Closing of the Transaction is also subject to the satisfaction of a number of other conditions customary for transactions of this nature, including the receipt of certain regulatory and stock exchange approvals. Combining these two companies will build on that legacy to create an even stronger industry leader.". Depreciation and amortization expense decreased by $5.6 million primarily due to lower amortization from intangibles related to prior year acquisitions. MDC Partners (NASDAQ:MDCA) has a market capitalization of $418.34 million and generates $1.20 billion in revenue each year. The Transaction will constitute a "business combination" for purposes of MI 61-101 and, in accordance with the requirements of MI 61-101, the Valuation was obtained by, and prepared under the supervision of, the Special Committee. No money, securities or other consideration is being solicited, and, if sent in response to the information contained herein, will not be accepted. The Company provides advertising and specialized communication services to brands throughout the United States, Canada, and the United Kingdom. "MDC boasts a rich history and culture of entrepreneurship while innovating to solve for core client and industry needs. Three independent directors on the Board will continue as directors in the combined company and the combined company shall cause such directors to be nominated at the companys next two annual meetings; Stagwell will be entitled to designate the other four directors to serve on the Board. Yelp is a fun and easy way to find, recommend and talk about what's great and not so great in So Paulo and beyond. Havingthoroughlyevaluated the Transaction and having received the recommendation of the Special Committee, which, in close collaboration with its independent legal and financial advisors,met extensively to assess, evaluate and negotiate the Transaction we are pleased to have reached a definitive agreement that maximizes growth potential for MDC and opportunity for all stakeholders, said Irwin D. Simon, Presiding Director of MDC Partners and Chair of the Special Committee of MDC Partners Board of Directors. [7] As of 2015, 9% of the companys revenue came from outside North America. The parties are targeting a closing in the first half of calendar year 2021, subject to receipt of applicable approvals. [20], MDC Partners is a global advertising holding company that invests in agency partners in the areas of advertising, marketing, media management, technology, analytics and consumer insights, direct marketing, and strategic consulting. This communication may contain certain forward-looking statements (collectively, forward-looking statements) within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended and Section21E of the U.S. Exchange Act and the United States Private Securities Litigation Reform Act of 1995, as amended, and forward-looking information under applicable Canadian securities laws. NEW YORK, July 9, 2021 /PRNewswire/ -- (NASDAQ: MDCA ) - MDC Partners Inc. ("MDC" or the "Company") announced today that the Special Committee of MDC's Board of Directors (the "MDC. MDC Partners (MDCA) Shareholders Approve Business - Newswire For non-personal use or to order multiple copies, please contact You may obtain, free of charge, copies of the Proxy Statement/Prospectus, when available, and other relevant documents filed by MDC or New MDC with the SEC, at the SECs website at www.sec.gov. Pursuant to the Transaction Agreement, the board of directors of the combined company will consist of nine members, including Mark Penn and Bradley Gross. MDC Partners Inc. entered into a share sale and purchase agreement to acquire Forsman & Bodenfors AB from Forsman & Bodenfors ekonomisk frening for $32.5 million on . The Well from The Stagwell Group, an agenda-setting newsletter exclusively for marketers like you. You must not construe the contents of this document as legal, tax, regulatory, financial, accounting or other advice, and you are urged to consult with your own advisors with respect to legal, tax, regulatory, financial, accounting and other consequences of the Transaction, the suitability of the Transaction for you and other relevant matters concerning the Transaction. Mark Penn leads both MDC Partners and Stagwell, which plan to merge. MDC Partners Company Profile - Office Locations, Competitors - Craft MDC does not undertake any obligation to update any forward-looking statements as a result of new information, future developments or otherwise, except as expressly required by law. Stagwell will bring technology and talent together in a way that will drive results for our clients and provide opportunity to the amazing people across the network, says Jay Leveton, President of Stagwell. "This is a new day for MDC and Stagwell," said Mark Penn, Chairman and CEO of MDC Partners, and Managing Partner of The Stagwell Group. Stagwell Group manages Stagwell Marketing Group LLC and its businesses. As per the non-binding agreement in principle, the pre-transaction holders of MDC's common shares (without giving effect to any conversion of outstanding preference shares) would own 26% of the combined company on a pro forma basis immediately following consummation of the proposed transaction. "MDC continues to experience strong demand across its