29% of the outstanding and issued ordinary share capital of VNU and 1,621 Preferred Shares, representing 1.08% of the outstanding and issued 7% preferred share capital of VNU were tendered for acceptance or otherwise committed to or obtained by Valcon.

Settlement

Payment for the Shares that were tendered and delivered during the post-acceptance period prior to 15:00 hours, Amsterdam time (09:00 hours, New York time) on 6 June 2006 has already occurred.

Payment for the Shares that were tendered and delivered during the post-acceptance period after 15:00 hours, Amsterdam time (09:00 hours, New York time) on 6 June 2006 will be made promptly, in accordance with the settlement procedures as described in the press release of 21 May 2006.

Delisting Delisting

When the stock of a company is removed from a stock exchange.

Notes:
Reasons for delisting include violating regulations and/or failure to meet financial specifications set out by the stock exchange.
 of Shares and squeeze-out procedure

The Ordinary Shares and Preferred Shares will be de-listed from Euronext Amsterdam on 11 July 2006 and therefore 10 July 2006 will be the last day that the Ordinary Shares and Preferred Shares can be traded on Euronext Amsterdam. It is envisaged that shortly after the de-listing of the Shares, VNU will be converted from a public limited company (naamloze vennootschap Naamloze Vennootschap (usually abbreviated NV) is the Dutch terminology for a public limited liability corporation. The company is owned by shareholders, and the company's shares are not registered to certain owners, so that they may be ) into a private limited liability company (besloten vennootschap Besloten Vennootschap (usually abbreviated B.V.) is the Dutch terminology for a private limited liability corporation. The company is owned by shareholders, and the company's shares are privately registered and not freely  met beperkte aansprakelijkheid).

Shareholders are reminded that Valcon, having obtained more than 95% of the total issued and outstanding share capital of VNU, intends to initiate the statutory squeeze-out procedure as referred to in article 2:92a of the Dutch Civil Code in order to acquire all Shares held by minority Shareholders.

Any capitalized terms used but not defined in this announcement shall have the same meaning as ascribed to them in the Offer Memorandum. This announcement is a public announcement as meant within section 9b paragraph 1 of the Bte 1995.

Not for release, publication or distribution, in whole or in part, in or into Canada, Australia or Japan. This is a joint press release of VNU N.V. and Valcon Acquisition B.V. This announcement and related materials do not constitute an offer for any shares in VNU N.V. Please refer to the press releases of 16 January 2006, 7 February 2006, 8 March 2006, 3 April 2006, 7 April 2006, 4 May 2006, 21 May 2006, 31 May 2006 and 8 June 2006 and the offer memorandum dated 31 March 2006 (the "Offer Memorandum") for further information.
COPYRIGHT 2006 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 2006, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Geographic Code:4EUNE
Date:Jun 9, 2006
Words:598
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