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OMC Old Monk CO.

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Share Name Share Symbol Market Type Share ISIN Share Description
Old Monk CO. LSE:OMC London Ordinary Share GB0004339965 ORD 5P
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  0.00 0.00% 0.00 -
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- 0 GBX

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31/5/200315:43Old Monk17
17/10/200216:01omnibomb23

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Posted at 29/10/2002 16:37 by moonblue
Omnicom Reports Third-Quarter 2002 Results

NEW YORK, Oct. 29 /PRNewswire-FirstCall/ -- Omnicom Group Inc. (NYSE: OMC) today announced that net income for the third-quarter of 2002 increased 11% to $126.1 million from $114.0 million in the third-quarter of 2001. Diluted earnings per share increased 11% to $0.68 per share in 2002 from $0.61 per share in 2001.

Effective January 1, 2002, in compliance with SFAS No. 142, the Company ceased recording goodwill amortization. The 2001 amounts were adjusted to assume that the cessation of goodwill amortization occurred on January 1, 2001.

Compared to our previously reported results for 2001, net income for the third-quarter of 2002 increased 37% from $92.4 million in the third-quarter of 2001 and diluted earnings per share increased 36% from $0.50 per share.

Worldwide revenue increased 12.6% to $1,768.5 million in the third-quarter of 2002 from $1,571.0 million in the third-quarter of 2001. Domestic revenue for the third-quarter of 2002 increased 19% to $991.5 million compared to $831.1 million in 2001. International revenue for the third-quarter of 2002 increased 5% to $777.0 million compared to $739.9 million in 2001.

Net income for the nine months ended September 30, 2002 increased 10% to $442.0 million from $400.8 million in 2001. Diluted earnings per share increased 10% to $2.36 per share in 2001 from $2.15 per share in 2001. The 2001 amounts were adjusted to assume that the cessation of goodwill amortization occurred on January 1, 2001.

Compared to our previously reported results for 2001, net income for the nine months ended September 30, 2002 increased 30% from $339.0 million for the nine months ended September 30, 2001 and diluted earnings per share increased 29% from $1.83 per share.

Worldwide revenue for the nine months ended September 30, 2002 increased 10.1% to $5,417.5 million in 2002 from $4,918.9 million in 2001. Domestic revenue for the nine months ended September 30, 2002 increased 18% to $3,131.1 million compared to $2,653.0 million in 2001. International revenue for the nine months ended September 30, 2002 increased 1% to $2,286.4 million compared to $2,265.9 million in 2001.

Omnicom Group Inc. (NYSE: OMC) ( is a leading global marketing and corporate communications company. Omnicom's branded networks and numerous specialty firms provide advertising, strategic media planning and buying, direct and promotional marketing, public relations and other specialty communications services to over 5,000 clients in more than 100 countries.

For a live webcast and/or a replay of our third-quarter earnings conference call, go to
Posted at 17/10/2002 16:01 by moonblue
Interpublic Shares Tumble After Profit Forecast Cut (Update2)
By Kim Chipman

New York, Oct. 17 (Bloomberg) -- Interpublic Group of Cos. shares plunged to an eight-year low after the second-largest advertising company cut third-quarter profit estimates and said it will restate past results by as much as $120 million.

The stock fell $5.20 to $11.10 at 9:42 a.m. in New York Stock Exchange composite trading. Earlier, shares hit a low of $10.80.

Interpublic, which includes the McCann-Erickson WorldGroup ad agency, yesterday said third-quarter earnings will be 8 cents to 10 cents a share, below the 28 cent average estimate from analysts surveyed by Thomson First Call. The company also will restate prior financial results to reflect pretax expenses that weren't properly recorded.

New York-based Interpublic built its group of ad agencies through a series of acquisitions in the past two years. Shares had fallen about 45 percent this year on concern about the declining ad market and the reliability of Interpublic's accounting.

In August, the company said it would restate earnings going back to 1997 by as much as $68.5 million, mainly to reflect billings between different Interpublic units that weren't properly expensed.

