EX-99.2 3 e22650ex99_2.htm INVESTOR PRESENTATION EX-99.2

Exhibit 99.2

OmnicomGroup

THIRD QUARTER 2005 RESULTS
Investor Presentation

October 25, 2005
OmnicomGroup

OmnicomGroup

The following materials have been prepared for use in the October 25, 2005 conference call on Omnicom’s results of operations for the quarter and nine months ended September 30, 2005. The call will be archived on the Internet at http://www.omnicomgroup.com/financialwebcasts.

Forward-Looking Statements

Certain of the statements in this document constitute forward-looking statements. These statements relate to future events or future financial performance and involve known and unknown risks and other factors that may cause our actual or our industry’s results, levels of activity or achievement to be materially different from those expressed or implied by any forward-looking statements. These risks and uncertainties include, but are not limited to, our future financial condition and results of operations, changes in general economic conditions, competitive factors, changes in client communication requirements, the hiring and retention of human resources and our international operations, which are subject to the risks of currency fluctuations and exchange controls. In some cases, forward-looking statements can be identified by terminology such as “may,” “will,” “could,” “would,” “should,” “expect,” “plan,” “anticipate,” “intend,” “believe,” “estimate,” “predict,” “potential” or “continue” or the negative of those terms or other comparable terminology. These statements are present expectations. Actual events or results may differ materially.

Other Information

All dollar amounts are in millions except for EPS. The following financial information contained in this document has not been audited, although some of it has been derived from Omnicom’s historical financial statements, including its audited financial statements. In addition, industry, operational and other non-financial data contained in this document has been derived from sources we believe to be reliable, but we have not independently verified such information, and we do not, nor does any other person, assume responsibility for the accuracy or completeness of that information.

The inclusion of information in this presentation does not mean that such information is material or that disclosure of such information is required.

 
OmnicomGroup   1


2005 vs. 2004 P&L Summary

  Third Quarter   Year to Date
 
 

 

  2005
 2004
 %
Change

 

  2005
 2004
 %
Change

Revenue $2,522.9   $2,319.0   8.8%     $ 7,541.7   $ 6,958.1   8.4%  
                           

Operating Income

274.5

 

247.4

 

11.0%

 

 

913.7

 

820.5

 

11.4%

 

% Margin

10.9%

 

10.7%

 

 

 

 

12.1%

 

11.8%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Interest Expense

16.3

 

8.8

 

 

 

 

42.7

 

26.6

 

 

 
 
 
       
 
     

Profit Before Tax

258.2

 

238.6

 

8.2%

 

 

871.0

 

793.9

 

9.7%

 

% Margin

10.2%

 

10.3%

 

 

 

 

11.5%

 

11.4%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Taxes

86.9

 

80.3

 

 

 

 

297.4

 

266.9

 

 

 

% Tax Rate

33.7%

 

33.6%

 

 

 

 

34.1%

 

33.6%

 

 

 
 
 
       
 
     

Profit After Tax

171.3

 

158.3

 

8.2%

 

 

573.6

 

527.0

 

8.8%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity in Affiliates

6.9

 

3.2

 

 

 

 

17.2

 

10.5

 

 

 

Minority Interest

(16.5

)

(16.2

)

 

 

 

(52.7

)

(50.5

)

 

 

 


 
       
 

 

 

 

Net Income

$ 161.7

 

$ 145.3

 

11.3%

 

 

$ 538.1

 

$   487.0

 

10.5%

 
 
 
       
 
     

 

OmnicomGroup   2


2005 vs. 2004 Earnings Per Share
    Third Quarter
Year to Date
Earnings per Share:   2005
2004
2005
2004
    Basic   $ 0.90   $ 0.79   $ 2.97   $ 2.61  
    Diluted   0.90   0.79   2.95   2.60  
                   
Weighted Average Shares (millions):                  
    Basic   179.3   184.1   181.1   186.3  
    Diluted   180.6   184.6   182.5   187.5  
                   
Dividend Declared Per Share   $0.225   $0.225   $0.675   $0.675  



 

 

 

 

 


 
OmnicomGroup   3

2005 Total Revenue Growth

    Third Quarter
Year to Date
    $
%
$
%
Prior Period Revenue   $2,319.0       $6,958.1      
                   
