Group 1 - The article discusses the importance of enabling Javascript and cookies in browsers to prevent access issues [1] - It highlights that users with ad-blockers may face restrictions when trying to access content [1]

Core Insights - Omnicom reported revenue of $4.04 billion for the quarter ended September 2025, reflecting a 4% increase year-over-year and a surprise of +0.35% over the Zacks Consensus Estimate of $4.02 billion [1] - Earnings per share (EPS) for the quarter was $2.24, up from $2.03 in the same quarter last year, exceeding the consensus EPS estimate of $2.15 by +4.19% [1] Financial Performance Metrics - Total Organic Revenue Growth was 2.6%, slightly below the 2.8% average estimate from three analysts [4] - Organic Revenue Growth by Geography: - United Kingdom: 3.7%, surpassing the 1.2% average estimate [4] - Healthcare: -1.9%, underperforming against the -0.1% average estimate [4] - Commerce & Branding: -16.9%, significantly below the -5.1% average estimate [4] - Revenue by Geography: - United States: $2.13 billion, exceeding the $2.1 billion estimate [4] - United Kingdom: $454.2 million, above the $435.92 million estimate [4] - Asia Pacific: $462.6 million, below the $489.03 million estimate, representing a year-over-year decline of -4.6% [4] - Middle East and Africa: $67.4 million, slightly below the $71.12 million estimate, but showing a +6.5% year-over-year increase [4] Segment Performance - Revenue from Commerce & Branding was $144.8 million, below the $157.1 million estimate [4] - Revenue from Execution & Support was $215.4 million, slightly above the $213.01 million estimate, reflecting a +3.2% year-over-year increase [4] - Revenue from Healthcare was $331.2 million, below the $281.98 million estimate, showing a -2.2% year-over-year change [4] - Revenue from Public Relations was $377.2 million, significantly below the $420.08 million estimate, representing a -9% year-over-year decline [4]

分组1 - Omnicom reported quarterly earnings of $2.24 per share, exceeding the Zacks Consensus Estimate of $2.15 per share, and up from $2.03 per share a year ago, representing an earnings surprise of +4.19% [1] - The company achieved revenues of $4.04 billion for the quarter ended September 2025, surpassing the Zacks Consensus Estimate by 0.35%, and an increase from $3.88 billion year-over-year [2] - Omnicom has consistently surpassed consensus EPS and revenue estimates over the last four quarters [2] 分组2 - The stock has underperformed, losing about 9.1% since the beginning of the year, while the S&P 500 has gained 14.5% [3] - The company's earnings outlook is crucial for investors, with current consensus EPS estimates at $2.54 for the coming quarter and $8.48 for the current fiscal year [7] - The Advertising and Marketing industry, to which Omnicom belongs, is currently ranked in the bottom 27% of Zacks industries, indicating potential challenges ahead [8]

Core Insights - Omnicom reported a 4% increase in third-quarter revenue, driven by ongoing growth in its media and advertising segment [1] Company Summary - The revenue growth of 4% indicates a positive trend for Omnicom, suggesting resilience in its business model amidst market fluctuations [1] - The media and advertising segment continues to be a significant contributor to the company's overall performance, highlighting its importance in the current economic landscape [1]

PART I. FINANCIAL INFORMATION This section provides Omnicom Group Inc.'s unaudited consolidated financial statements and management's analysis of financial condition and results [Item 1. Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) This section presents Omnicom Group Inc.'s unaudited consolidated financial statements and detailed notes for the specified periods [Consolidated Balance Sheets](index=3&type=section&id=Consolidated%20Balance%20Sheets) This section provides a snapshot of the company's financial position at specific reporting dates Consolidated Balance Sheet Highlights (in millions) | Item | Sep 30, 2025 | Dec 31, 2024 | | :---------------------------------------------------------------- | :----------- | :----------- | | Cash and cash equivalents | $3,406.5 | $4,339.4 | | Accounts receivable, net | $8,586.0 | $9,242.0 | | Work in process | $2,023.5 | $1,622.2 | | Total Current Assets | $15,192.0 | $16,223.0 | | Goodwill | $10,915.2 | $10,677.4 | | Total Assets | $28,838.6 | $29,620.7 | | Accounts payable | $11,320.4 | $12,484.4 | | Current portion of debt | $1,399.0 | — | | Total Current Liabilities | $16,443.6 | $16,300.3 | | Long-Term Debt | $4,876.2 | $6,035.3 | | Total Equity | $5,122.7 | $4,745.9 | | Total Liabilities and Equity | $28,838.6 | $29,620.7 | [Consolidated Statements of Income](index=4&type=section&id=Consolidated%20Statements%20of%20Income) This section details the company's financial performance over specific reporting periods Consolidated Statements of Income Highlights (in millions, except per share amounts) | Item | Three Months Ended Sep 30, 2025 | Three Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2025 | Nine Months Ended Sep 30, 2024 | | :-------------------------------- | :------------------------------ | :------------------------------ | :----------------------------- | :----------------------------- | | Revenue | $4,037.1 | $3,882.6 | $11,743.1 | $11,366.9 | | Operating Income | $530.1 | $600.1 | $1,421.9 | $1,589.3 | | Net Income - Omnicom Group Inc. | $341.3 | $385.9 | $886.6 | $1,032.6 | | Diluted Net Income Per Share | $1.75 | $1.95 | $4.51 | $5.19 | - Revenue increased by **4.0%** for the three months and **3.3%** for the nine months ended September 30, 2025, compared to the prior year periods. Operating Income decreased by **11.7%** for the three months and **10.5%** for the nine months. Net Income attributable to Omnicom Group Inc. decreased by **11.6%** for the three months and **14.1%** for the nine months[9](index=9&type=chunk) [Consolidated Statements of Comprehensive Income](index=5&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income) This section presents the total change in equity from non-owner sources for the reporting periods Consolidated Statements of Comprehensive Income Highlights (in millions) | Item | Three Months Ended Sep 30, 2025 | Three Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2025 | Nine Months Ended Sep 30, 2024 | | :------------------------------------------ | :------------------------------ | :------------------------------ | :----------------------------- | :----------------------------- | | Net Income | $360.4 | $409.9 | $941.6 | $1,095.1 | | Foreign currency translation adjustment | $(60.6) | $180.2 | $155.2 | $62.0 | | Other Comprehensive Income (Loss) | $(59.2) | $181.6 | $159.4 | $65.9 | | Comprehensive Income - Omnicom Group Inc. | $285.1 | $557.1 | $1,035.4 | $1,095.9 | - Foreign currency translation adjustment significantly impacted Other Comprehensive Income (Loss), shifting from a gain of **$180.2 million** in Q3 2024 to a loss of **$60.6 million** in Q3 2025[11](index=11&type=chunk) [Consolidated Statements of Equity](index=7&type=section&id=Consolidated%20Statements%20of%20Equity) This section outlines changes in shareholders' equity over the reporting periods Consolidated Statements of Equity Highlights (in millions, except per share amounts) | Item | Nine Months Ended Sep 30, 2025 | Nine Months Ended Sep 30, 2024 | | :---------------------------------- | :----------------------------- | :----------------------------- | | Beginning Balance (Retained Earnings) | $11,500.5 | $10,571.5 | | Net income | $886.6 | $1,032.6 | | Common stock dividends