Other advertising stocks fell. Omnicom Group Inc., the third- biggest ad firm, fell $1.53 to $59.25 at 9:43 a.m. in New York Stock Exchange composite trading.
Posted at 08/10/2002 18:41 by rysiu
what price now?
Posted at 01/10/2002 16:55 by moonblue
Omnicom Corporation (NYSE: OMC) is an integrated advertising/marketing communications services company with holdings in more than 1,500 subsidiaries operating in more than 100 countries. There are several reasons why OMC is at the top of Doft's list, especially its attractive business mix, which is heavily weighted toward the marketing services aspect of advertising. The company also has the strongest creative acumen in the industry. Its major brands include DDB Worldwide, BBDO Worldwide and TBWA Worldwide, which year after year consistently rank among the best in the industry. OMC isn't resting on its laurels though, especially in this tough environment. It continues to win new business and remains the only company within its group that hasn't had a large merger or acquisition over the last couple of years. Doft has raised his price target on the company to $72 from $60. He sees fiscal 2002 earnings of $3.44 and fiscal 2003 earnings of $3.69.
Posted at 30/9/2002 07:55 by moonblue
wpp got the gilette account....bad news for omc
Posted at 29/9/2002 23:39 by oufofpocket
might just have to get in on any possible rise then... just hope I get a good enough price...


The writing is on the wall for all to read.
Posted at 24/8/2002 19:34 by moonblue
poppa wobbler - 24 Aug'02 - 18:25 - 12 of 14


The following Wall Street Journal article provides a good insight into OMC and its Chief Executive John Wren (a former Arthur Andersen accountant). It was published 11 June, causing gap ... 30% wacking of shareprice that same day:





Nimble Financing Helped Fuel Growth of an Advertising Giant

But Omnicom's Internet Stakes Spark Boardroom Controversy
BY VANESSA O'CONNELL and JESSE EISINGER
Staff Reporters of THE WALL STREET JOURNAL


NEW YORK -- At the annual meeting of advertising giant Omnicom Group Inc. last month, Chief Executive John Wren boasted about lucrative new assignments to promote such products as Dell personal computers, Saturn sedans and Michelob Light beer. He showed off snappy commercials for Diet Pepsi and Federal Express. And he vowed that despite the worst advertising slowdown in 50 years, the world's largest ad-holding company would continue to deliver double-digit growth in revenue and profit.

One factor behind that impressive success has nothing to do with great ads: Omnicom's long list of acquisitions -- 73 in 2000 and 2001 alone -- and the way it accounts for them. Now a financial issue is starting to stir some controversy inside Omnicom. Last month, the head of the audit committee of its board of directors resigned amid questions about how the company handled a series of soured Internet investments.

In many ways, Omnicom's financial activities are similar to those of its main rivals -- Interpublic Group of Cos. of New York and WPP Group PLC of London -- which also have expanded by gobbling up smaller firms. Omnicom, like its rivals, also structures many acquisitions in a way that strings out payments over years. This creates potential liability -- currently amounting to $250 million or more -- that it isn't required to carry on its books. Omnicom, though, uses a more aggressive means than its competitors to calculate the critical statistic of how much of its growth it generates from existing operations.

All these tactics on Madison Avenue raise questions at a time of widespread scrutiny of huge companies built on serial acquisitions -- ranging from Tyco International Inc. to General Electric Co. In the wake of the collapse of Enron Corp., investors are demanding clearer and simpler financial statements from big companies, putting particular pressure on serial acquirers with tangled webs of deals. Omnicom says it complies with all regulatory requirements in making acquisitions and accounting for them.

Meeting of Directors

Soon after the May 21 annual meeting at the New York headquarters of Omnicom's BBDO Worldwide agency, the holding company's directors gathered a few doors away to discuss one aspect of its intricate financial apparatus. Part of the meeting focused on the contribution, a year earlier, of Omnicom's minority investments in 16 struggling Internet firms into a specially created company called Seneca, according to four people who were there. Seneca then acquired additional stakes in some of the 16 firms. Omnicom received Seneca's preferred stock in return.