Foreign Exchange (FX) Impact(a)   11.6   0.5%   113.2   1.6%  
                   
Acquisition Revenue(b)   (6.8 ) -0.3%   (25.9
)
-0.4%  
                   
Organic Revenue(c)   199.1   8.6%   496.3   7.1%  
   
 
 
 
 
Current Period Revenue   $2,522.9   8.8%   $7,541.7   8.4%  

 

 

 

 

 

 


(a)   To calculate the FX impact, we first convert the current period’s local currency revenue using the average exchange rates from the equivalent prior period to arrive at constant currency revenue. The FX impact equals the difference between the current period revenue in U.S. dollars and the current period revenue in constant currency.
(b)   Acquisition revenue is the aggregate of the applicable prior period revenue of the acquired businesses. Netted against this number is the revenue of any business included in the prior period reported revenue that was disposed of subsequent to the prior period.
(c)   Organic revenue is calculated by subtracting both the acquisition revenue and the FX impact from total revenue growth.

 
  4


2005 Revenue By Discipline
 


  $ Mix
% Growth(a)
Advertising   1,079.5   11.6 %
           
CRM   875.6   6.0 %
           
PR   257.2   -0.2 %
           
Specialty   310.6   16.3 %

 

 

 

 

 



  $ Mix
% Growth(a)
Advertising   3,283.4   9.3 %
           
CRM   2,580.2   8.2 %
           
PR   778.4   2.4 %
           
Specialty   899.7   11.3 %





 



 

(a)   “Growth” is the year-over-year growth from the prior period.

 

 

 
   

5

2005 Revenue By Geography
 

  $ Mix
$ Growth(a)
United States   $1,428.6   $167.3  
Organic       153.6  
Acquisition       13.7  
           
International   $1,094.3   $  36.6  
Organic       45.5  
Acquisition       (20.5 )
FX       11.6  
           
     
  $ Mix
% Growth(a)
United States   $1,428.6   13.3 %
Euro Currency Markets   476.3   1.3 %
United Kingdom   260.1   1.7 %
Other   357.9   7.8 %
           



  $ Mix
$ Growth(a)
United States   $4,168.4   $386.9  
Organic       351.2  
Acquisition       35.7  
           
International   $3,373.3   $196.7  
Organic       145.1  
Acquisition       (61.6 )
FX       113.2  
           
     
  $ Mix
% Growth(a)
United States   $4,168.4   10.2 %
Euro Currency Markets   1,531.6   7.1 %
United Kingdom   795.1   2.3 %
Other   1,046.6   8.1 %
           
(a)   “Growth” is the year-over-year growth from the prior period.

 

  6


Cash Flow - GAAP Presentation (condensed)

    9 months ended September 30,
    2005
     2004
 
           
Net Income   $   538.1   $   487.0  
           
    Stock-Based Compensation Expense   82.0   99.5  
    Depreciation and Amortization   128.1   128.8  
    Other non-cash items to reconcile to net income   41.7   42.1  
    Other changes in Working Capital   (1,094.3 (910.0 )
   
 
 
Net Cash Used in Operations   (304.4 (152.6 )
   
 
 
           
    Capital Expenditures   (102.4 (103.3 )
    Acquisitions   (193.9 (241.3 )
    Proceeds from Sale of Businesses   29.3    
    Other Investing Activities, net   622.8   282.8  
   
 
 
Net Cash Provided by Investing Activities   355.8   (61.8 )
   
 
 
    Dividends   (123.8 (121.6 )
    Stock Repurchases   (644.2 (446.5 )
    Other Financing Activities   (32.7 (47.9 )
   
 
 
Net Cash Used in Financing Activities   (800.7 (616.0 )
   
 
 
Effect of exchange rate changes on cash and cash equivalents   (20.7 16.0  
   
 
 
Net Decrease in Cash and Cash Equivalents   $ (770.0 ) $ (814.4 )
   
 
 

 
  7


After-Tax Free Cash Flow (a)

    9 months ended
September 30,

    2005
     2004
 
Net Income   $538.1   $487.0  
           
   Stock-Based Compensation Expense   82.0   99.5  
           
   Depreciation and Amortization   128.1   128.8  
           
   Cash-Tax Differences (b)   78.6   72.6  
   
 
 
