FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of, January 2004
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Commission File Number 001-13718
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MDC PARTNERS INC.
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(Translation of registrant's name into English)
45 Hazelton Avenue, Toronto, Ontario, Canada, M5R 2E3
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(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file
annual reports under cover Form 20-F or Form 40F.
Form 20-F Form 40-F X
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Indicate by check mark if the registrant is submitting the Form 6-K
in paper as permitted by Regulation S-T Rule 101(b)(1):
Indicate by check mark if the registrant is submitting the Form 6-K
in paper as permitted by Regulation S-T Rule 101(b)(7):
Indicate by check mark whether by furnishing the information
contained in this Form, the registrant is also thereby furnishing the
information to the Commission pursuant to Rule 12g3-2(b) under the Securities
Exchange Act of 1934.
Yes No X
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If "Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): 82-_______________
DOCUMENT INDEX
Document Page No.
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1. News Release dated January 12, 2004 3
2. News Release dated January 21, 2004 6
3. News Release dated January 22, 2004 9
4. News Release dated January 27, 2004 12
5. News Release dated January 29, 2004 14
Document 1
[MDC PARTNERS LOGO OMITTED]
PRESS RELEASE
FOR IMMEDIATE RELEASE
FOR: MDC Partners Inc.
45 Hazelton Avenue
Toronto, Ontario M5R 2E3
CONTACTS: Katie Kempner
Vice President, Director of Corporate Communications
Cell: 305-467-6338
Tel: 305-646-7366
TSE Stock Symbol: MDZ.A
NASDAQ Stock Symbol: MDCA
Website: www.mdc-partners.com
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MDC PARTNERS ENHANCES MANAGEMENT TEAM
TORONTO, Ontario (January 12, 2004) MDC Partners Inc. ("MDC") of Toronto today
announced several appointments and promotions among their management team.
Chuck Porter, Chairman of Crispin Porter + Bogusky adds the duties of Chief
Strategist, MDC Partners. Since Mr. Porter's agency became affiliated with MDC
in 2001, he has served as an informal adviser to MDC identifying appropriate
acquisitions within the advertising industry. As Chief Strategist, Mr. Porter
will continue to shape the growth strategy of MDC and identify and evaluate
potential partner agencies and companies.
Peter Lewis moves from Executive Vice President and Chief Financial Officer to
the position of Vice Chairman. Mr. Lewis joined MDC in 1994. During his
tenure, he has supervised numerous corporate development and acquisition
activities and successfully implemented a number of financings. Mr. Lewis was
involved in the negotiation and subsequent arrangement of the initial public
offerings of Maxxcom, Davis + Henderson Income Fund and Custom Direct Income
Fund. In addition, Mr. Lewis has played a key role in developing strategic
growth plans and managing the company's capital requirements.
Walter Campbell moves from Senior Vice President, Finance to Chief Financial
Officer. In his most recent position, Mr. Campbell was responsible for the
financial accounting functions of MDC and was closely involved in all areas of
corporate finance. As CFO, Mr. Campbell is responsible for overseeing all
financial aspects of the company, including financial accounting, corporate
finance and financial controls.
Katie Kempner joins MDC as Vice President, Director of Corporate
Communications. In addition to her new duties at MDC, Ms. Kempner will
continue in her current role as director of the public relations department at
Crispin Porter + Bogusky. Ms. Kempner joined CP+B in 1996 as the agency's
first public relations director. Since that time, CP+B and their work has
gained tremendous recognition in both the national and international press.
2
"There's been a lot of speculation about the demise of agency networks, but
the essential concept is still a good one. The problem is that network
management has focused way too much on financials and not nearly enough on
providing great advertising for great clients," said Miles S. Nadal, Chairman,
President & Chief Executive Officer of MDC. "We're building a new kind of
network at MDC, one that embraces the fact that talent is and always will be
the engine of this business."
About MDC Partners Inc.
MDC is one of the world's leading marketing communications firms. Through its
partnership of entrepreneurial firms, MDC provides advertising and specialized
communication services to leading brands throughout the United States, Canada
and the United Kingdom. MDC Class A shares are publicly traded on the Toronto
Stock Exchange under the symbol MDZ.A and on the NASDAQ under the symbol MDCA.
Document 2
[MDC PARTNERS LOGO OMITTED]
PRESS RELEASE
FOR IMMEDIATE RELEASE
FOR: MDC Partners Inc.
