United States securities and exchange commission logo
July 9, 2020
Ellen Johnson
Chief Financial Officer
Interpublic Group of Companies, Inc.
909 Third Avenue
New York, New York 10022
Re: Interpublic Group
of Companies, Inc.
Form 10-K for the
Fiscal Year Ended December 31, 2019
Filed February 21,
2020
Form 8-K Filed
April 22, 2020
File No. 1-06686
Dear Ms. Johnson:
We have reviewed your filing and have the following comments. In
some of our
comments, we may ask you to provide us with information so we may better
understand your
disclosure.
Please respond to these comments within ten business days by
providing the requested
information or advise us as soon as possible when you will respond. If
you do not believe our
comments apply to your facts and circumstances, please tell us why in
your response.
After reviewing your
response to these comments, we may have additional comments.
Form 10-K for the Fiscal Year Ended December 31, 2019
Management s Discussion and Analysis of Financial Condition and
Results of Operations
NON-GAAP FINANCIAL MEASURE, page 37
1. Please tell us your
consideration of the guidance in Question 103.01 of the Non-GAAP
Compliance and
Disclosure Interpretations related to your presentation of EBITA here and
EBITDA on page 31 and
the exclusion of other expense, net and equity in net income
(loss) of
unconsolidated affiliates in your calculation of these measures. Also, please
tell
us your consideration
of the guidance in Question 103.02 of the Non-GAAP Compliance
and Disclosure
Interpretations related to beginning your reconciliation of EBITDA with
operating income as
opposed to net income.
Ellen Johnson
Interpublic Group of Companies, Inc.
July 9, 2020
Page 2
Consolidated Statement of Cash Flows, page 48
2. Please tell us the nature of the amounts included in investing
activities under the line item
other investing activities for the year ended December 31, 2019 and
your consideration of
including these cash flow activities in your Management's Discussion
and Analysis.
Consolidated Statement of Stockholders' Equity, page 49
3. We note your disclosure in the last paragraph of page 65 that any
adjustments to the
redeemable non-controlling interest impact retained earnings or
additional paid in capital,
except for foreign currency translation adjustments. Please tell us
the nature of the
differences in amounts in the table on top of page 66 and amounts
presented in the
consolidated statements of stockholders equity for the years
presented.
Note 9 Income Taxes, page 70
4. Please tell us how to reconcile the net deferred tax (liabilites)
assets disclosed on page 70
with amounts disclosed in your balance sheets.
Form 8-K filed April 22, 2020
Exhibit 99.1
Reconciliation of Adjusted Results, page 7
5. Please tell us your consideration of the guidance in Question 102.10
of the Non-GAAP
Compliance and Disclosure Interpretations related to your presentation
of full non-GAAP
income statements when reconciling non-GAAP measures in your earnings
releases.
We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.
You may contact Tony Watson at (202) 551-3318 or Donna Di Silvio at
(202) 551-
3202 if you have questions regarding comments on the financial statements and
related matters.
FirstName LastNameEllen Johnson Sincerely,
Comapany NameInterpublic Group of Companies, Inc.
Division of
Corporation Finance
July 9, 2020 Page 2 Office of Trade
& Services
FirstName LastName