           
After-Tax Free Cash Flow   826.8   787.9  
   
 
 
Primary Cash Uses:  
           
   Capital Expenditures   102.4   103.3  
           
   Dividends   123.8   121.6  
           
   Acquisitions, (net of sale proceeds) (c)   164.6   241.3  
           
   Stock Repurchases, (net of proceeds) (d)   560.9   409.8  

(a)  

The After-Tax Free Cash Flow numbers presented above are a non-GAAP measure. They exclude changes in working capital and certain other investing and financing activities. This presentation reflects the metrics used by management to assess our generation of cash. We believe that this presentation is more meaningful for understanding our after-tax free cash flow and our primary uses of that cash flow. This presentation was derived from our GAAP condensed statement of cash flow on the previous page of this presentation.

(b)   Reflects cash-tax differences arising from our convertible bonds and tax deductible goodwill. These amounts are included in “Other changes in Working Capital” on the previous page of this presentation.
(c)   Net of proceeds of $29.3 million in 2005 from the sale of businesses.
(d)   Stock repurchases of $644.2 million and $446.5 million are net of proceeds from stock option exercises and stock sold in our employee stock purchase plan of $83.3 million and $36.7 million for the nine months ended September 30, 2005 and 2004, respectively.

 
  8


Current Credit Picture

    LTM ended September 30,
 
    2005
  2004
 
Operating Income (EBIT) (a)   $ 1,309   $ 1,174  
Net Interest Expense (a)   $   52.7   $   36.7  
EBIT / Net Interest   24.8 x 32.0 x
Net Debt / EBIT   1.7 x 1.8 x
           
           
Debt:          
Bank Loans (Due Less Than 1 Year)   $       54   $      33  
CP issued under $2.1B – 5 Year Revolver Due 5/23/10   160    
5.20% Euro Notes Due 6/24/05     190  
Convertible Notes Due 2/7/31   847   847  
Convertible Notes Due 7/31/32   892   892  
Convertible Notes Due 6/15/33   600   600  
Other Debt   20   22  
   
 
 
Total Debt   $ 2,573   $ 2,584  
           
Cash and Short Term Investments   410   453  
   
 
 
Net Debt   $ 2,163   $ 2,131  
   
 
 
(a)   “Operating Income (EBIT)” and “Net Interest Expense” calculations shown are latest twelve month (“LTM”) figures as specified. Although our bank agreements reference EBITDA, we have used EBIT for this presentation because EBITDA is a non-GAAP measure. Latest twelve month figures for the period ended September 30, 2004 were restated to reflect the adoption of SFAS 123 — “Accounting for Stock-Based Compensation.”

 
  9


Current Liquidity Picture

   

Total Amount
of Facility


  

As of September 30, 2005


 
    Outstanding   Available  
   
 
 
Committed Facilities                
                 
   364 Day Revolver Due 6/29/06 (a)   $   400     $   —   $   400  
                 
   CP issued – backed by 5 Year Revolver (b)   2,100     160   1,940  
                 
   Other Committed Credit Facilities   16     16    
   
   
 
 
Total Committed Facilities   2,516     176   2,340  
                 
Uncommitted Facilities (c)   352     39   (b)
   
   
 
 
Total Credit Facilities   $2,868     $215   $2,340  
                 
          Cash & Short Term Investments             410  
             
 
          Total Liquidity Available             $2,750  
             
 
(a) The $400 million 364 Day Credit facility includes a one-year term out at maturity at our option.
(b) Credit facility expires May 23, 2010.
(c) Uncommitted facilities in the U.S., U.K. and Canada. These amounts are excluded for purposes of this analysis.

 
  10


Return on Equity(a)


(a) “Return on Equity” is constant dollar based Net Income for the given period divided by the shareholders’ equity at the end of the prior period which has also been adjusted to a constant dollar basis.
   
 

In connection with our adoption on January 1, 2004 of SFAS 123 — “Accounting for Stock-Based Compensation” as amended by SFAS 148, “Accounting for Stock-Based Compensation — Transition and Disclosure, an amendment for FASB Statement No.123,” utilizing the retroactive restatement method, stock-based compensation costs have been expensed in the current period and the results for the year ended December 31, 2003 have been restated as if we had used the fair value method to account for employee stock-based compensation beginning January 1, 2003.

