THE INTERPUBLIC GROUP OF COMPANIES, INC.Registration Rights Agreement • November 21st, 2007 • Interpublic Group of Companies, Inc. • Services-advertising agencies • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of November 20, 2007 by and between The Interpublic Group of Companies, Inc., a Delaware corporation (the “Company”), and UBS Securities LLC, as the dealer manager (the “Dealer Manager”), in connection with an offer by the Company of up to $200 million aggregate principal amount of its 4.75% Convertible Senior Notes due 2023 (the “ New Notes”) to certain holders of the Company’s 4.50% Convertible Senior Notes due 2023 (the “Existing Notes”) in exchange transactions exempt from the registration requirements of the Securities Act, pursuant to the Dealer Manager Agreement, dated as of November 14, 2007, between the Company and the Dealer Manager (the “Dealer Manager Agreement”). The New Notes are issued pursuant to an indenture, dated as of November 15, 2006, between the Company and The Bank of New York, as trustee (the “Trustee”), as amended and supplemented by a second supplemental indenture thereto, dated
THE INTERPUBLIC GROUP OF COMPANIES, INC. and THE BANK OF NEW YORK Trustee Second Supplemental Indenture Dated as of November 20, 2007 to the Senior Debt Indenture dated as of November 15, 2006 Creating a series of Securities designatedInterpublic Group of Companies, Inc. • November 21st, 2007 • Services-advertising agencies • New York
SECOND SUPPLEMENTAL INDENTURE, dated as of November 20, 2007, between THE INTERPUBLIC GROUP OF COMPANIES, INC., a Delaware corporation, and THE BANK OF NEW YORK, a New York banking corporation, as trustee.