business following its highest first quarter Adjusted EBITDA in Company history," said Mark Penn, Chairman and Chief . an inability to realize expected benefits of the Transaction or the occurrence of difficulties in connection with the Transaction; adverse tax consequences in connection with the Transaction for MDC, its operations and its shareholders, that may differ from the expectations of MDC or Stagwell, including that future changes in tax law, potential increases to corporate tax rates in the United States and disagreements with the tax authorities on MDCs determination of value and computations of its tax attributes may result in increased tax costs; the occurrence of material Canadian federal income tax (including material emigration tax) as a result of the Transaction; the impact of uncertainty associated with the Transaction on MDCs and Stagwells respective businesses; direct or indirect costs associated with the Transaction, which could be greater than expected; the risk that a condition to completion of the Transaction may not be satisfied and the Transaction may not be completed; and. [24], MDC typically invests in creative and digital firms. [2] MDC is structured as a partnership model, in which it initially acquires a majority stake in its partner agency, leaving a percentage of ownership with the founder. Kingsdale Advisors is serving as strategic shareholder and communications advisor to MDC Partners. The Company's primary capabilities include digital transformation, performance media and data, consumer insights and strategy, and creativity and communications. Sloane & Company is serving as communications advisor to MDC. GLOBAL INVESTIMENTOS - Investing - R. Arandu 1544 - Yelp Following the close of the Transaction, the combined company will be renamed Stagwell Inc, and will be traded on the NASDAQ Stock Exchange. J.P. Morgan Securities LLCis serving as exclusive financial advisor to Stagwell, and Freshfields Bruckhaus Deringer US LLP and McCarthy Tetrault LLP are serving as legal advisors to Stagwell. FOR: MDC Partners Inc.One World Trade Center, Fl. . Information regarding MDCs directors and executive officers is set forth in the definitive proxy statement on Schedule 14A filed by MDC with the SEC on May 26, 2020 and in the Annual Report on Form 10-K filed by MDC with the SEC on March 5, 2020. A copy of the Transaction Agreement will be filed on MDC's SEDAR and EDGAR profile and will be available for viewing at www.sedar.comand www.sec.gov. Company Description: Industry: Investors, nec Printer Friendly View Address: 950 Tower Ln Ste 800 San Mateo, CA, 94404-2191 United States Phone: Employees (this site): Modelled Employees (all sites): Modelled Revenue: Modelled Sign up to get PRNs top stories and curated news delivered to your inbox weekly! This communication is not a substitute for the Proxy Statement/Prospectus or any other document MDC may file with the SEC in connection with the Transaction. No offering of securities will be made directly or indirectly, in or into any jurisdiction where to do so would be inconsistent with the laws of such jurisdiction. Photo: Teresa Kroeger/Getty Images. [8][7], In 2001, MDC formed its first partnership with the agency Crispin Porter + Bogusky. (1 min) Mark Penn leads both MDC Partners and Stagwell, which plan to merge. With over 8,600 employees across 23 countries, the combined company will be ideally suited to lead marketers into the future, with deepened expertise in digital services, and more than tripling high-growth digital offerings to 32% of the combined business. Listen. [27] It operates a Strategic Resources Group, which supports the development of partner agencies. https://www.wsj.com/articles/stagwell-mdc-partners-agree-to-merger-following-shareholder-dispute-11627316188. MDC Partners Company Profile: Acquisition & Investors | PitchBook NEW YORK, Dec. 21, 2020 /PRNewswire/ -- MDC Partners Inc. ("MDC") (NASDAQ: MDCA) and Stagwell Media LP ("Stagwell") announced today that they have entered into a definitive transaction. More detailed information regarding the identity of these potential participants, and any direct or indirect interests they may have in the proposed transaction, by security holdings or otherwise, will be set forth in the Proxy Statement/Prospectus when filed with the SEC. The $25 million note or loan will accrue interest at 8.0% per annum and is pre-payable any time at par without penalty. MDC Partners History: Founding, Timeline, and Milestones - Zippia [5][6] The company held an IPO on October 16, 1987. This communication is not a substitute for the Proxy Statement/Prospectus or any other document MDC may file with the SEC in connection with the Transaction. J.P. Morgan Securities LLC served as exclusive financial advisor to Stagwell, Freshfields Bruckhaus Deringer US LLP and McCarthy Ttrault LLP served as legal advisors, and Sloane & Co. served as communications advisors. Marketing Company MDC Partners has acquired 7 companies. In contrast to MDC remaining a standalone company, the highly compelling combination creates a leading marketing services company with enhanced global scale and broadened premium capabilities highlighted by the following strategic rationale: Mark Penn, current CEO and Chairman of MDC and Managing Partner of Stagwell, will continue as