 
  11




Acquisitions Summary

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OmnicomGroup   12


Acquisition Related Expenditures


  9 Months YTD 2005
New Subsidiary Acquisitions (a)   $    18  
       
Affiliates to Subsidiaries (b)    
       
Affiliates (c)   1  
       
Existing Subsidiaries (d)   44  
       
Earn-outs (e)   185  
   
 
       
Total Acquisition Expenditures   $248  
   
 

Note: See appendix for subsidiary acquisition profiles.

(a)   Includes acquisitions of a majority interest in new agencies resulting in their consolidation.
(b)   Includes acquisitions of additional equity interests in existing affiliate agencies resulting in their majority ownership and consolidation.
(c)   Includes acquisitions of less than a majority interest in agencies in which Omnicom did not have a prior equity interest and the acquisition of additional interests in existing affiliated agencies that did not result in majority ownership.
(d)   Includes the acquisition of additional equity interests in already consolidated subsidiary agencies.
(e)   Includes additional consideration paid for acquisitions completed in prior periods.

 
OmnicomGroup   13


Potential Earn-out Obligations

      The following is a calculation of future earn-out obligations as of September 30, 2005, assuming that the underlying acquired agencies continue to perform at their current levels: (a)


2005(b)
   2006
   2007
   2008
   Thereafter
   Total
 
$41   $98   $109   $74   $47   $369  



(a)   The ultimate payments will vary as they are dependent on future events and changes in FX rates.
(b)   After payments of $185 million made in the first nine months of 2005.

 
  14


Potential Obligations

    

In conjunction with certain transactions Omnicom has agreed to acquire (at the sellers’ option) additional equity interests. The following is a calculation of these potential future obligations (as of September 30, 2005), assuming these underlying acquired agencies continue to perform at their current
levels:(a)



  Currently
Exercisable

Not Currently
Exercisable

Total
Subsidiary Agencies   $100   $115   $215  
Affiliated Agencies   27   13   40  
   
 
 
 
Total   $127   $128   $255  
   
 
 
 



(a)   The ultimate payments will vary as they are dependent on future events and changes in FX rates.

 
  15






Third Quarter Acquisitions
 

    

Atkins & Associates

     
    

Atkins & Associates provides public relations and investor relations services exclusively to life sciences clients who specialize in the biotechnology, specialty pharmaceutical and medical devices sectors.

The company will complement Porter Novelli’s existing life sciences practice and is located in San Diego, California.

 

  16


Third Quarter Acquisitions
 

    

Eventive Marketing

     
    

Eventive Marketing specializes in planning and managing promotion events to build brand awareness for its clients. Capabilities include event marketing, sponsorship activation, mobile marketing, sampling programs, retail-tainment and multicultural marketing.

The company is located in New York, New York and is part of the Integer Group.


  17


 

Third Quarter Acquisitions
 

    

Luntz Maslansky Strategic Research

     
    

Luntz Maslansky Strategic Research is a research firm offering strategic consulting and message development, polling and surveys, focus groups and instant response messaging, which combines quantitative, qualitative and in depth public opinion research to test message delivery, understanding, believability and impact. The agency’s instant response technology specializes in the immediate, second-to-second measurement of voter reaction to any verbal communication, such as a speech, a debate or an advertisement.

The agency is located in Alexandria, Virginia.

 

  18

Third Quarter Acquisitions
 

    

MDG Development Group

     
    

MDG Development Group (MDG), a medical education consultancy, brings a wealth of experience across industry marketing and strategic planning, academic and industry-based clinical research and development, and medical education program development and execution. Core capabilities include: CME/Medical Education, Publications Planning and Facilitation, “Watch” Literature Reviews, Advocacy Development, and focused Strategic Consulting.

The agency is located in Chester, New Jersey and is part of the Harrison & Star Business Group.

 

  19

Third Quarter Acquisitions
 

    

Smartfusion

     
    

Smartfusion is the UK’s leading specialist technology and wireless communications experiential marketing agency. Smartfusion is known for pioneering unique creative uses of technology platforms to facilitate and develop consumer interaction in retail, venue and event channels. The agency is particularly strong in the mobile communications and entertainment business.

The agency is headquartered in London and is a member of the Radiate Group.

 

  20