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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

 

 

FORM 8-K

 

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): October 19, 2020

 

 

 

MDC PARTNERS INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

 

Canada

001-13718

98-0364441

(State or Other Jurisdiction
of Incorporation)

(Commission

File Number)

(I.R.S. Employer
Identification No.)

  

330 Hudson Street, 10th Floor, New York, NY 10013
(Address of principal executive offices and zip code)

 

(646) 429-1800
(Registrant’s Telephone Number)

  

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class Trading symbol(s) Name of each exchange on which registered
Class A Subordinate Voting Shares, no par value MDCA NASDAQ

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

 

Item 8.01Other Events.

 

As previously announced, MDC Partners Inc. (the “Company”) is proceeding in discussions with Stagwell Media LP (“Stagwell”) in respect of a potential business combination between the Company and Stagwell. In connection with those discussions, Stagwell informed the Company that it has posted its audited financial statements as of and for the years ended December 31, 2019 and 2018 (the “Financial Statements”) on its website at https://stagwellgroup.com/stagwell-2019-audit/.

 

This URL is intended to be an inactive textual reference only. It is not intended to be an active hyperlink to Stagwell’s website. The information on Stagwell’s website, including the Financial Statements, even if it might be accessible through a hyperlink resulting from this URL, is not and shall not be deemed to be incorporated into this announcement. No assurance or representation is given as to the suitability or reliability for any purpose whatsoever of the Financial Statements or any other information on Stagwell’s website. The Company was not involved in, and does not otherwise have any responsibility for, the preparation of the Financial Statements or any other information on Stagwell’s website. The Company assumes no liability with respect to the Financial Statements or any other information on Stagwell’s website.

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: October 19, 2020

       
 

MDC Partners Inc.

 

     
  By:   /s/ David Ross  
      David Ross
      Executive Vice President