declared | $(412.0) | $(413.9) | | Common stock repurchased | $(314.1) | $(365.3) | | Total Shareholders' Equity (Ending) | $4,613.3 | $3,951.3 | | Dividends Declared Per Common Share | $2.10 | $2.10 | - Shareholders' Equity increased to **$4,613.3 million** at September 30, 2025, from **$3,951.3 million** at September 30, 2024. Common stock repurchases decreased from **$365.3 million** in 2024 to **$314.1 million** in 2025 for the nine-month period[13](index=13&type=chunk) [Consolidated Statements of Cash Flows](index=8&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) This section reports the cash inflows and outflows from operating, investing, and financing activities Consolidated Statements of Cash Flows Highlights (in millions) | Item | Nine Months Ended Sep 30, 2025 | Nine Months Ended Sep 30, 2024 | | :------------------------------------------ | :----------------------------- | :----------------------------- | | Net Cash Used In Operating Activities | $(99.2) | $(191.5) | | Net Cash Used In Investing Activities | $(60.8) | $(993.3) | | Net Cash (Used In) Provided By Financing Activities | $(907.5) | $293.4 | | Effect of foreign exchange rate changes on cash | $134.6 | $(6.7) | | Net Decrease in Cash and Cash Equivalents | $(932.9) | $(898.1) | | Cash and Cash Equivalents at the End of Period | $3,406.5 | $3,533.9 | - Net cash used in operating activities decreased by **48.3%** to **$(99.2) million** in 2025, while net cash used in investing activities significantly decreased from **$(993.3) million** in 2024 to **$(60.8) million** in 2025, primarily due to lower acquisition spending. Financing activities shifted from providing **$293.4 million** in 2024 to using **$(907.5) million** in 2025[15](index=15&type=chunk) [Notes to Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) This section provides detailed explanations and disclosures supporting the consolidated financial statements [1. Presentation of Financial Statements](index=10&type=section&id=Note%201.%20Presentation%20of%20Financial%20Statements) This note outlines the basis of financial statement presentation and significant accounting events - Omnicom entered into an Agreement and Plan of Merger to acquire The Interpublic Group of Companies, Inc. (IPG) on December 8, 2024, with shareholder approval on March 18, 2025. The merger is subject to regulatory approvals, with EU approval pending and closing expected by end of November 2025[19](index=19&type=chunk)[20](index=20&type=chunk) - Acquisition-related costs of **$60.8 million** (three months) and **$160.6 million** (nine months) were recorded in selling, general and administrative expenses for 2025[19](index=19&type=chunk) - Omnicom offered to exchange up to **$2.95 billion** of IPG's outstanding senior notes for new Omnicom notes in Q3 2025, with sufficient tenders received[21](index=21&type=chunk) - Global economic conditions, geopolitical events, inflation, and central bank interest rate policies are identified as risks causing economic uncertainty and volatility[22](index=22&type=chunk) [2. Revenue](index=10&type=section&id=Note%202.%20Revenue) This note details the company's revenue recognition policies and disaggregates revenue by discipline and geographic market - Omnicom provides data-inspired, creative marketing and sales solutions across disciplines including Media & Advertising, Precision Marketing, Public Relations, Healthcare, Branding & Retail Commerce, Experiential, and Execution & Support[24](index=24&type=chunk)[25](index=25&type=chunk) Revenue by Discipline (in millions) | Discipline | Three Months Ended Sep 30, 2025 | Three Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2025 | Nine Months Ended Sep 30, 2024 | | :-------------------------- | :------------------------------ | :------------------------------ | :----------------------------- | :----------------------------- | | Media & Advertising | $2,353.8 | $2,129.0 | $6,693.3 | $6,184.2 | | Precision Marketing | $462.5 | $450.6 | $1,369.9 | $1,303.1 | | Public Relations | $377.2 | $404.0 | $1,112.8 | $1,195.3 | | Healthcare | $331.2 | $337.1 | $969.5 | $999.1 | | Branding & Retail Commerce | $144.8 | $181.7 | $452.9 | $549.3 | | Experiential | $152.2 | $174.3 | $503.2 | $512.5 | | Execution & Support | $215.4 | $205.9 | $641.5 | $623.4 | | **Total Revenue** | **$4,037.1** | **$3,882.6** | **$11,743.1** | **$11,366.9** | Revenue by Geographic Market (in millions) | Geographic Market | Three Months Ended Sep 30, 2025 | Three Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2025 | Nine Months Ended Sep 30, 2024 | | :------------------------ | :------------------------------ | :------------------------------ | :----------------------------- | :----------------------------- | | North America | $2,245.3 | $2,154.0 | $6,566.5 | $6,343.3 | | Latin America | $126.4 | $99.7 | $337.4 | $302.6 | | Europe | $1,135.4 | $1,080.8 | $3,296.8 | $3,188.5 | | Middle East and Africa | $67.4 | $63.3 | $204.3 | $208.5 | | Asia-Pacific | $462.6 | $484.8 | $1,338.1 | $1,324.0 | | **Total Revenue** | **$4,037.1** | **$3,882.6** | **$11,743.1** | **$11,366.9** | Contract Balances (in millions) | Item | Sep 30, 2025 | Dec 31, 2024 | Sep 30, 2024 | | :-------------------- | :----------- | :----------- | :----------- | | Work in process | $2,023.5 | $1,622.2 | $1,898.4 | | Customer advances | $1,273.0 | $1,336.1 | $1,303.2 | [3. Net Income per Share](index=13&type=section&id=Note%203.%20Net%20Income%20per%20Share) This note provides the calculation of basic and diluted net income per share Net Income per Share - Omnicom Group Inc. | Item | Three Months Ended Sep 30, 2025 | Three Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2025 | Nine Months Ended Sep 30, 2024 | | :------------------------------------------ | :------------------------------ | :------------------------------ | :----------------------------- | :----------------------------- | | Basic EPS | $1.76 | $1.97 | $4.54 | $5.25 | | Diluted EPS | $1.75 | $1.95 | $4.51 | $5.19 | | Weighted Average Shares (Diluted, millions) | 194.9 | 198.2 | 196.4 | 198.9 | - Diluted EPS decreased by **$0.20 (10.3%)** for the three months and **$0.68 (13.1%)** for the nine months ended September 30, 2025, compared to the prior year periods[30](index=30&type=chunk) - **5.8 million** potentially dilutive common shares were excluded from diluted shares outstanding for both the three and nine months ended September 30, 2025, as their inclusion would have been anti-dilutive[30](index=30&type=chunk) [4. Goodwill and Intangible Assets](index=13&type=section&id=Note%204.%20Goodwill%20and%20Intangible%20Assets) This note details changes in goodwill and intangible assets, including impairment testing Change in Goodwill (in millions) | Item | Nine Months Ended Sep 30, 2025 | Nine Months Ended Sep 30, 2024 | | :------------------------------------------ | :----------------------------- | :----------------------------- | | January 1 | $10,677.4 | $10,082.3 | | Acquisitions | $2.5 | $751.1 | | Foreign currency translation | $296.4 | $76.2 | | September 30 | $10,915.2 | $10,928.0 | - Goodwill increased to **$10,915.2 million** at September 30, 2025, from **$10,677.4 million** at January 1, 2025. The increase in 2024 was primarily due to the acquisition of Flywheel Digital[31](index=31&type=chunk) - No goodwill impairment charges were recorded in the nine months ended September 30, 2025 or 2024. The annual goodwill impairment test as of May 1, 2025, concluded that goodwill was not impaired[31](index=31&type=chunk)[32](index=32&type=chunk) Intangible Assets (Net, in millions) | Item | Sep 30, 2025 | Dec 31, 2024 | | :---------------------------------------------------------------- | :----------- | :----------- | | Acquired intangible assets and internally developed strategic platform assets | $455.6 | $490.0 | | Other purchased and internally developed software | $33.2 | $32.0 | | **Total Intangible Assets, Net** | **$488.8** | **$522.0** | Amortization Expense (in millions) | Item | Three Months Ended Sep 30, 2025 | Three Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2025 | Nine Months Ended Sep 30, 2024 | | :---------------------------------------------------------------- | :------------------------------ | :------------------------------ | :----------------------------- | :----------------------------- | | Amortization Expense | $25.4 | $26.5 | $75.0 | $78.6 | [5. Debt](index=14&type=section&id=Note%205.