Among the advantages of Omnicom's move was that it allowed the company to avoid the possibility of writing down the value of its investments in some of the online firms.

Now, Mr. Wren, a 49-year-old former Arthur Andersen LLP accountant and consultant, was seeking authorization from the board for Omnicom to acquire controlling stakes in two of the more promising companies held in Seneca. But that didn't sit well with Robert J. Callander, chairman of the board's audit committee. He questioned whether something wasn't being disclosed to the board about the initial off-loading of the problematic investments and the proposal to buy two Internet firms, according to other board members.

"I don't think I can go along with this," Mr. Callander, 71, told the board, according to the four people at the meeting. A former president of Chemical Banking Corp. (now part of J.P. Morgan Chase & Co.), he had voiced doubts about Seneca's purpose for months, according to board members. His doubts unresolved, he resigned from the board the next day.

Mr. Callander, an Omnicom director for a decade, "was correct in looking into the transaction carefully, as chairman of the audit committee," says John R. Purcell, a Juno Beach, Fla., venture capitalist who serves on the board. Mr. Purcell felt satisfied the board had signed off on Seneca. "I think he was gun-shy because of Enron-itis," he says.

The clash over Seneca signals new concern about the financial side of the Omnicom juggernaut. Mr. Callander is the second outside director to resign this year. Richard Beattie, chairman of Simpson, Thacher & Bartlett, a major New York corporate law firm, quit the board in January. Mr. Beattie, 63, told Omnicom executives he had other demands on his time. But people familiar with the situation say he, too, felt Omnicom management had given directors concerns short shrift on some financial matters.

Omnicom management late last week scrambled to reassure the eight remaining outside directors on the 10-person board by circulating two large binders of documents about Seneca. Some directors joined the damage-control effort by suggesting in interviews that Mr. Callander had quit in anger over the prospect of losing the audit-committee chairmanship as part of a regular shifting of committee positions. Two people familiar with Mr. Callander's thinking reject that suggestion.

Bruce Crawford, Omnicom's chairman, says, "there is no issue" with Seneca, which, he says, the board approved in March 2001. Mr. Wren plays down the flap, saying, "In the age of Enron, let me make this clear: Seneca is run separately, and we have made sure we could walk away from it. There is no off-balance-sheet transaction."
Mr. Wren strenuously objects to any comparison with other companies that make numerous acquisitions. He describes Omnicom as a "simple business" and a model of fiscal strength and ethical probity. "We are hardly a serial acquirer," he says. "One thing we have is great credibility on Wall Street." The company has never taken a write-off, he stresses. Omnicom's stock Tuesday rose 55 cents, or 0.7%, to close at $77.56 in 4 p.m. New York Stock Exchange composite trading.

Seneca is only one illustration of the financial architecture that is as essential to Omnicom's Wall Street success as its agencies' ability to create the "Yo Quiero Taco Bell" Chihuahua, Budweiser's "Wassup?" and other memorable campaigns. Investors have pushed up the company's stock 149% in the past five years -- more than twice the rise of the Dow Jones Advertising Index.

The company exploded into existence 16 years ago in what is known in the industry as "the Big Bang": the three-way merger of leading agencies Needham Harper, DDB Worldwide and BBDO. The company quickly expanded its stable of desirable clients, which now includes McDonald's Corp., Pfizer Inc., Apple Computer Inc. and Anheuser-Busch Cos.

As the extraordinary consolidation of Madison Avenue accelerated in the late 1990s, Omnicom became a leviathan that last year had revenue of $6.9 billion, generated by no fewer than 1,500 businesses, many of them tiny subsidiaries of other units. Interpublic and WPP generally have gone for glitzier acquisitions, while Omnicom buys smaller, less-well-known companies in advertising, direct mail and such related specialties as promotional events and booking speakers. Omnicom often targets firms that are already serving its clients, so it can handle as much of those clients' business as possible.

