News | July 30th 2021

MDC Partners Shareholders Approve Merger with Stagwell

WTC RF prw M7 26 2021

Originally posted in PRWeek by Betsy Kim

NEW YORK: MDC Partners shareholders voted to approve the agreement to combine with Stagwell Group following a shareholder dispute.

Following the anticipated August 2 closing, the combined company will be renamed Stagwell Inc and traded on the Nasdaq stock exchange. Post-merger, the company will have 10,000 global employees.

Mark Penn will serve as chairman and CEO of Stagwell Inc., with executives from both networks on the management team. In 2019, he became MDC's CEO after Stagwell Group invested $100 million in the company. Four years earlier, Penn founded Stagwell Group with a $250 million initial investment.

The newly combined company plans to expand global services and digital marketing products.

The deal almost derailed in May. Indaba Capital Management, one of MDC Partners' largest shareholders, owning 12% of MDC stock, opposed the proposed merger, claiming the terms unfairly favored Stagwell investors.

Indaba asserted that the proposal to grant MDC shareholders 26% ownership of the combined company was insufficient, and that MDC shareholders should instead receive a 37.5% to 40% share.

The approved deal now grants 31% of stock to MDC shareholders and 69% to Stagwell owners.

The combined company will include 72andSunny, Harris Poll, YML, Anomaly and other agencies in its portfolio. It’s expected to earn about $2 billion in 2021 revenue and more than $350 million in adjusted EBITDA, making it a top 10 global marketing services company.

Stagwell’s agencies also include Code and Theory, ForwardPMX, Grason, HarrisX, Ink, Locaria, MMI Agency, Multiview, National Research Group, Observatory, Reputation Defender, Scout, SKDKnickerbocker, Stagwell Tech, Targeted Victory and Wye Communications. Finn Partners bought back a minority share that Stagwell held in the company this year.

In December 2019, MDC Partners formed an agency network bringing together U.S. creative shop Doner with six complementary specialist firms in North America, including PR firms KWT Global and HL Group, which merged last year. MDC’s other PR firms include Allison+Partners and Hunter.

Says a Lot —


News — 

PRNewswire | Code and Theory Network Agency Kettle Promotes Lauren Kushner to CEO

News — 

PRNewswire | Stagwell's Code and Theory Network Expands Its Digital Transformation and Engineering Globally with Addition of YML

News — 

Ad Age | Top 5 Diversity, Equality, and Inclusion Efforts To Know About Right Now

News — 

PRNewswire | Stagwell (STGW) Digital-First Creative Agency Code and Theory Launches Industry's First Holistic Inclusive Design and Marketing Strategy Discipline

News — 

Ad Age | Marketing In The Metaverse —What Science Fiction Can Teach Brands About Web3

News — 

Code and Theory’s Dan Gardner named Campaign US 40 Over 40 honoree

News — 

Muse by Clio | Don't Talk to Me About NFTs and the Metaverse

News — 

AIGA Eye on Design | The Era of Rebellious Web Design Is Here

We Are a Digital-First Creative Agency

What We Do

Born in 2001, Code and Theory is a digital-first creative agency that sits at the center of creativity and technology. With a global client roster of Fortune 100s and start-ups alike, we crave the hardest problems to solve and create end-to-end solutions that flex to meet the needs of today’s ever-changing business landscape.

Our Services

We provide a range of offerings built to support the entire ecosystem.

  • Data, Research & Testing

    Our data-driven approach enables us to understand every aspect of end-to-end consumer journeys, and powers our work from start to finish.

  • Business, Consulting & Design Transformation

    We work with our clients not only to define and deliver products, services and communications, but also to design the business itself.

  • Transformational Technology

    We help our clients reinvent their technical infrastructure and roadmap in order to deliver for the needs of today and tomorrow.

  • Services, Platforms & Products

    We create best-in-class platforms built around both the user and the business goals, often extending into connected physical expressions.

  • Integrated Marketing

    We deliver the right messages to new and existing customers across the entire ecosystem.

Join Our Team

We're not typical, and neither are you. We're always looking to hire smart, interesting and forward-thinking people.
See All Open Positions

Code and Theory is a proud member of Stagwell Group. Stagwell is the challenger network built to transform marketing. We deliver scaled creative performance for the world’s most ambitious brands, connecting culture-moving creativity with leading-edge technology to harmonize the art and science of marketing. Led by entrepreneurs, our 13,000+ specialists in 34+ countries are unified under a single purpose: to drive effectiveness and improve business results for their clients. Join us at