%20Debt) This note describes the company's debt structure, credit facilities, and compliance with covenants - Omnicom has a **$2.5 billion** unsecured multi-currency revolving credit facility terminating on June 2, 2028, and commercial paper programs totaling **$2.5 billion** equivalent. No drawings or issuances occurred in Q3 or YTD 2025/2024[34](index=34&type=chunk) - The company was in compliance with its Credit Facility covenant, maintaining a Leverage Ratio of **2.6 times** at September 30, 2025, below the **3.5 times** limit[35](index=35&type=chunk) Long-Term Debt (in millions) | Item | Sep 30, 2025 | Dec 31, 2024 | | :------------------------------------------ | :----------- | :----------- | | Long-Term Debt, Gross | $6,308.7 | $6,073.0 | | Current portion | $(1,399.0) | — | | **Long-Term Debt** | **$4,876.2** | **$6,035.3** | - The **3.60% Senior Notes due 2026** were reclassified to current liabilities. Omnicom and its finance subsidiaries (OCI, OFH, OCH) are co-obligors or guarantors for various senior unsecured notes[39](index=39&type=chunk)[40](index=40&type=chunk)[41](index=41&type=chunk) [6. Segment Reporting](index=15&type=section&id=Note%206.%20Segment%20Reporting) This note explains the company's operating segments and provides disaggregated financial information - Omnicom aggregates its operating segments (agency networks) into one reporting segment due to similar economic characteristics and a client-centric business model[43](index=43&type=chunk)[153](index=153&type=chunk) Segment Operating Income (in millions) | Item | Three Months Ended Sep 30, 2025 | Three Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2025 | Nine Months Ended Sep 30, 2024 | | :-------------------------- | :------------------------------ | :------------------------------ | :----------------------------- | :----------------------------- | | Revenue | $4,037.1 | $3,882.6 | $11,743.1 | $11,366.9 | | Total segment operating expenses | $3,407.6 | $3,282.5 | $10,033.2 | $9,719.8 | | **Segment Operating Income** | **$629.5** | **$600.1** | **$1,709.9** | **$1,647.1** | - Segment Operating Income increased by **4.9%** for the three months and **3.8%** for the nine months ended September 30, 2025[44](index=44&type=chunk) Revenue by Geographic Region (in millions) | Region | Three Months Ended Sep 30, 2025 | Nine Months Ended Sep 30, 2025 | | :----------- | :------------------------------ | :----------------------------- | | Americas | $2,371.7 | $6,903.9 | | EMEA | $1,202.8 | $3,501.1 | | Asia-Pacific | $462.6 | $1,338.1 | [7. Income Taxes](index=17&type=section&id=Note%207.%20Income%20Taxes) This note details the company's income tax provisions, effective tax rates, and unrecognized tax benefits - The effective tax rate for the nine months ended September 30, 2025, increased to **28.5%** from **26.3%** in 2024, primarily due to the non-deductibility of certain acquisition-related costs for the pending IPG acquisition[47](index=47&type=chunk) - The company is monitoring Pillar Two model rules for a minimum effective tax rate of **15%** and the U.S. One Big Beautiful Bill Act, neither of which is expected to have a material adverse impact in 2025[48](index=48&type=chunk)[49](index=49&type=chunk)[50](index=50&type=chunk) - Unrecognized tax benefits were **$162.1 million** at September 30, 2025, with approximately **$155.5 million** potentially affecting the effective tax rate upon resolution[50](index=50&type=chunk) [8. Pension and Other Postemployment Benefits](index=17&type=section&id=Note%208.%20Pension%20and%20Other%20Postemployment%20Benefits) This note provides information on the company's defined benefit pension plans and postemployment arrangements Net Periodic Benefit Expense (in millions) | Item | Nine Months Ended Sep 30, 2025 | Nine Months Ended Sep 30, 2024 | | :------------------------------------------ | :----------------------------- | :----------------------------- | | Defined Benefit Pension Plans | $12.2 | $7.3 | | Postemployment Arrangements | $8.5 | $10.2 | - Total net periodic benefit expense for Defined Benefit Pension Plans increased by **67.1%** to **$12.2 million** for the nine months ended September 30, 2025[51](index=51&type=chunk) - Contributions to defined benefit pension plans were **$0.5 million** in 2025, down from **$1.2 million** in 2024[51](index=51&type=chunk) [9. Repositioning Costs](index=17&type=section&id=Note%209.%20Repositioning%20Costs) This note details costs incurred for restructuring and efficiency initiatives - Repositioning costs for the three months ended September 30, 2025, were **$38.6 million** (**$28.4 million** after-tax), primarily for severance related to the pending IPG acquisition integration[52](index=52&type=chunk) - For the nine months ended September 30, 2025, repositioning costs totaled **$127.4 million** (**$95.7 million** after-tax), also related to IPG integration and efficiency initiatives within Omnicom Advertising Group and Omnicom Production Group[52](index=52&type=chunk) - In the nine months ended September 30, 2024, repositioning costs were **$57.8 million** (**$42.9 million** after-tax) for ongoing efficiency initiatives and strategic agency consolidation[52](index=52&type=chunk)[53](index=53&type=chunk) [10. Supplemental Cash Flow Data](index=18&type=section&id=Note%2010.%20Supplemental%20Cash%20Flow%20Data) This note provides additional details on non-cash investing and financing activities and changes in operating capital Change in Operating Capital (in millions) | Item | Nine Months Ended Sep 30, 2025 | Nine Months Ended Sep 30, 2024 | | :------------------------------------------ | :----------------------------- | :----------------------------- | | (Increase) decrease in accounts receivable | $983.8 | $383.4 | | (Increase) decrease in work in process and other current assets | $(458.0) | $(577.6) | | Increase (decrease) in accounts payable | $(1,538.8) | $(902.0) | | **Increase (decrease) in operating capital** | **$(1,422.8)** | **$(1,593.6)** | Supplemental Financial Information (in millions) | Item | Nine Months Ended Sep 30, 2025 | Nine Months Ended Sep 30, 2024 | | :-------------------- | :----------------------------- | :----------------------------- | | Income taxes paid | $393.3 | $389.1 | | Interest paid | $121.5 | $90.4 | - Operating capital used decreased to **$(1,422.8) million** in 2025 from **$(1,593.6) million** in 2024. Interest paid increased by **34.4%** to **$121.5 million** for the nine months ended September 30, 2025[54](index=54&type=chunk) [11. Commitments and Contingent Liabilities](index=18&type=section&id=Note%2011.