45 Hazelton Avenue
Toronto, Ontario M5R 2E3
CONTACTS: Miles S. Nadal Peter M. Lewis
Chairman, President & CEO Vice Chairman
(416) 960-9000 Ext. 223 (416) 960-9000 Ext. 272
Walter Campbell Trevor Maunder
Chief Financial Officer Director, Investor
(416) 960-9000 Ext. 336 Relations
(416) 960-9000 Ext. 226
TSX Stock Symbol: MDZ.N
Website: www.mdc-partners.com
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MDC PARTNERS INC. ANNOUNCES JANUARY INTEREST PAYMENT ON ADJUSTABLE RATE
EXCHANGEABLE SECURITIES DUE DECEMBER 31, 2028
TORONTO, Ontario (January 21, 2004) - MDC Partners Inc. ("MDC") of Toronto
announced today an interest payment on Adjustable Rate Exchangeable Securities
(the "Exchangeable Securities") of C$0.1125 per Exchangeable Security for the
month of January 2004 payable on February 13, 2004 to Exchangeable Security
holders of record at the close of business on January 31, 2004.
A holder of an Exchangeable Security will have the right to exchange the
security for a unit of Custom Direct Income Fund (the "Fund") once MDC is
entitled to effectively exchange its 20% ownership of Custom Direct, Inc. into
units of the Fund. MDC's shares of Custom Direct, Inc. are effectively
exchangeable into units of the Fund once (a) the Fund has earned audited
EBITDA of approximately US$22.2 million for the year ending December 31, 2003
or for any fiscal year subsequent to 2003, and (b) the Fund has made average
monthly per unit cash distributions of at least C$0.1125 for the period from
May 29, 2003 to December 31, 2003 or for any fiscal year subsequent to 2003.
For purposes of determining whether the EBITDA target has been met, the
audited financial statements for the year ending December 31, 2003 are
anticipated to be prepared by February 2004.
About MDC Partners
MDC Partners is one of the world's leading marketing communications firms.
Through its partnership of entrepreneurial firms, MDC provides creative,
integrated and specialized communication services to leading brands throughout
the United States, Canada and the United Kingdom. MDC Class A shares are
publicly traded on the Toronto Stock Exchange under the symbol MDZ.A and on
the NASDAQ under the symbol MDCA. The Exchangeable Securities are publicly
traded on the Toronto Stock Exchange under the symbol MDZ.N.
2
This press release contains forward-looking statements within the meaning of
section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. Such forward-looking statements involve risks and
uncertainties which may cause the actual results or objectives to be
materially different from those expressed or implied by such forward-looking
statements. Such factors include, among other things, the Company's financial
performance; changes in the competitive environment; adverse changes in the
economy; ability to maintain long-term relationships with customers; financing
requirements and other factors set forth in the Company's Form 40-F for its
fiscal year ended December 31, 2002 and subsequent SEC filings.
Document 3
[MDC PARTNERS LOGO OMITTED]
PRESS RELEASE
FOR IMMEDIATE RELEASE
FOR: MDC Partners Inc.
45 Hazelton Avenue
Toronto, Ontario M5R 2E3
CONTACTS: Katie Kempner Rob Doughty
Vice President, Vice President,
Director of Corporate Strategic Communications
Communications Burger King
MDC Partners Inc. Tel: 305-378-7277
Cell: 305-467-6338
Tel: 305-646-7366
TSE Stock Symbol: MDZ.A
NASDAQ Stock Symbol: MDCA
Website: www.mdc-partners.com
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MDC PARTNERS INC.
BURGER KING CORPORATION SELECTS
CRISPIN PORTER + BOGUSKY AS LEAD CREATIVE
ADVERTISING AGENCY
New Agency Brings Its Award-Winning, Groundbreaking Creativity And
Innovation To The BURGER KING(R) Brand
TORONTO, Ontario (January 22, 2004) MDC Partners Inc. ("MDC") of Toronto today
announced Burger King Corporation today has chosen Crispin Porter + Bogusky to
be its lead creative advertising agency, effective immediately. Burger King
Corporation will continue its important relationship with the following agency
partners: UniWorld Group, Bromley Communications, Campbell Mithun, Equity,
Landor, MindShare, Premium Surge, VML and Wunderman.
"We must have groundbreaking, next-level, results-oriented and innovative
advertising that strongly connects with our core consumers," said Brad Blum,
Chief Executive Officer, Burger King Corporation. "We must have the kind of
results that Crispin Porter + Bogusky have proven they can deliver. They have
already sold out the BMW MINI, convinced teenagers that it's not smart to
smoke and made IKEA the place to buy furniture. We will expect them to deliver
the same type of results for BURGER KING(R) restaurants."
"Crispin Porter + Bogusky bring a warrior mentality and `ground-up' branding
approach that provides a great fit with our business philosophy," said Russ
Klein, Chief Marketing Officer, Burger King Corporation. "Their thought
leadership and keen sense of connectivity to an increasing complex pop-culture
is without rival."
"We are very excited to join the Burger King Corporation marketing team," said
Jeff Hicks, President and Chief Executive Officer, Crispin Porter + Bogusky.