CEO and Chairman of the combined company. This communication does not constitute an offer to buy or exchange, or the solicitation of an offer to sell or exchange, any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, sale or exchange would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Shareholders in MDC Partners Inc. and . It has more than 50 partner firms worldwide. Collaborative by design, Stagwell is not weighed down by legacy points of view and its people are united in their desire to innovate, evolve, grow and deliver superior results for their clients. The combined company will provide the balance of integrated solutions that modern marketers need to succeed, including second-to-none creativity and communications, scaled media and data capabilities, superior consumer insights, technology development and innovation, and digital transformation. NEW YORK, March 2, 2021 /PRNewswire/ -- (NASDAQ: MDCA) - MDC Partners Inc. ("MDC Partners" or the "Company") today announced financial results for the three and twelve months ended. NEW YORK, July 26, 2021 /PRNewswire/ (NASDAQ: MDCA ) - MDC Partners Inc. ("MDC Partners", "MDC" or the "Company") announced today that MDC shareholders voted to approve the previously announced business combination (the "Transaction") of MDC with certain subsidiaries of Stagwell Media LP ("Stagwell"), during a special meeting of shareholders h. Concurrently with the execution of the Transaction Agreement, MDC and an affiliate of Goldman Sachs, as sole holder, agreed to renegotiate the terms of MDC's issued and outstanding Series 4 convertible preference shares (the "Goldman Amendments"). [27][7] MDC provides support to the agencies in which it has invested including business strategy and financial resources. Beth@stagwellgroup.com, Internet Explorer presents a security risk. Management will host a conference call on Tuesday, December 22, at 8:30 a.m. (ET) to discuss its results. an inability to realize expected benefits of the Transaction or the occurrence of difficulties in connection with the Transaction; adverse tax consequences in connection with the Transaction for MDC, its operations and its shareholders, that may differ from the expectations of MDC or Stagwell, including that future changes in tax law, potential increases to corporate tax rates in. MDC Partners (MDCA) Raises Full-Year 2021 Guidance - PR Newswire [8], Major holdings include over 50 advertising and marketing firms:[29][30], Parts of this article (those related to the merger with. The address of Stagwell is 1808 Eye Street, Floor 6, Washington, D.C., 20006. NEW YORK, July 13, 2021 /PRNewswire/ -- (NASDAQ: MDCA ) - MDC Partners Inc. ("MDC Partners" or the "Company") announced today that it has raised its full-year 2021 guidance for organic revenue . Pursuant to the Transaction Agreement, the board of directors of the combined company will consist of nine members, including Mark Penn and Bradley Gross. MDC Partners is one of the most influential marketing and communications networks in the world. Stagwell Marketing Group And MDC Partners (MDCA) Combine Following Mdc Partners Inc (MDCA) 10-K Annual Report March 2017 - Last10K.com Arandu - Wikipedia MDC Partners Inc. Reports Results For The Three And Twelve Months Ended MDC is celebrated for bringing award-winning creative firepower to the worlds leading and most ambitious companies, and Stagwell has been built with deep and sophisticated technology at its core. MDC Partners Company History Timeline. [23] It earned approximately US$1.33 billion in revenue 2015. MDC Partners and Stagwell to Combine, Creating Transformative Global MDC Partners Advertising Services Brooklyn, New York 23,535 followers See jobs Follow View all 1,540 employees Overview Jobs About us Stagwell (NASDAQ: STGW) is the challenger holding company. MDC Partners and Stagwell to Combine, Creating Transformative Global By signing up you agree to receive content from us. Mdc Acquisition Partners Inc. Company Profile | San Mateo, CA . The Board formed a committee (the Special Committee) comprised of independent (for purposes of MI 61-101) directors to, among other things, review and evaluate the strategic alternatives available to MDC, including the Transaction, and to negotiate, consider and evaluate such strategic alternatives. In August 2021, following the merger of The Stagwell Group with MDC Partners, Stagwell formed Stagwell Media Network, a group of multichannel agencies. The management team for the combined company will consist of existing executives from both MDC and Stagwell. (August 2021) MDC Partners Inc. is an advertising and marketing holding company based in New York City. The Stagwell Group is the first and only independent, digital-first, and fully-integrated organization of size & scale servicing brands across the continuum of marketing services. MDC, New MDC and their respective directors and executive officers and other members of management and employees, may be deemed to be participants in the solicitation of proxies from MDCs shareholders with respect to the approvals required to complete the proposed Transaction. The Board, after receipt of the unanimous recommendation of the Special Committee, (i) unanimously determined (with Mark Penn, Charlene Barshefsky and Bradley Gross abstaining from voting on, or