%20Commitments%20and%20Contingent%20Liabilities) This note discloses the company's commitments and potential liabilities from legal proceedings - The company is involved in various legal proceedings in the ordinary course of business but does not expect them to have a material adverse effect on its results of operations or financial position[55](index=55&type=chunk) [12. Accumulated Other Comprehensive Income (Loss)](index=18&type=section&id=Note%2012.%20Accumulated%20Other%20Comprehensive%20Income%20(Loss)) This note details changes in components of accumulated other comprehensive income (loss) Changes in Accumulated Other Comprehensive Income (Loss), Net of Income Taxes (in millions) | Item | Nine Months Ended Sep 30, 2025 | Nine Months Ended Sep 30, 2024 | | :------------------------------------------ | :----------------------------- | :----------------------------- | | January 1 | $(1,475.9) | $(1,337.6) | | Other comprehensive income (loss) before reclassifications | $144.6 | $59.4 | | Reclassification from accumulated other comprehensive income (loss) | $4.2 | $3.9 | | **September 30** | **$(1,327.1)** | **$(1,274.3)** | - Accumulated Other Comprehensive Income (Loss) improved to **$(1,327.1) million** at September 30, 2025, from **$(1,475.9) million** at January 1, 2025, primarily due to positive foreign currency translation adjustments[56](index=56&type=chunk) [13. Fair Value](index=18&type=section&id=Note%2013.%20Fair%20Value) This note provides information on financial assets and liabilities measured at fair value Financial Assets and Liabilities Measured at Fair Value (in millions) | Item | Sep 30, 2025 | Dec 31, 2024 | | :------------------------------------------ | :----------- | :----------- | | Cash and cash equivalents | $3,406.5 | $4,339.4 | | Marketable equity securities | $0.9 | $0.9 | | Cross currency swaps - net investment hedge (Liabilities) | $8.8 | — | | Contingent purchase price obligations (Liabilities) | $204.8 | $220.1 | - Contingent purchase price obligations decreased to **$204.8 million** at September 30, 2025, from **$220.1 million** at December 31, 2024[57](index=57&type=chunk)[58](index=58&type=chunk) - The fair value of long-term debt at September 30, 2025, was **$6,036.3 million**, compared to a carrying amount of **$6,275.2 million**[58](index=58&type=chunk) [14. New Accounting Standards](index=19&type=section&id=Note%2014.%20New%20Accounting%20Standards) This note discusses recently issued accounting pronouncements and their expected impact - ASU 2025-06, 'Targeted Improvements to the Accounting for Internal-Use Software,' issued in September 2025 and effective January 1, 2028, is not expected to have a material impact on the financial statements[59](index=59&type=chunk) [15. Subsequent Events](index=19&type=section&id=Note%2015.%20Subsequent%20Events) This note discloses significant events occurring after the balance sheet date - No events requiring additional adjustments or disclosures have occurred subsequent to the balance sheet date of September 30, 2025[60](index=60&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=20&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Omnicom's financial condition, operational results, liquidity, and critical accounting estimates [Forward-Looking Statements](index=20&type=section&id=Forward-Looking%20Statements) This section outlines potential future events and factors that could impact the company's performance - The report contains forward-looking statements subject to various risks and uncertainties, many outside the company's control[61](index=61&type=chunk) - Key risks include those related to the pending IPG Merger (completion, regulatory approvals, integration, client loss), adverse economic conditions, client spending reductions, competitive factors, personnel changes, currency fluctuations, cybersecurity incidents, effective management of AI technologies, and changes in legislation or regulations[63](index=63&type=chunk) [Executive Summary](index=21&type=section&id=Executive%20Summary) This section provides a high-level overview of the company's business model and recent financial performance - Omnicom is a strategic holding company offering data-inspired, creative marketing and sales solutions through global networks and practice areas, including Omnicom Advertising Group, Omnicom Media Group, and Omnicom Health Group[69](index=69&type=chunk)[70](index=70&type=chunk) - The pending acquisition of IPG is expected to close by the end of November 2025, with shareholders of both companies having approved the merger. Acquisition-related costs of **$160.6 million** were incurred for the nine months ended September 30, 2025[65](index=65&type=chunk)[66](index=66&type=chunk) - Generative AI and agentic AI are anticipated to significantly impact service delivery and productivity, with the company committed to responsible AI practices while evaluating associated risks[73](index=73&type=chunk) - Worldwide revenue for the three months ended September 30, 2025, increased by **4.0%** to **$4,037.1 million**, with organic revenue growth of **2.6%**. For the nine months, revenue increased by **3.3%** to **$11,743.1 million**, with organic growth of **3.0%**[77](index=77&type=chunk)[78](index=78&type=chunk) - The largest client accounted for **2.6%** of revenue, and the top 100 clients accounted for approximately **54.9%** of revenue for the twelve months ended September 30, 2025, demonstrating a diversified client base[75](index=75&type=chunk) [Consolidated Results of Operations](index=24&type=section&id=Consolidated%20Results%20of%20Operations) This section analyzes the company's financial performance, including revenue, expenses, and income [Revenue Analysis](index=24&type=section&id=Revenue%20Analysis) This section provides a detailed breakdown of revenue performance by growth components, discipline, and geographic market Worldwide Revenue Growth Components (in millions) | Component | Three Months Ended Sep 30, 2025 | Nine Months Ended Sep 30, 2025 | | :------------------------------------------ | :------------------------------ | :----------------------------- | | Total Revenue | $4,037.1 (+4.0%) | $11,743.1 (+3.3%) | | Foreign exchange rate impact | $52.4 (+1.4%) | $35.6 (+0.3%) | | Acquisition revenue, net of disposition revenue | $(0.3) (—%) | $(0.5) (—%) | | Organic growth | $102.4 (+2.6%) | $341.1 (+3.0%) | Organic Revenue Growth by Discipline | Discipline | Three Months Ended Sep 30, 2025 (% Organic Growth) | Nine Months Ended Sep 30, 2025 (% Organic Growth) | | :-------------------------- | :----------------------------------------- | :---------------------------------------- | | Media & Advertising | 9.1% | 8.2% | | Precision Marketing | 0.8% | 3.8% | | Public Relations | (7.5)% | (7.2)% | | Healthcare | (1.9)% | (3.3)% | | Branding & Retail Commerce | (16.9)% | (14.6)% | | Experiential | (17.7)% | (5.5)% | | Execution & Support | 2.0% | 1.8% | Organic Revenue Growth by Geographic Market | Geographic Market | Three Months Ended Sep 30, 2025 (% Organic Growth) | Nine Months Ended Sep 30, 2025 (% Organic Growth) | | :------------------------ | :----------------------------------------- | :---------------------------------------- | | North America | 4.4% | 3.8% | | Latin America | 27.3% | 20.1% | | Europe | (0.5)% | 0.3% | | Middle East and Africa | 5.9% | (1.5)% | | Asia-Pacific | (3.7)% | 2.6% | - North America's organic growth was driven by Media & Advertising, Precision Marketing, and Execution & Support, partially offset by Public Relations. Latin America saw strong organic growth across all countries, led by Media & Advertising[98](index=98&type=chunk)[99](index=99&type=chunk)[100](index=100&type=chunk) - Europe's organic growth was mixed, with strong performance in