Shares of Its 5¼% Series B Cumulative Convertible Perpetual Preferred
Stock (CUSIP Nos. 460690 803 and 460690 407)
NEW YORK, May 25, 2010 (BUSINESS WIRE) --The Interpublic Group of Companies, Inc. ("IPG") (NYSE:IPG) announced today that it has set a purchase price of $869.86 per share (the "Purchase Price") in connection with its previously announced offer to purchase for cash up to 370,000 shares of its outstanding 5¼% Series B Cumulative Convertible Perpetual Preferred Stock (the "Preferred Shares"). The tender offer commenced on April 29, 2010 and will expire at midnight on May 26, 2010 (such date and time, the "Expiration Time"). Tendered shares may be withdrawn at any time prior to the Expiration Time.
IPG fixed the purchase price promptly after the close of trading on the New York Stock Exchange (the "NYSE") on May 24, 2010, which is the second scheduled trading day prior to the date of the Expiration Time (the "Pricing Date"). The Purchase Price was calculated as the sum of 54.893 multiplied by the Weighted Average Price, plus $438.95, subject to a minimum Purchase Price of $768.31 and a maximum Purchase Price of $1,070.22 per Preferred Share, as further described in IPG's Offer to Purchase, dated April 29, 2010.
In addition to the Purchase Price, Holders that validly tender their Preferred Shares at or prior to the Expiration Time will also be paid accrued and unpaid dividends to, but not including, the payment date on such Preferred Shares that are accepted for purchase by IPG.
The terms and conditions of the tender offer appear in IPG's Offer to Purchase and the related Letter of Transmittal. Copies of these and other related documents have been mailed to holders of the Preferred Shares. Subject to applicable law, IPG may extend or otherwise amend the tender offer. Completion of the tender offer is not conditioned on a minimum number of Preferred Shares being tendered. The consummation of the tender offer is subject to certain conditions described in the Offer to Purchase.
IPG has retained Morgan Stanley & Co. Incorporated and Citigroup Global Markets Inc. to serve as dealer managers for the tender offer, and Global Bondholder Service Corporation to serve as the information agent and the depositary. Copies of the Offer to Purchase and related documents may be obtained at no charge by contacting the information agent and depositary at (866) 807-2200 (toll-free) or, for banks and brokers, at (212) 430-3774 (collect). Questions regarding the tender offer may be directed to: Morgan Stanley & Co. Incorporated at (800) 624-1808 (toll-free) or (212) 761-8663 (collect) or Citigroup Global Markets Inc. at (800) 558-3745 (toll-free) or (212) 723-6106 (collect) or (212) 723-7367 (collect).
Neither IPG, its board of directors, the information agent and depositary nor the dealer managers make any recommendation as to whether holders should tender or refrain from tendering the Preferred Shares.
This news release shall not constitute an offer to purchase securities, nor is it a solicitation of an offer to sell securities. The tender offer may only be made pursuant to the Offer to Purchase and the accompanying Letter of Transmittal. Copies of the Offer to Purchase, the Letter of Transmittal and related documents may be obtained at no charge from the information agent or from the SEC's Web site at http://www.sec.gov. These documents contain important information, and holders should read them carefully before making any investment decision. The tender offer is not being made to holders of Preferred Shares in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction.
Interpublic is one of the world's leading organizations of advertising agencies and marketing services companies. Major global brands include Draftfcb, FutureBrand, GolinHarris International, Initiative, Jack Morton Worldwide, Lowe Worldwide, Magna, McCann Erickson, Momentum, MRM Worldwide, Octagon, R/GA, UM and Weber Shandwick. Leading domestic brands include Campbell-Ewald; Campbell Mithun; Carmichael Lynch; Deutsch, a Lowe & Partners Company; Hill Holliday; ID Media; Mullen and The Martin Agency. For more information, please visit www.interpublic.com.
This release contains forward-looking statements. Statements in this release that are not historical facts, including statements about management's beliefs and expectations, constitute forward-looking statements. These statements are based on current plans, estimates and projections, and are subject to change based on a number of factors, including those outlined under Item 1A, Risk Factors, in our most recent Annual Report on Form 10-K. Forward-looking statements speak only as of the date they are made, and we undertake no obligation to update publicly any of them in light of new information or future events.
Forward-looking statements involve inherent risks and uncertainties. A number of important factors could cause actual results to differ materially from those contained in any forward-looking statement. Such factors include, but are not limited to, the following:
Investors should carefully consider these factors and the additional risk factors outlined in more detail under Item 1A, Risk Factors, in our most recent Annual Report on Form 10-K.
SOURCE: The Interpublic Group of Companies, Inc.
The Interpublic Group of Companies, Inc.
Philippe Krakowsky, 212-704-1328
Jerry Leshne, 212-704-1439