During the past three years, a separation has developed between the impressive bottom line on Omnicom's income statement and its cash flow from operations. Fueled in part by acquisitions, the company's net income rose to $503.1 million in 2001 from $362.9 million in 1999. While cash flow from operations increased last year by about $90 million, it fell over the three-year period, to $775.6 million from $972.6 million.

What's more, if cash spent on acquisitions is subtracted, the company has a negative cash flow: less coming in than going out. That means it has to rely on selling stock or incurring debt to fund its operations, says Paul R. Brown, chairman of the Accounting Department at New York University's Stern School of Business. The company's cash flow "seems to be coming up short," he adds. And Omnicom's ability to sustain its current level of growth turns on its maintaining its frenetic pace of acquisitions, Mr. Brown says.

Omnicom says its cash flow has fluctuated in the past three years for a variety of reasons. In 1999, the company says, cash flow increased sharply due to a one-time improvement in its billing practices. In addition, the money paid in performance bonuses varied over the period. Overall, Omnicom says it has "excellent annual cash flow from operations."

Omnicom has sharply increased its borrowing lately. In 1998, the company's average net debt load was $172 million. This year, net debt has ballooned to an average of $2.1 billion. The company says it is able to service this debt, which it doesn't consider onerous.

'Earn-Out' Deals

To ensure that talented executives of acquired companies stay with Omnicom, Mr. Wren says he often strings out payment for purchases over three to five years. Typically, Omnicom pays 50% up front. Subsequent installments sometimes are adjustable, depending on the new unit's financial performance, he says. That protects Omnicom to some degree if an acquisition goes sour. He declines to discuss publicly the specifics of one of these transactions.

Known as "earn-out" deals, the arrangements are common in professional-service industries because they also provide significant financial advantages to acquirers. One is that Omnicom can postpone full payment. Last year, it reported that $156.8 million of its acquisition expense reflected earn-out payments related to earlier deals. In 2000, the comparable amount was $183.9 million.

Some accounting experts view earn outs as equivalent to compensation of the principals of acquired firms, especially when the payments are keyed to performance. But like other companies that use them, Omnicom accounts for earn-out payments as acquisition expenses, rather than as compensation. The difference is that acquisition expenses aren't subtracted from a company's bottom line, and therefore get less attention from investors. Ordinary compensation is taken out of net income.

Omnicom's approach to accounting for earn-out payments is similar to that of other companies and complies with standard accounting principles. But J. Edward Ketz, a professor of accounting at Pennsylvania State University, argues that earn-out payments generally are "part of the cost of the parent company doing business" and therefore ought to be reported as a compensation expense.

Mr. Wren says Omnicom properly accounts for all earn-out deals. He says the company compensates executives with acquired companies at market rates, which include salaries in the range of $250,000 to $300,000.

With such a high volume of acquisitions, Omnicom's obligations to make future earn-out payments amount to a substantial potential liability. But accounting rules don't require Omnicom to carry the liability on its balance sheet. The company's chief financial officer, Randall Weisenburger, estimates that the company currently owes future payments of $250 million to $350 million, equivalent to roughly 10%, or more, of Omnicom's net debt.

The company has another potential future liability that it isn't required to report: agreements to purchase outright companies in which it has invested. Omnicom says it has stakes of less than 50% in 111 companies over which it has a measure of influence. Some of these so-called equity affiliates have a right, under certain circumstances, to be bought in their entirety by Omnicom. The holding company doesn't disclose which or how many affiliates have such a right. Mr. Weisenburger says the agreements are "infrequent."

The company says it doesn't include its earn-out and affiliate liabilities on its balance sheet because the amounts are uncertain and will turn on future events. Mr. Wren stresses that the company complies with all accounting-industry and SEC rules.

Seneca Controversy

The financial strategy that has caused friction within the Omnicom board concerns Seneca, a venture with its roots in the early days of dot-com excitement. In 1996 and 1997, Mr. Wren bought minority stakes in numerous dot-com marketing firms, including Agency.com and Organic Inc. Mr. Wren says he got good deals by investing before the Internet craze fully kicked in. Omnicom promised to involve the small firms in joint-marketing projects with its clients.