Media & Advertising offset by underperformance in other disciplines. Asia-Pacific experienced a decline in organic revenue for the three months but positive growth for the nine months, led by India, Australia, and New Zealand, offset by China[101](index=101&type=chunk)[102](index=102&type=chunk)[103](index=103&type=chunk)[105](index=105&type=chunk)[106](index=106&type=chunk) [Revenue by Industry](index=29&type=section&id=Revenue%20by%20Industry) This section categorizes revenue contributions from various client industry sectors Revenue by Type of Client Industry Sector (Nine Months Ended Sep 30, 2025) | Industry Sector | % of Total Revenue | | :-------------------------- | :----------------- | | Pharmaceuticals and Healthcare | 15% | | Food and Beverage | 15% | | Auto | 13% | | Consumer Products | 9% | | Financial Services | 8% | | Travel and Entertainment | 8% | | Technology | 8% | | Retail | 7% | | Government | 4% | | Telecommunications | 3% | | Services | 3% | | Oil, Gas and Utilities | 2% | | Not-for-Profit | 1% | | Education | 1% | | Other | 3% | - Pharmaceuticals and Healthcare, Food and Beverage, and Auto were the top three industry sectors, each contributing **13-15%** of revenue for the nine months ended September 30, 2025[108](index=108&type=chunk) [Operating Expenses Analysis](index=29&type=section&id=Operating%20Expenses%20Analysis) This section analyzes the components and changes in the company's operating expenses Operating Expenses (in millions) | Item | Three Months Ended Sep 30, 2025 | Three Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2025 | Nine Months Ended Sep 30, 2024 | | :------------------------------------------ | :------------------------------ | :------------------------------ | :----------------------------- | :----------------------------- | | Total Operating Expenses | $3,507.0 (+6.8%) | $3,282.5 | $10,321.2 (+5.6%) | $9,777.6 | | Salary and related costs | $1,778.5 (-3.7%) | $1,846.9 | $5,386.8 (-2.6%) | $5,531.1 | | Third-party service costs | $955.6 (+21.8%) | $784.5 | $2,670.8 (+16.4%) | $2,293.8 | | Repositioning costs | $38.6 | — | $127.4 | $57.8 | | Selling, general and administrative expenses | $163.5 (+64.3%) | $99.5 | $451.8 (+52.7%) | $295.8 | - Total operating expenses increased by **6.8%** for the three months and **5.6%** for the nine months ended September 30, 2025, primarily due to acquisition-related costs for the IPG merger and repositioning costs[111](index=111&type=chunk)[112](index=112&type=chunk) - Salary and related costs decreased due to prior repositioning actions and changes in global employee mix, while third-party service costs increased significantly due to organic growth in Media & Advertising and Execution & Support[114](index=114&type=chunk)[115](index=115&type=chunk) - Selling, general and administrative (SG&A) expenses increased by **64.3%** (three months) and **52.7%** (nine months) primarily due to acquisition-related costs for the pending IPG acquisition[117](index=117&type=chunk) [Operating Income](index=31&type=section&id=Operating%20Income) This section details the company's operating income and operating margin performance Operating Income and Margin | Item | Three Months Ended Sep 30, 2025 | Three Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2025 | Nine Months Ended Sep 30, 2024 | | :-------------------------- | :------------------------------ | :------------------------------ | :----------------------------- | :----------------------------- | | Operating Income | $530.1 (-11.7%) | $600.1 | $1,421.9 (-10.5%) | $1,589.3 | | Operating Margin | 13.1% (-2.4 pp) | 15.5% | 12.1% (-1.9 pp) | 14.0% | - Operating income decreased by **$70.0 million (11.7%)** for the three months and **$167.4 million (10.5%)** for the nine months ended September 30, 2025. Operating margin decreased by **2.4 percentage points** (three months) and **1.9 percentage points** (nine months)[118](index=118&type=chunk)[119](index=119&type=chunk) - Acquisition-related costs and repositioning costs reduced operating income by **$99.4 million** (three months) and **$288.0 million** (nine months) in 2025[118](index=118&type=chunk)[119](index=119&type=chunk) [Net Interest Expense](index=31&type=section&id=Net%20Interest%20Expense) This section analyzes changes in the company's interest income and expense - Net interest expense increased by **$2.8 million** to **$43.2 million** for the three months and by **$4.4 million** to **$113.3 million** for the nine months ended September 30, 2025[120](index=120&type=chunk) - Interest expense on debt for the nine months increased by **$2.1 million** to **$171.1 million**, primarily due to a higher weighted average cost of debt in 2025. Interest income decreased due to lower cash balances and interest rates[120](index=120&type=chunk) [Income Taxes](index=31&type=section&id=Income%20Taxes) This section discusses the company's effective tax rate and significant tax-related events - The effective tax rate for the nine months ended September 30, 2025, increased to **28.5%** from **26.3%** in the prior year, mainly due to the non-deductibility of certain acquisition-related costs for the IPG merger[121](index=121&type=chunk) - The 2024 effective tax rate included a favorable impact of **$7.5 million** from the resolution of non-U.S. tax positions[121](index=121&type=chunk) - The One Big Beautiful Bill Act, signed into U.S. law on July 4, 2025, is not expected to have a material impact on the company's financial statements[122](index=122&type=chunk) [Net Income and Net Income Per Share - Omnicom Group Inc.](index=32&type=section&id=Net%20Income%20and%20Net%20Income%20Per%20Share%20-%20Omnicom%20Group%20Inc.) This section presents the company's net income and earnings per share performance Net Income and Diluted EPS - Omnicom Group Inc. | Item | Three Months Ended Sep 30, 2025 | Three Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2025 | Nine Months Ended Sep 30, 2024 | | :------------------------------------------ | :------------------------------ | :------------------------------ | :----------------------------- | :----------------------------- | | Net Income | $341.3 (-$44.6) | $385.9 | $886.6 (-$146.0) | $1,032.6 | | Diluted EPS | $1.75 (-$0.20) | $1.95 | $4.51 (-$0.68) | $5.19 | - The decrease in net income and diluted EPS is primarily due to acquisition-related costs and repositioning costs, partially offset by the reduction in weighted average common shares outstanding from repurchases[123](index=123&type=chunk)[124](index=124&type=chunk) - Acquisition-related and repositioning costs reduced 2025 diluted EPS by **$0.41** (three months) and **$1.23** (nine months)[123](index=123&type=chunk)[124](index=124&type=chunk) - After-tax amortization of acquired intangible assets decreased diluted EPS by **$0.08** for each of the three months and **$0.24** for each of the nine months ended September 30, 2025 and 2024[125](index=125&type=chunk) [Non-GAAP Financial Measures](index=32&type=section&id=Non-GAAP%20Financial%20Measures) This section defines and reconciles non-GAAP financial measures used to evaluate performance - EBITA (Earnings Before Interest, Taxes, and Amortization of acquired intangible assets and internally developed strategic platform assets) and EBITA Margin are used as non-GAAP measures to evaluate operating performance and comparability[126](index=126&type=chunk) EBITA and EBITA Margin (in millions) | Item | Three Months Ended Sep 30, 2025 | Three Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2025 | Nine Months Ended Sep 30, 2024 | | :-------------------------- | :------------------------------ | :------------------------------ | :----------------------------- | :----------------------------- | | EBITA | $551.6 (-11.4%) | $622.3 | $1,485.0 (-10.2%) | $1,654.5 | | EBITA Margin | 13.7% (-2.3 pp) | 16.0% | 12.6% (-2.0 pp) | 14.6% | [Liquidity and Capital Resources](index=33&type=section&id=Liquidity%20and%20Capital%20Resources) This section discusses the company's cash flows, debt, and financial flexibility - Primary short-term liquidity sources are net cash from operating activities and cash and cash equivalents, supplemented by a **$2.5 billion** revolving credit facility and commercial paper programs[128](index=128&type=chunk) - Cash and cash equivalents decreased by **$932.9 million** from December 31, 2024. Net cash used in operating activities was **$99.2 million** for the first nine months of 2025, including **$1.4 billion** for operating capital[130](index=130&type=chunk) - Discretionary spending for the first nine months of 2025 was **$963.5 million**, significantly lower than **$1.9 billion** in 2024 due to reduced acquisition spending[130](index=130&type=chunk) - Net debt increased by **$1.2 billion** to **$2.9 billion** at September 30, 2025, from December 31, 2024, primarily due to cash usage for operating activities and discretionary spending[134](index=134&type=chunk)[135](index=135&type=chunk) - The company's Leverage Ratio was **2.6 times** at September 30, 2025, well within the Credit Facility covenant of **3.5 times**. Debt is rated **BBB+/A2** by S&P and **Baa1/P2** by Moody's[141](index=141&type=chunk)[142](index=142&type=chunk) - Omnicom's diversified client base (largest client **2.6%** of revenue) mitigates concentration of credit risk, but economic downturns could increase payment default risk, especially where agencies act as principal[146](index=146&type=chunk)[148](index=148&type=chunk) [Critical Accounting Estimates](index=36&type=section&id=Critical%20Accounting%20Estimates) This section highlights accounting policies requiring significant judgment and their potential impact on financial results - The company's acquisition strategy focuses on acquiring specialized know-how and assembled workforces to expand core capabilities and service offerings[151](index=151&type=chunk)[152](index=152&type=chunk) - Goodwill is evaluated for impairment annually on May 1. For the May 1, 2025, test, reporting units were aggregated at the operating segment level due to similar economic characteristics[153](index=153&type=chunk) - Valuation methodologies include the income approach (discounted expected future cash flows), comparative market participant multiples for EBITDA, and recent acquisition transactions[154](index=154&type=chunk) - Key assumptions for discounted cash flow valuation are the expected long-term growth rate (**3.5%** for May 1, 2025) and the weighted average cost of capital (WACC) (**12.5%-12.8%** for May 1, 2025)[155](index=155&type=chunk)[156](index=156&type=chunk)[157](index=157&type=chunk) - The goodwill impairment test as of May 1, 2025, concluded that goodwill was not impaired, with the fair value of each reporting unit exceeding its net book value. A sensitivity analysis showed that even with a **1%** increase in WACC or a **1%** decrease in long-term growth rate, reporting units would still pass the impairment test[161](index=161&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=37&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section outlines Omnicom's approach to managing market risks, specifically foreign exchange rate risk and interest rate risk, through the use of derivative financial instruments. It confirms no material changes to these risks since the previous annual report - Omnicom manages foreign exchange rate risk and interest rate risk using derivative financial instruments, including forward foreign exchange contracts and net investment hedges, but not for speculative purposes[163](index=163&type=chunk) - There have been no material changes to the company's market risks since the disclosure in its 2024 Form 10-K[164](index=164&type=chunk) [Item 4. Controls and Procedures](index=38&type=section&id=Item%204.%20Controls%20and%20Procedures) This section confirms that management, including the CEO and CFO, evaluated and concluded that the company's disclosure controls and procedures and internal control over financial reporting were effective as of September 30, 2025, with no material changes during the quarter - Management, including the CEO and CFO, concluded that disclosure controls and procedures were effective as of September 30, 2025[165](index=165&type=chunk) - Internal control over financial reporting was also deemed effective as of September 30, 2025, with no material changes during the most recent fiscal quarter[166](index=166&type=chunk) PART II. OTHER INFORMATION This section includes legal proceedings, risk factors, equity sales, and other required disclosures [Item 1. Legal Proceedings](index=38&type=section&id=Item%201.%20Legal%20Proceedings) This section states that Omnicom is involved in various legal proceedings in the ordinary course of business but does not anticipate any material adverse effect on its financial position or results of operations - The company does not expect ongoing legal proceedings to have a material adverse effect on its results of operations or financial position[168](index=168&type=chunk) [Item 1A. Risk Factors](index=38&type=page&id=Item%201A.%20Risk%20Factors) This section confirms that there have been no material changes to the risk factors previously disclosed in the company's 2024 Form 10-K and the quarterly report for March 31, 2025 - No material changes to the risk factors disclosed in the 2024 Form 10-K or the quarterly report for the period ended March 31, 2025[169](index=169&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=38&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section details the common stock repurchases made during the third quarter of 2025, including shares bought for general corporate purposes and those withheld from employees for tax obligations, and confirms no unregistered sales of equity securities Common Stock Repurchases (Three Months Ended Sep 30, 2025) | Period | Total Number of Shares Purchased | Average Price Paid Per Share | | :----------------------- | :----------------------------- | :--------------------------- | | July 1 - July 31, 2025 | 1,214,539 | $72.54 | | August 1 - August 31, 2025 | 12,714 | $75.88 | | September 1 - September 30, 2025 | — | — | | **Total** | **1,227,253** | **$72.57** | - During the three months ended September 30, 2025, Omnicom repurchased **958,903 shares** for general corporate purposes and withheld **268,350 shares** from employees to satisfy tax obligations related to restricted stock awards and stock option exercises[170](index=170&type=chunk) - There were no unregistered sales of equity securities during the three months ended September 30, 2025[170](index=170&type=chunk) [Item 5. Other Information](index=38&type=section&id=Item%205.%20Other%20Information) This section reports that no directors or officers adopted, modified, or terminated any Rule 10b5-1 or non-Rule 10b5-1 trading arrangements during the third quarter of 2025 - No directors or officers adopted, modified, or terminated Rule 10b5-1 or non-Rule 10b5-1 trading arrangements during the quarter ended September 30, 2025[171](index=171&type=chunk) [Item 6. Exhibits](index=39&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed as part of the Form 10-Q, including various certifications and XBRL-related documents - Exhibits include certifications by the CEO and CFO (Rule 13a-14(a) and 13a-14(b)) and Inline XBRL documents (Instance, Schema, Calculation, Definition, Label, Presentation Linkbase Documents)[176](index=176&type=chunk) [Signatures](index=39&type=section&id=Signatures) This section contains the required signatures for the Form 10-Q filing - The report was signed on October 22, 2025, by Philip J. Angelastro, Executive Vice President and Chief Financial Officer[176](index=176&type=chunk)