"As we listened to the vision
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that Brad Blum, Russ Klein and others on the Executive Team outlined, it
became clear that we could have an immediate and positive impact by bringing
Burger King Corporation's new traffic-driving initiatives to life."
In 2002, Alex Bogusky, Crispin Porter + Bogusky's Executive Creative Director,
was inducted into the American Advertising Federation's Hall of Achievement.
This month, he was recognized by Advertising Age magazine as #5 on the list of
"10 Who Made a Mark on Marketing" as well as by Adweek magazine as the
industry's "Most Valuable Player."
Crispin Porter + Bogusky was recognized as the most awarded agency in the
world for 2003 by the just released Gunn Report. The Gunn Report is an annual
tabulation of the top 32 television and 20 print competitions around the
globe.
In an unprecedented year, Crispin Porter + Bogusky won the Grand Prix at
Cannes, an O'Toole award for overall creative excellence from the American
Association of Advertising Agencies, as well as the grand prizes at the CLIOS,
EFFIES, Kelly's, OBIES, APG awards and the One Show.
Crispin Porter + Bogusky are perhaps best known for their work on the U.S.
launch of the BMW MINI line of automobiles and as creators of the `truth'
anti-tobacco campaigns. Based in Miami and Los Angeles, Crispin Porter +
Bogusky's other clients include IKEA, Virgin Atlantic Airways and Molson. In
the last three years, Crispin Porter + Bogusky have twice been named "Agency
of the Year" by Creativity Magazine, as well as being Adweek's "Agency of the
Year" for the Southeast three out of the last four years. They were just named
Shoot Magazine's "Agency of the Year."
About Burger King Corporation
We Take Pride in Serving Our Guests the Best Burgers and a Variety of Other
Great- Tasting, Healthy Foods Cooked Over an Open Fire. That's What We're All
About.
The BURGER KING(R) system operates more than 11,285 restaurants in all 50
states and in 58 countries and territories around the world. Ninety-one
percent of BURGER KING(R) restaurants are owned and operated by independent
franchisees, many of them family-owned operations that have been in business
for decades.
Burger King Holdings, Inc., the parent company, is private and independently
owned by an equity sponsor group comprised of Texas Pacific Group, Bain
Capital and Goldman Sachs Capital Partners. In fiscal year ending June 30,
2003, Burger King Corporation had system-wide sales of $11.1 billion.
To learn more about BURGER KING(R), please visit the company's website at
www.burgerking.com.
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About MDC Partners Inc.
MDC is one of the world's leading marketing communications firms. Through its
partnership of entrepreneurial firms, MDC provides advertising and specialized
communication services to leading brands throughout the United States, Canada
and the United Kingdom. MDC Class A shares are publicly traded on the Toronto
Stock Exchange under the symbol MDZ.A and on the NASDAQ under the symbol MDCA.
Document 4
[MDC PARTNERS LOGO OMITTED]
PRESS RELEASE
FOR IMMEDIATE RELEASE
FOR: MDC Partners Inc.
45 Hazelton Avenue
Toronto, Ontario M5R 2E3
CONTACTS: Walter Campbell Trevor Maunder
Chief Financial Officer Director, Investor Relations
(416) 960-9000 Ext. 336 (416) 960-9000 Ext. 226
TSX Stock Symbol: MDZ.N
Website: www.mdc-partners.com
MDC PARTNERS INC. ANNOUNCES EXCHANGE EVENT ON ADJUSTABLE RATE
EXCHANGEABLE SECURITIES DUE DECEMBER 31, 2028 AND INTENTION
TO REDEEM SECURITIES FOR UNITS OF CUSTOM DIRECT INCOME FUND
TORONTO, Ontario (January 27, 2004) - MDC Partners Inc. ("MDC") of Toronto
announced today that based on the financial results of Custom Direct Income
Fund (the "Fund") for the period ended December 31, 2003, the subordination
conditions attached to MDC's shares of Custom Direct, Inc. are removed. As a
result, MDC's shares of Custom Direct, Inc. are exchangeable into units of the
Fund. Holders of MDC's Adjustable Rate Exchangeable Securities due December
31, 2028 (the "Exchangeable Securities") are now entitled to exercise their
exchange right. MDC intends to provide notice of redemption to redeem the
Exchangeable Securities for units of the Fund on February 3, 2004. Closing
will be scheduled for February 13, 2004, coinciding with the interest payment
date for securityholders of record on January 31, 2004. As a result, without
holders of Exchangeable Securities taking any further action, securityholders
will receive units of the Fund on February 13, 2004.
About MDC Partners Inc.
MDC Partners is one of the world's leading marketing communications firms.
Through its partnership of entrepreneurial firms, MDC provides advertising and
specialized communication services to leading brands throughout the United
States, Canada and the United Kingdom. MDC Class A shares are publicly traded
on the Toronto Stock Exchange under the symbol MDZ.A and on the NASDAQ under
the symbol MDCA. The Exchangeable Securities are publicly traded on the
Toronto Stock Exchange under the symbol MDZ.N.