The Internet strategy faltered when the technology bubble burst in 2000. By early last year, Omnicom had investments in 16 online companies. Mr. Wren says he realized Omnicom didn't have the expertise to turn around the floundering Internet firms. He says the company sought out Pegasus Capital LLP, a Greenwich, Conn., investment firm founded and headed by Craig Cogut, a former lawyer for the junk-bond department of defunct Drexel Burnham Lambert Inc. Pegasus, which specializes in reorganizing distressed companies and brands, would control Seneca.
Posted at 24/8/2002 18:25 by poppa wobbler
The following Wall Street Journal article provides a good insight into OMC and its Chief Executive John Wren (a former Arthur Andersen accountant). It was published 11 June, causing gap ... 30% wacking of shareprice that same day:





Nimble Financing Helped Fuel Growth of an Advertising Giant

But Omnicom's Internet Stakes Spark Boardroom Controversy
BY VANESSA O'CONNELL and JESSE EISINGER
Staff Reporters of THE WALL STREET JOURNAL


NEW YORK -- At the annual meeting of advertising giant Omnicom Group Inc. last month, Chief Executive John Wren boasted about lucrative new assignments to promote such products as Dell personal computers, Saturn sedans and Michelob Light beer. He showed off snappy commercials for Diet Pepsi and Federal Express. And he vowed that despite the worst advertising slowdown in 50 years, the world's largest ad-holding company would continue to deliver double-digit growth in revenue and profit.

One factor behind that impressive success has nothing to do with great ads: Omnicom's long list of acquisitions -- 73 in 2000 and 2001 alone -- and the way it accounts for them. Now a financial issue is starting to stir some controversy inside Omnicom. Last month, the head of the audit committee of its board of directors resigned amid questions about how the company handled a series of soured Internet investments.

In many ways, Omnicom's financial activities are similar to those of its main rivals -- Interpublic Group of Cos. of New York and WPP Group PLC of London -- which also have expanded by gobbling up smaller firms. Omnicom, like its rivals, also structures many acquisitions in a way that strings out payments over years. This creates potential liability -- currently amounting to $250 million or more -- that it isn't required to carry on its books. Omnicom, though, uses a more aggressive means than its competitors to calculate the critical statistic of how much of its growth it generates from existing operations.

All these tactics on Madison Avenue raise questions at a time of widespread scrutiny of huge companies built on serial acquisitions -- ranging from Tyco International Inc. to General Electric Co. In the wake of the collapse of Enron Corp., investors are demanding clearer and simpler financial statements from big companies, putting particular pressure on serial acquirers with tangled webs of deals. Omnicom says it complies with all regulatory requirements in making acquisitions and accounting for them.

Meeting of Directors

Soon after the May 21 annual meeting at the New York headquarters of Omnicom's BBDO Worldwide agency, the holding company's directors gathered a few doors away to discuss one aspect of its intricate financial apparatus. Part of the meeting focused on the contribution, a year earlier, of Omnicom's minority investments in 16 struggling Internet firms into a specially created company called Seneca, according to four people who were there. Seneca then acquired additional stakes in some of the 16 firms. Omnicom received Seneca's preferred stock in return.

Among the advantages of Omnicom's move was that it allowed the company to avoid the possibility of writing down the value of its investments in some of the online firms.

Now, Mr. Wren, a 49-year-old former Arthur Andersen LLP accountant and consultant, was seeking authorization from the board for Omnicom to acquire controlling stakes in two of the more promising companies held in Seneca. But that didn't sit well with Robert J. Callander, chairman of the board's audit committee. He questioned whether something wasn't being disclosed to the board about the initial off-loading of the problematic investments and the proposal to buy two Internet firms, according to other board members.

"I don't think I can go along with this," Mr. Callander, 71, told the board, according to the four people at the meeting. A former president of Chemical Banking Corp. (now part of J.P. Morgan Chase & Co.), he had voiced doubts about Seneca's purpose for months, according to board members. His doubts unresolved, he resigned from the board the next day.