Financial Data and Key Metrics Changes - Organic growth for Q3 2025 was 2.6%, with a year-to-date growth of 3%, aligning with annual guidance [5][10] - Non-GAAP adjusted EBITDA for Q3 2025 was $551.6 million, with an adjusted EBITDA margin of 16.1%, up 10 basis points from the previous year [5][11] - Non-GAAP adjusted net income per share increased by 10.3% to $2.24 compared to Q3 2024 [5][11] - The reported income tax rate was 27.2% in Q3 2025, up from 26.8% in the prior year, primarily due to non-deductible acquisition-related costs [12][13] Business Line Data and Key Metrics Changes - Media and advertising revenues grew by 9%, while creative services were impacted by lower project work due to macroeconomic uncertainty [14] - Precision marketing growth was just under 1%, with solid growth in the U.S. offset by declines in Europe [14] - Public relations declined by 8%, largely due to the absence of U.S. national election-related revenue [15] - Healthcare services saw a 2% organic decline, with new business wins not fully compensating for spending declines [15] - Branding and retail commerce decreased by 17%, and experiential services declined by 18% due to tough comparisons with the previous year [15] Market Data and Key Metrics Changes - U.S. revenue growth was 4.6%, while the UK saw growth of 3.7%, but continental Europe experienced a decline of 3.1% [16] - Non-Euro markets delivered organic growth, but this was offset by declines in the events business [16] Company Strategy and Development Direction - The company is focused on the integration of the proposed acquisition of Interpublic Group, with expectations to close by late November [5][6] - The launch of Omni+, a next-generation marketing operating system, is anticipated to enhance client capabilities and drive growth [7][8] - The company aims to exceed expected synergies from the acquisition, with a disciplined approach to minimize operational disruption [9][10] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the business fundamentals, noting that organic growth would have been approximately 4% without the impact of the previous year's Olympic and election-related revenues [32] - The tone of client conversations has improved, with clients showing optimism about project spending in Q4 [70] Other Important Information - The company continues to maintain a strong liquidity position with cash equivalents and short-term investments totaling $3.4 billion [20] - The book value of outstanding debt was $6.3 billion, reflecting a reduction from the previous year [20] Q&A Session Summary Question: Update on pro forma financials post-acquisition - Management plans to disclose future operations and portfolio details shortly after the acquisition closes, likely around CES in January [25] Question: Deceleration in precision marketing - The decline was primarily due to issues in the Cordara consulting business related to government work in Europe, but the overall pipeline remains strong [26] Question: Confirmation of organic growth guidance - Management is comfortable with the original guidance and expects to capture significant project work in Q4 [30][31] Question: Opportunities for revenue synergies post-acquisition - Key opportunities identified include media, healthcare, and precision marketing, with expectations for significant growth in these areas [68] Question: Client sentiment and marketing budgets - Conversations with clients have shifted to include discussions on generative AI, with budgets remaining stable and project spending anticipated in Q4 [70]

Financial Data and Key Metrics Changes - Organic growth for Q3 2025 was 2.6%, with a year-to-date growth of 3%, aligning with annual guidance [5][10] - Non-GAAP adjusted EBITDA for Q3 2025 was $551.6 million, with an adjusted EBITDA margin of 16.1%, up 10 basis points from the previous year [5][11] - Non-GAAP adjusted net income per share increased by 10.3% to $2.24 compared to Q3 2024 [5][11] - The reported income tax rate for Q3 2025 was 27.2%, up from 26.8% in the prior year, primarily due to non-deductible acquisition-related costs [12][13] Business Line Data and Key Metrics Changes - Media and advertising revenues grew by 9%, while creative services were impacted by lower project work due to macroeconomic uncertainty [14] - Precision marketing growth was just under 1%, with solid growth in the U.S. offset by declines in Europe [14] - Public relations declined by 8%, largely due to the absence of U.S. national election-related revenue [15] - Healthcare revenues decreased by 2% organically, with declines in both U.S. and European agencies [15] - Branding and retail commerce fell by 17%, and experiential services declined by 18% due to tough comparisons with the Summer Olympics [15] Market Data and Key Metrics Changes - U.S. revenue growth was 4.6%, while the U.K. saw growth of 3.7%, but continental Europe experienced a decline of 3.1% [16] - Non-Euro markets delivered organic growth, but this was offset by declines in the events business [16] Company Strategy and Development Direction - The company is focused on the integration of the proposed acquisition of Interpublic, with plans to close the deal by late November [5][6] - The launch of Omni+, a next-generation marketing operating system, is anticipated to enhance client services and operational efficiency [6][8] - The integration planning aims to exceed expected synergies from the acquisition, with a disciplined approach to minimize operational disruption [9][10] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the growth prospects and the value expected from the proposed combination with Interpublic [9][10] - The company remains optimistic about capturing project work in Q4, which could significantly impact year-end results [31][32] - Despite challenges, the fundamentals of the business are strong, with underlying growth projected at approximately 4% when excluding the impact of the previous year's events [32] Other Important Information - The company continues to maintain a strong liquidity position with cash equivalents and short-term investments totaling $3.4 billion [20] - Free cash flow for the nine months ended September 30, 2025, was impacted by acquisition-related costs, but operating capital improved significantly [18][19] Q&A Session Summary Question: When will pro forma financials be available post-acquisition? - Management indicated plans to disclose future operations and portfolio details shortly after the acquisition, likely around CES in January [25] Question: What caused the deceleration in precision marketing? - The decline was primarily due to cutbacks in government work in Europe, particularly in the Cordara consulting business [26] Question: Confirmation of organic growth guidance for the year? - Management confirmed that they are comfortable with the original guidance and expect to remain within the 2.5%-4.5% range [30] Question: Opportunities for revenue synergies post-acquisition? - Key opportunities identified include media, healthcare, and precision marketing, with expectations for significant growth in these areas [68] Question: Client sentiment regarding the business environment? - Conversations with clients indicate a cautious optimism, with budgets remaining stable and project spending expected to increase in Q4 [70]