This press release contains forward-looking statements within the meaning of
section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. Such forward-looking statements involve risks and
uncertainties which may cause the actual results or objectives to be
materially different from those expressed or implied by such forward-looking
statements. Such factors include, among other things, the Company's financial
performance; changes in the competitive environment; adverse changes in the
economy; ability to maintain long-term relationships with customers; financing
requirements and other factors set forth in the Company's Form 40-F for its
fiscal year ended December 31, 2002 and subsequent SEC filings.
Document 5
[MDC PARTNERS LOGO OMITTED]
PRESS RELEASE
FOR IMMEDIATE RELEASE
FOR: MDC Partners Inc.
45 Hazelton Avenue
Toronto, Ontario M5R 2E3
CONTACTS: Katie Kempner
Vice President, Director of Corporate Communications
MDC Partners Inc.
Tel: 305-646-7366
Erin Johnson
Corporate Communications Director
kirshenbaum bond + partners
Tel: 212-337-4004
TSE Stock Symbol: MDZ.A
NASDAQ Stock Symbol: MDCA
Website: www.mdc-partners.com
MDC PARTNERS Acquires Majority Stake in kirshenbaum bond + partners
Seventeen Year Old Independent Agency Joins Network of Creative Agencies
TORONTO, Ontario (January 29, 2004) MDC Partners Inc. announced today that
they have acquired a majority stake in kirshenbaum bond + partners. The firm,
comprised of four units: kirshenbaum bond (New York and San Francisco), LIME
Public Relations + Promotion, The Media Kitchen, which handles media buying
and planning and Dotglu, an interactive and direct marketing unit, will use
the official name of kirshenbaum bond + partners, using partners to signify
the units.
Richard Kirshenbaum and Jon Bond founded the firm in 1987. Driven by a
corporate philosophy to "invent, reinvent and inspire," they have built one of
North America's preeminent independent agencies with revenues approaching
US$50 million, billings of over US$525 million, and more than 200 employees
and offices in New York and San Francisco. The company is widely recognized
for creating highly acclaimed non-traditional marketing campaigns for Snapple,
Kenneth Cole, Hennessy, Target, Coach and The Meow Mix Company. Current
clients include Verizon SuperPages, The Andrew Jergens Company, Target and
more.
MDC Partners purchased 60% of the firm. The purchase price will not be
disclosed but will include a stock component.
"We are thrilled to partner with kirshenbaum bond + partners. They have
established a solid franchise and have developed a wonderful reputation for
delivering outstanding work to outstanding clients. We definitely believe that
they will enhance the MDC Partner network," said Miles S. Nadal, Chairman and
CEO, MDC Partners.
2
"Jon and I have always agreed never to partner with anyone unless the vision
and relationship were harmonious," said Richard Kirshenbaum. "MDC's vision was
intriguing and very much what we were looking for. Both parties agree there is
a need in the marketplace for a "new new" network based solely on creativity
and entrepreneurial spirit. Miles Nadal is the Patron Saint of Creative
Agencies. Now that's the kind of partner we want to work with."
"Since the day our doors opened we've taken meetings with industry giants, but
until meeting Miles, there weren't enough good reasons to make a sale," said
Jon Bond. "The MDC vision is magnanimous. They are creating something entirely
different from the rest and cultivating a portfolio of like-minded
entrepreneurial companies that will allow our company and culture to remain
unchanged. With MDC behind us we have the resources needed to expand the
company and continue creating breakthrough creative work for great clients."
About MDC Partners Inc.
MDC Partners is one of the world's leading marketing communications firms.
Through its partnership of entrepreneurial firms, including Crispin Porter +
Bogusky, Margeotes/Fertitta + Partners and kirshenbaum bond + partners, MDC
provides advertising and specialized communication services to leading brands
throughout the United States, Canada and the United Kingdom. MDC Class A
shares are publicly traded on the Toronto Stock Exchange under the symbol MDZ
and on the NASDAQ under the symbol MDCA.
This press release contains forward-looking statements within the meaning of
section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. Such forward-looking statements involve risks and
uncertainties which may cause the actual results or objectives to be
materially different from those expressed or implied by such forward-looking
statements. Such factors include, among other things, the Company's financial
performance; changes in the competitive environment; adverse changes in the
economy; ability to maintain long-term relationships with customers; financing
requirements and other factors set forth in the Company's Form 40-F for its
fiscal year ended December 31, 2002 and subsequent SEC filings.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
MDC PARTNERS INC.
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(Registrant)
Date: February 6, 2004 /s/ Walter Campbell
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(Signature)
Walter Campbell
Chief Financial Officer