Mr. Callander, an Omnicom director for a decade, "was correct in looking into the transaction carefully, as chairman of the audit committee," says John R. Purcell, a Juno Beach, Fla., venture capitalist who serves on the board. Mr. Purcell felt satisfied the board had signed off on Seneca. "I think he was gun-shy because of Enron-itis," he says.

The clash over Seneca signals new concern about the financial side of the Omnicom juggernaut. Mr. Callander is the second outside director to resign this year. Richard Beattie, chairman of Simpson, Thacher & Bartlett, a major New York corporate law firm, quit the board in January. Mr. Beattie, 63, told Omnicom executives he had other demands on his time. But people familiar with the situation say he, too, felt Omnicom management had given directors concerns short shrift on some financial matters.

Omnicom management late last week scrambled to reassure the eight remaining outside directors on the 10-person board by circulating two large binders of documents about Seneca. Some directors joined the damage-control effort by suggesting in interviews that Mr. Callander had quit in anger over the prospect of losing the audit-committee chairmanship as part of a regular shifting of committee positions. Two people familiar with Mr. Callander's thinking reject that suggestion.

Bruce Crawford, Omnicom's chairman, says, "there is no issue" with Seneca, which, he says, the board approved in March 2001. Mr. Wren plays down the flap, saying, "In the age of Enron, let me make this clear: Seneca is run separately, and we have made sure we could walk away from it. There is no off-balance-sheet transaction."
Mr. Wren strenuously objects to any comparison with other companies that make numerous acquisitions. He describes Omnicom as a "simple business" and a model of fiscal strength and ethical probity. "We are hardly a serial acquirer," he says. "One thing we have is great credibility on Wall Street." The company has never taken a write-off, he stresses. Omnicom's stock Tuesday rose 55 cents, or 0.7%, to close at $77.56 in 4 p.m. New York Stock Exchange composite trading.

Seneca is only one illustration of the financial architecture that is as essential to Omnicom's Wall Street success as its agencies' ability to create the "Yo Quiero Taco Bell" Chihuahua, Budweiser's "Wassup?" and other memorable campaigns. Investors have pushed up the company's stock 149% in the past five years -- more than twice the rise of the Dow Jones Advertising Index.

The company exploded into existence 16 years ago in what is known in the industry as "the Big Bang": the three-way merger of leading agencies Needham Harper, DDB Worldwide and BBDO. The company quickly expanded its stable of desirable clients, which now includes McDonald's Corp., Pfizer Inc., Apple Computer Inc. and Anheuser-Busch Cos.

As the extraordinary consolidation of Madison Avenue accelerated in the late 1990s, Omnicom became a leviathan that last year had revenue of $6.9 billion, generated by no fewer than 1,500 businesses, many of them tiny subsidiaries of other units. Interpublic and WPP generally have gone for glitzier acquisitions, while Omnicom buys smaller, less-well-known companies in advertising, direct mail and such related specialties as promotional events and booking speakers. Omnicom often targets firms that are already serving its clients, so it can handle as much of those clients' business as possible.

During the past three years, a separation has developed between the impressive bottom line on Omnicom's income statement and its cash flow from operations. Fueled in part by acquisitions, the company's net income rose to $503.1 million in 2001 from $362.9 million in 1999. While cash flow from operations increased last year by about $90 million, it fell over the three-year period, to $775.6 million from $972.6 million.

What's more, if cash spent on acquisitions is subtracted, the company has a negative cash flow: less coming in than going out. That means it has to rely on selling stock or incurring debt to fund its operations, says Paul R. Brown, chairman of the Accounting Department at New York University's Stern School of Business. The company's cash flow "seems to be coming up short," he adds. And Omnicom's ability to sustain its current level of growth turns on its maintaining its frenetic pace of acquisitions, Mr. Brown says.

