Mark Penn Comments On the Pending Stagwell and MDCA Combination - Seite 2

MDC brings some fantastic creative assets to the table and we’ve worked hard to build a new economic model with stronger margins and tighter cost controls. In recent years, however, MDC required two infusions of cash. One of those infusions came from Stagwell, which stepped in and had confidence in MDC when no one else did. No amount of cost-cutting, however, can offset the long-term headwinds faced by purely creative assets, with the disruption caused by the accelerated shift from TV advertising to data-based online marketing.

But together, Stagwell and MDC will see a new day of opportunity, growth and value. Together, they will be the first platform in 50 years ready to take on the “big four” that dominate the industry and who hold over $60 billion of marketing service work because of their size and reach. Together, this new company will merit the additional Wall Street coverage, market attention and liquidity that all investors are seeking.

I have done my best to maximize value for all. Stagwell is MDC’s largest shareholder and has a vision that, I think, can provide all shareholders with great returns. The market appears to agree: since the day Stagwell proposed this combination, MDC’s stock has increased four-fold. Don’t be misled by crafty hedge funds — be sure to read the statement of support from the Special Committee of the Board: https://bit.ly/2TcQIWC.

If you have confidence in the direction of the company and the new management in the last two years, then I hope you will vote FOR to the combination.

Sincerely,
Mark Penn

Cautionary Statement Regarding Forward-Looking Statements

This communication may contain certain forward-looking statements (collectively, “forward-looking statements”). Statements in this document that are not historical facts, including statements about Stagwell’s beliefs and expectations and recent business and economic trends, constitute forward-looking statements. 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. Such forward-looking statements may include, but are not limited to, statements related to: future financial performance and the future prospects of the respective businesses and operations of Stagwell, MDC and the combined company; information concerning the Stagwell-MDC combination (the “Transaction”); the anticipated benefits of the Transaction; the likelihood of the Transaction being completed; the anticipated outcome of the Transaction; the tax impact of the Transaction on MDC and shareholders of MDC; the timing of the shareholder meeting to approve the Transaction (the “Special Meeting”); the shareholder approvals required for the Transaction; regulatory and stock exchange approval of the Transaction; and the timing of the implementation of the Transaction. 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.