Omnicom to acquire Interpublic in stock-for-stock merger; IPG holders get 0.344 OMC shares per share

OMNICOM GROUP INC.

Each IPG share converts to 0.344 Omnicom shares; stock options and restricted stock assumed or converted to cash.
Omnicom board expands by three IPG directors; IPG CEO Philippe Krakowsky becomes Co-President and Co-COO.
Merger requires approval from both companies' stockholders, antitrust clearance, and other customary conditions.
Termination fees: Omnicom pays $676M if it changes recommendation; IPG pays $439M for similar breach.
Expected close by Dec 8, 2025 (extendable to Jun 8, 2026); structured as tax-free reorganization for US federal tax.

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