participating in any deliberations with respect to the Transaction) that it is in the best interests of MDC and its shareholders (other than the interested shareholders), and declared it advisable, to enter into the Transaction Agreement and consummate the Transaction, (ii) approved the execution, delivery and performance by MDC of the Transaction Agreement, and the consummation of the Transaction, and (iii) resolved to recommend that the shareholders of MDC vote for the resolutions necessary to approve the Transaction. [17] In June 2016, MDC announced the first acquisition under Kauffman of Swedish creative agency Forsman & Bodenfors, forming a strategic partnership with sister agency CP+B. Further details on the combination and the business offerings of MDC and Stagwell can be found in our investor presentation at www.mdc-partners.com/investors and accompanying video at www.mdc-partners.com. The Stagwell Group is a registered investment advisor and private equity fund that owns all interests in Stagwell Marketing Group LLC through a wholly owned holding company named Stagwell Marketing Group Holdings LLC. Additionally, MDC and Stagwell will enter into a tax receivable agreement pursuant to which New MDC and Stagwell will share in the economic benefits of tax attributes resulting from Stagwells exchanges of Up-C units. Arandu may refer to: Arandu, So Paulo, a municipality in the state of So Paulo, Brazil. When typing in this field, a list of search results will appear and be automatically updated as you type. Shareholders with questions regarding the Transaction should contact Kingsdale Advisors, MDCs strategic shareholder advisor and proxy solicitation agent, at 1-877-659-1821 (toll-free within North America) or at 1-416-867-2272 (outside of North America) or by email at contactus@kingsdaleadvisors.com. In connection with the Transaction, an affiliate of Goldman Sachs, as holder, will have the right to redeem up to $30 million of its preference shares in exchange for a $25 million subordinated note or loan with a 3 year maturity (i.e., exchange at an approximately 17% discount to face value). The Well is an agenda-setting newsletter exclusively for marketers like you. The revised terms reduce the conversion price from $7.42 to $5.00 and extend accretion for two years at a reduced rate of 6%. MDC has entered into consent and support agreements with holders of more than 50% of the aggregate principal amount of its Notes to consent to the necessary waivers and amendments in the consent solicitation. Toward the end of the 1990s, MDC concentrated on growing its marketing and communications business. A number of important factors could cause actual results to differ materially from those contained in any forward-looking statement, including the risks identified in our filings with the SEC. The Company currently anticipates that the Transaction will be completed on or aroundAugust 2, 2021. In contrast to MDC remaining a standalone company, the highly compelling combination creates a leading marketing services company with enhanced global scale and broadened premium capabilities highlighted by the following strategic rationale: Strategic Advantages of Combined Company: Mark Penn, current CEO and Chairman of MDC and Managing Partner of Stagwell, will continue as CEO and Chairman of the combined company. It has also divested 2 assets. , , , , , , Environmental, Social and Governance (ESG), HVAC (Heating, Ventilation and Air-Conditioning), Machine Tools, Metalworking and Metallurgy, Aboriginal, First Nations & Native American. The combined companys nearly 10,000 employees will bring together the best in creativity globally with new, connected experiences to serve our clients effectively. Toronto, December 22, 2020 -- Moody's Investors Service (Moody's) upgraded MDC Partners Inc.'s (MDC) corporate family rating (CFR) to B2 from B3 and probability of default rating to B2-PD. August 3, 2021 Stagwell Inc. ("Stagwell") announced today that Stagwell Marketing Group Holdings LLC ("Stagwell Marketing Group") and MDC Partners Inc. ("MDC") have officially completed a business combination (the "Combination") following a successful shareholder vote on July 26, 2021, creating a top 10 global marketing services company. May 09, 2021. A copy of the Transaction Agreement will be filed on MDCs SEDAR and EDGAR profile and will be available for viewing at www.sedar.com and www.sec.gov. On a pro forma basis, without giving effect to any conversion of outstanding preference shares of MDC, the pre-Transaction holders of MDC Shares would own 26% of the common equity of New MDC and Stagwell shareholders would be issued shares of a new Class C series equivalent to 74% of the common equity of New MDC and exchangeable into shares of New MDC Class A Shares on a one-for-one basis at Stagwell's election. Words such as estimate, project, target, predict, believe, expect, anticipate, potential, create, intend, could, should, would, may, foresee, plan, will, guidance, look, outlook, future, assume, forecast, focus, continue, or the negative of such terms or other variations thereof and terms of similar substance used in connection with any discussion of current plans, estimates and projections are subject to change based on a number of factors, including those outlined in this section.