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): March 26, 2012
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The Interpublic Group of Companies, Inc.
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(Exact Name of Registrant as Specified in Charter)
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Delaware
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1-6686
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13-1024020
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(State or Other Jurisdiction
of Incorporation) |
(Commission File
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(IRS Employer
Identification No.) |
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1114 Avenue of the Americas, New York, New York
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10036
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(Address of Principal Executive Offices)
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(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:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other Events and Regulation FD Disclosure.
On March 26, 2012, The Interpublic Group of Companies, Inc. issued a press release announcing that it had retired all $400 million in outstanding aggregate principal amount of its outstanding 4.25% Convertible Senior Notes due 2023. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
Exhibit 99.1: Press Release, dated March 26, 2012 (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. | ||
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Date: March 26, 2012
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By:
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/s/ NICHOLAS J. CAMERA |
| Nicholas J. Camera Senior Vice President, General Counsel and Secretary |
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FOR IMMEDIATE RELEASE
Interpublic Announces Retirement of 4.25% Convertible Senior Notes Due 2023
New York, NY – March 26, 2012 – Interpublic Group (NYSE: IPG) today announced the retirement of all $400 million in aggregate principal amount of its 4.25% Convertible Senior Notes due 2023 (the “Notes”). Interpublic has redeemed the remaining principal amount of the Notes at par plus accrued interest from March 15, 2012, the last interest payment date, to the redemption date. The principal amount of Notes redeemed was approximately $376.4 million. In connection with the redemption, holders of the Notes had the right to convert their Notes into Interpublic common stock at a conversion rate of 82.4612 common shares per $1,000 principal amount of Notes. Through March 23, 2012, the last date on which the Notes were convertible, holders had converted $365,000 in principal amount of the Notes into approximately 30,000 shares of Interpublic’s common stock. Previously, Interpublic had repurchased approximately $23.2 million in principal amount of the Notes at par on March 15, 2012 upon exercise of the holders’ put option.
The repurchases and redemption have eliminated approximately 33 million shares of common stock from Interpublic’s eligible diluted share count.
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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, HUGE, Initiative, Jack Morton Worldwide, Lowe and Partners, MAGNAGLOBAL, 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 and Partners Company; Gotham Inc.; Hill Holliday; ID Media; Mullen and The Martin Agency. For more information, please visit www.interpublic.com.
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Contact Information
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Tom Cunningham
(Press)
(212) 704-1326
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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