Financial Data and Key Metrics Changes - Organic growth for Q3 2025 was 2.6%, with a year-to-date growth of 3%, aligning with annual guidance [6][7] - Non-GAAP adjusted EBITDA for the quarter was $551.6 million, with an adjusted EBITDA margin of 16.1%, up 10 basis points from the previous year [7][14] - Non-GAAP adjusted net income per share increased by 10.3% to $2.24 compared to Q3 2024 [7][14] - The reported income tax rate was 27.2%, up from 26.8% in the prior year, primarily due to non-deductible acquisition-related costs [16][17] Business Line Data and Key Metrics Changes - Media and advertising revenues grew by 9%, while creative services were impacted by lower project work due to macroeconomic uncertainty [18] - Precision marketing growth was just under 1%, with solid growth in the U.S. offset by declines in Europe [18] - Public Relations declined by 8%, largely due to the absence of U.S. national election-related revenue [19] - Healthcare revenues decreased by 2% organically, with declines in both U.S. and European agencies [20] - Branding and retail commerce fell by 17%, and experiential marketing declined by 18% due to tough comparisons with the previous year [21] Market Data and Key Metrics Changes - The U.S. market saw a revenue growth of 4.6%, while the UK grew by 3.7%. Continental Europe experienced a decline of 3.1% [22] - Non-euro markets delivered organic growth, but this was offset by declines in the events business [22] Company Strategy and Development Direction - The company is focused on the integration of the proposed acquisition of Interpublic, with plans to close the deal by late November [7][8] - The launch of OmniPlus, a next-generation marketing operating system, is anticipated to enhance client services and internal operations [9][11] - The integration planning aims to exceed expected synergies from the acquisition, with a disciplined approach to minimize operational disruption [11][12] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the growth prospects and the value expected from the acquisition of Interpublic [12] - The operating environment remains challenging, but the company is optimistic about capturing project work in Q4 [39][40] - Management noted that despite macroeconomic challenges, the fundamentals of the business remain strong, with no significant loss of personnel or business [40] Other Important Information - The company continues to maintain a strong liquidity position with cash equivalents and short-term investments totaling $3.4 billion [27] - Free cash flow for the nine months ended September 30 was impacted by acquisition-related and repositioning costs, but operating capital improved significantly [25][26] Q&A Session Summary Question: When will the market receive updates on pro forma financials post-acquisition? - Management indicated plans to disclose future operations and portfolio details around the week of CES in January [33] Question: What caused the deceleration in Precision Marketing? - The decline was primarily due to issues in the consulting business related to government work in major European cities, but the rest of the business remains strong [35] Question: Confirmation of organic growth guidance for the year? - Management confirmed that they are comfortable with the original guidance of 3% growth for the year [38] Question: How is the creative business performing within media growth? - The creative business is stable, with growth primarily driven by the media side [46] Question: What are the biggest opportunities for revenue synergies post-acquisition? - Key opportunities identified include media business expansion, healthcare portfolio enhancement, and improvements in precision marketing [72]

Financial Data and Key Metrics Changes - Organic growth for Q3 2025 was 2.6%, with a year-to-date growth of 3%, aligning with annual guidance [4][8] - Non-GAAP adjusted EBITDA for Q3 2025 was $551.6 million, with an adjusted EBITDA margin of 16.1%, up 10 basis points from the previous year [4][9] - Non-GAAP adjusted net income per share increased by 10.3% to $2.24 compared to Q3 2024 [4][9] - Net interest expense increased due to lower interest income, with an estimated increase of approximately $7 million in Q4 compared to the same quarter last year [10][11] Business Line Data and Key Metrics Changes - Media and advertising revenues grew by 9%, while creative services were impacted by lower project work due to macroeconomic uncertainty [11][12] - Precision marketing growth was just under 1%, with solid growth in the U.S. offset by declines in Europe [11][12] - Public relations declined by 8%, primarily due to the absence of U.S. national election-related revenue [12] - Healthcare revenues decreased by 2% organically, with declines in both U.S. and European agencies [12][13] - Branding and retail commerce was down 17%, and experiential declined by 18% due to tough comparisons with the Summer Olympics [13][14] Market Data and Key Metrics Changes - U.S. revenue growth was 4.6%, while the UK saw growth of 3.7%, but continental Europe experienced a decline of 3.1% [14] - Non-Euro markets delivered organic growth, but this was offset by declines in the events business [14][15] Company Strategy and Development Direction - The company is focused on the integration of the proposed acquisition of Interpublic Group of Companies, with plans to close the acquisition by late November [4][5] - The launch of Omni+, a next-generation marketing operating system, is anticipated to enhance client services and operational efficiency [5][6] - The integration planning aims to exceed expected synergies from the acquisition, with a disciplined approach to minimize disruption [6][7] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in exceeding synergies from the IPG acquisition and highlighted strong new business wins [7][8] - The company remains optimistic about growth prospects despite macroeconomic challenges, with a focus on maintaining operational efficiency [6][27] - Management noted that the fundamentals of the business remain strong, with underlying growth of approximately 4% when excluding the impact of significant events from the previous year [27] Other Important Information - The company continues to maintain a strong balance sheet, with cash equivalents and short-term investments totaling $3.4 billion [18] - Free cash flow for the nine months ended September 30, 2025, was impacted by acquisition-related costs and repositioning costs [16][17] Q&A Session Summary Question: When will pro forma financials be available post-acquisition? - Management indicated plans to disclose future operations and portfolio details shortly after the acquisition, likely around CES in January [22][23] Question: What caused the deceleration in precision marketing? - The decline was attributed to cutbacks in government work in major European cities, particularly affecting the Cordara consulting business [23][24] Question: Confirmation of organic growth guidance for the year? - Management confirmed comfort with original guidance, indicating a year-end growth expectation around 3% [25][26] Question: Opportunities for revenue synergies post-acquisition? - Key opportunities identified include media, healthcare, and precision marketing, with expectations for significant growth in these areas [56][58]

Group 1 - The article does not provide any specific content related to a company or industry [1]