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Omnicom Group Inc. (NYSE:OMC) announced Tuesday the completion of its previously disclosed exchange offers and related consent solicitations following the company’s merger with The Interpublic Group of Companies, Inc. (NYSE:IPG), which closed last week.
According to a press release statement and SEC filing, Omnicom completed offers to exchange up to $2.95 billion in aggregate principal amount of existing IPG notes for new Omnicom notes and cash. As part of the transaction, Omnicom issued approximately $2.76 billion in new unsecured and unsubordinated senior notes in exchange for IPG notes that were tendered and accepted.
The new Omnicom notes consist of six series, with maturities ranging from 2028 to 2048 and interest rates between 2.400% and 5.400%. The notes include:
- 4.650% Senior Notes due 2028
- 4.750% Senior Notes due 2030
- 2.400% Senior Notes due 2031
- 5.375% Senior Notes due 2033
- 3.375% Senior Notes due 2041
- 5.400% Senior Notes due 2048
Interest on each series will be payable semi-annually, with maturity dates corresponding to each series. The notes were issued under an existing indenture with Deutsche Bank Trust Company Americas as trustee, amended by a supplemental indenture dated Tuesday.
The consent solicitations resulted in amendments to the original IPG note indentures, eliminating certain covenants, restrictive provisions, and events of default. The amendments became effective upon settlement of the exchange offers.
A portion of the original IPG notes, totaling approximately $185 million in aggregate principal across the six series, was not exchanged and remains outstanding under the modified terms.
Omnicom also entered into a registration rights agreement with several dealer managers, including BofA Securities, J.P. Morgan Securities, and others, agreeing to file an exchange offer registration statement with the SEC within 180 days and to complete the registered exchange offers within 365 days.
This information is based on a press release statement and details disclosed in Omnicom’s Form 8-K SEC filing.
In other recent news, Omnicom Group Inc. has completed its acquisition of The Interpublic Group of Companies, forming a new marketing giant. The merger, valued at $13.25 billion, was finalized following approval from the European Union Commission and other regulatory bodies. As part of the agreement, Interpublic shareholders received 0.344 Omnicom shares for each of their shares, resulting in legacy Omnicom shareholders owning approximately 60.6% of the combined entity. Following this merger, Omnicom announced a new leadership structure with five strategic divisions, including Omnicom Media and Omnicom Public Relations, among others.
Additionally, Omnicom’s Board of Directors approved a 14% increase in its quarterly dividend, raising it to $0.80 per share, which will be payable on January 9, 2026. This increase raises the annual dividend payout to $3.20 per share, a $0.40 increase from the prior rate. The company also reported progress on its exchange offers and consent solicitations related to the merger, stating it has received sufficient tenders and consents to proceed. These developments mark significant changes for Omnicom as it integrates with Interpublic and enhances its shareholder returns.
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