Omnicom says its cash flow has fluctuated in the past three years for a variety of reasons. In 1999, the company says, cash flow increased sharply due to a one-time improvement in its billing practices. In addition, the money paid in performance bonuses varied over the period. Overall, Omnicom says it has "excellent annual cash flow from operations."

Omnicom has sharply increased its borrowing lately. In 1998, the company's average net debt load was $172 million. This year, net debt has ballooned to an average of $2.1 billion. The company says it is able to service this debt, which it doesn't consider onerous.

'Earn-Out' Deals

To ensure that talented executives of acquired companies stay with Omnicom, Mr. Wren says he often strings out payment for purchases over three to five years. Typically, Omnicom pays 50% up front. Subsequent installments sometimes are adjustable, depending on the new unit's financial performance, he says. That protects Omnicom to some degree if an acquisition goes sour. He declines to discuss publicly the specifics of one of these transactions.

Known as "earn-out" deals, the arrangements are common in professional-service industries because they also provide significant financial advantages to acquirers. One is that Omnicom can postpone full payment. Last year, it reported that $156.8 million of its acquisition expense reflected earn-out payments related to earlier deals. In 2000, the comparable amount was $183.9 million.

Some accounting experts view earn outs as equivalent to compensation of the principals of acquired firms, especially when the payments are keyed to performance. But like other companies that use them, Omnicom accounts for earn-out payments as acquisition expenses, rather than as compensation. The difference is that acquisition expenses aren't subtracted from a company's bottom line, and therefore get less attention from investors. Ordinary compensation is taken out of net income.

Omnicom's approach to accounting for earn-out payments is similar to that of other companies and complies with standard accounting principles. But J. Edward Ketz, a professor of accounting at Pennsylvania State University, argues that earn-out payments generally are "part of the cost of the parent company doing business" and therefore ought to be reported as a compensation expense.

Mr. Wren says Omnicom properly accounts for all earn-out deals. He says the company compensates executives with acquired companies at market rates, which include salaries in the range of $250,000 to $300,000.

With such a high volume of acquisitions, Omnicom's obligations to make future earn-out payments amount to a substantial potential liability. But accounting rules don't require Omnicom to carry the liability on its balance sheet. The company's chief financial officer, Randall Weisenburger, estimates that the company currently owes future payments of $250 million to $350 million, equivalent to roughly 10%, or more, of Omnicom's net debt.

The company has another potential future liability that it isn't required to report: agreements to purchase outright companies in which it has invested. Omnicom says it has stakes of less than 50% in 111 companies over which it has a measure of influence. Some of these so-called equity affiliates have a right, under certain circumstances, to be bought in their entirety by Omnicom. The holding company doesn't disclose which or how many affiliates have such a right. Mr. Weisenburger says the agreements are "infrequent."

The company says it doesn't include its earn-out and affiliate liabilities on its balance sheet because the amounts are uncertain and will turn on future events. Mr. Wren stresses that the company complies with all accounting-industry and SEC rules.

Seneca Controversy

The financial strategy that has caused friction within the Omnicom board concerns Seneca, a venture with its roots in the early days of dot-com excitement. In 1996 and 1997, Mr. Wren bought minority stakes in numerous dot-com marketing firms, including Agency.com and Organic Inc. Mr. Wren says he got good deals by investing before the Internet craze fully kicked in. Omnicom promised to involve the small firms in joint-marketing projects with its clients.

The Internet strategy faltered when the technology bubble burst in 2000. By early last year, Omnicom had investments in 16 online companies. Mr. Wren says he realized Omnicom didn't have the expertise to turn around the floundering Internet firms. He says the company sought out Pegasus Capital LLP, a Greenwich, Conn., investment firm founded and headed by Craig Cogut, a former lawyer for the junk-bond department of defunct Drexel Burnham Lambert Inc. Pegasus, which specializes in reorganizing distressed companies and brands, would control Seneca.
Posted at 25/4/2002 10:22 by cardiffian
I read somewhere that notification of AIM trades can be delayed by 1 hour. If that is the case here then I suppose the trades going thru now are not sells but were buys thus the rise in price. IMHO-DYOR.
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