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Published on 8/2/2004 in the Prospect News Convertibles Daily.

Omnicom says no convertibles put back

New York, Aug. 2 - Omnicom Group Inc. said that no holders of its $892.3 million of outstanding zero-coupon zero-yield convertible notes due 2032 had exercised the put by the Aug. 2 deadline.

The notes are subject to an offer from Omnicom, which will pay $27.50 per $1,000 principal amount to holders of the convertible who do not exercise the put and who agree to amend the indenture.

The payment will be made to holders who, as of immediately following the close of business on Aug. 2, have not exercised the put. Holders will also have to deliver a consent to the amendment by the close of business on Aug. 9.

The indenture amendment will allow Omnicom to pay the initial principal amount of the notes in cash when they are surrendered for conversion. The remainder of the conversion value will be paid in cash or stock at Omnicom's option.

The amendment will also change the method by which contingent cash interest is determined.

Only noteholders who consent will be covered by the amendment.

Omnicom is a New York marketing and corporate communications company.


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