UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): June 22, 2009
The Interpublic Group of Companies, Inc. |
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(Exact Name of Registrant as Specified in Charter) |
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Delaware |
1-6686 |
13-1024020 |
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
1114 Avenue of the Americas, New York, New York |
10036 |
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(Address of Principal Executive Offices) |
(Zip Code) |
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Registrant’s telephone number, including area code: 212-704-1200 |
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(Former Name or Former Address, if Changed Since Last Report) |
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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[New York #2072116 v2] |
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Item 8.01. Other Events
On June 22, 2009, the Company issued a press release, attached hereto as Exhibit 99.1 and incorporated by reference herein, announcing the results of the early settlement of its tender offers for its 5.40% Notes due 2009 and its 7.25% Notes due 2011.
Item 901. Financial Statements and Exhibits.
Exhibit 99.1: Press release dated June 22, 2009 (filed pursuant to Item 8.01).
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| THE INTERPUBLIC GROUP OF COMPANIES, INC. | ||
| Date: June 22, 2009 | By: |
/s/ Nicholas J. Camera |
| Nicholas J. Camera Senior Vice President, General Counsel and Secretary |
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Exhibit 99.1
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FOR IMMEDIATE RELEASE |
Interpublic Announces Early Settlement of its Tender Offers
New York, NY – June 22, 2009 – The Interpublic Group of Companies, Inc. (NYSE: IPG) today announced the results of the early settlement of tender offers for its 5.40% Notes due 2009 (CUSIP No. 460690AU4) (the “2009 Notes”) and 7.25% Notes due 2011 (CUSIP No. 460690AR1) (the “2011 Notes”).
As of 5 p.m., New York City time, on June 19, 2009, Interpublic had received tenders in respect of $213.9 million aggregate principal amount of 2009 Notes and $463.7 million aggregate principal amount of 2011 Notes, all of which have been accepted for purchase by Interpublic. The holders of the accepted 2009 Notes will be entitled to receive total consideration of $1,010 per $1,000 of principal amount tendered and the holders of the accepted 2011 Notes will be entitled to receive total consideration of $1,040 per $1,000 of principal amount tendered.
The total cash payment to purchase the 2009 Notes and 2011 Notes, including accrued and unpaid interest, is $711.4 million. Such payment is expected to be made on June 22, 2009.
Holders who have not already tendered 2009 Notes, 2011 Notes, or Floating Rate Notes due 2010 (CUSIP No. 460690BC3) (the “2010 Notes”) may continue to do so at any time at or prior to 5 p.m. New York City time, on July 6, 2009, unless Interpublic extends or earlier terminates the tender offers. However, such holders will not be entitled to receive any early tender premium, except in the case of any 2010 Notes that were tendered prior to 5 p.m., New York City time, on June 19, 2009, and which are ultimately accepted for purchase. Withdrawal rights for the tender offers have expired.
Morgan Stanley & Co. Incorporated and Citigroup Global Markets Inc. are serving as the dealer managers for the tender offers; Global Bondholder Services is serving as the information agent and the depositary.
Neither Interpublic, its board of directors, the information agent and depositary nor the dealer managers make any recommendation as to whether holders of the notes should tender or refrain from tendering the notes.
This announcement does not constitute an offer to purchase or a solicitation of an offer to sell securities. The tender offers are being made solely by means of the offer to purchase. In any jurisdiction where the laws require a tender offer to be made by a licensed broker or dealer, the tender offers will be deemed to be made on behalf of Interpublic by the dealer managers, or one or more registered brokers or dealers under the laws of such jurisdiction.
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About Interpublic
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, Universal McCann and Weber Shandwick. Leading domestic brands include Campbell-Ewald, Campbell Mithun, Carmichael Lynch, Deutsch, Hill Holliday, Mullen, The Martin Agency and R/GA. For more information, please visit www.interpublic.com.
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Contact Information
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Philippe Krakowsky (212) 704-1328 |
Jerry Leshne (Analysts, Investors) (212) 704-1439 |
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Interpublic Group |
1114 Avenue of the Americas |
New York, NY 10036 |
212-704-1200 tel 212-704-1201 fax |