A：The key achievements of the Omnicom integration process include the creation of a detailed roadmap for combining operations, the establishment of a new connected capabilities organization and leadership team, reinforcing the enterprise-level client strategy, launching the next generation of Ani with integrated capabilities, and beginning operational integrations across real estate, IT shared services, and procurement to achieve cost efficiencies.

A：To align Omnicom's portfolio for growth, the company is simplifying and realigning its portfolio, focusing on integrated services, and targeting non-strategic, underperforming operations for sale or exit. This involves divesting certain smaller markets and reducing ownership to minority positions in others. Omnicom has already sold or exited businesses with over $800 million in annual revenue and plans to execute the remaining sales and exits over the next 12 months.

A：The expected annual run-rate synergies from the integration are now estimated to be $100 million by the next 30 months. These synergies will be achieved through various measures, including labor cost reductions, streamlining the corporate network and operational functions, optimizing utilization by adopting a unified resourcing model, accelerating outsourcing and offshoring, and deploying automation and AI to improve service to clients and operational efficiency.

A：The new capital allocation strategy involves an accelerated share repurchase program, dividends, and strategic acquisitions to maintain leading positions in media, content, commerce, consulting, data, and AI. The strategy includes a 2.5 accelerated share repurchase, an increased quarterly dividend, and investments in growth initiatives. This is expected to enhance shareholder value and maintain a strong capital structure.

A：The new Omnicom is delivering value to clients by providing an enterprise-level partnership for marketing investments across platforms, optimizing performance across the consumer journey, and offering strategic solutions that address clients' most important priorities. It possesses five competitive advantages: the largest media ecosystem, unparalleled market leverage and intelligence, award-winning creative talent, connected commerce that drives sales growth, and an enterprise transformation consultancy for reengineered operations. These advantages translate into a lead over competitors and are yielding client wins due to the ability to operate as a single agency with access to a large pool of highly qualified talent.

A：The major components of the charges recorded in the fourth quarter include severance and repositioning costs of 1.1 billion, a loss on planned dispositions of 543 million, and acquisition-related costs of 187 million.

A：The acquisition of IPG resulted in a 16.8% adjusted EBITDA margin, an increase of 10 basis points compared to last year. Net interest expense increased due to the acquisition and the related exchange of IPG debt into Omnicom. The tax rate decreased due to lower tax benefits on charges related to the acquisition and repositioning, impacting reported income.

A：For planning purposes, the company expects a similar tax rate of 20% for non-GAAP adjusted net income per diluted share of $2.59, based on estimated weighted average shares outstanding.

A：The usual organic revenue growth metric was not included in the slide deck due to the significant acquisition of IPG and the scale of the implementation of the integration strategy across service lines, geographies, and operating platforms, as well as plans to reposition the business and dispose of certain parts of the portfolio.

A：The primary driver of year-on-year revenue growth was the addition of IPG effective December 1.

A：The increase in free cash flow relative to last year was driven by the improvement in Omnicom's business and the addition of IPG. Free cash flow was positive for the full year and improved throughout the year. A significant portion of the improvement resulted from Omnicom's businesses.

A：The primary uses of free cash flow included dividend payments of $83 million to non-controllable interest shareholders, capital expenditures of $150 million, and net acquisition and disposition payments of $914 million, which included cash received from the IPG acquisition and payments for contingent purchase price obligations on prior acquisitions.

A：The summary of the company's credit, liquidity, and debt maturities indicates that the book value of outstanding debt was $9.1 billion, with legacy common debt flat compared to last year and approximately $3 billion of IPG debt assumed. The 1.4 billion April 2026 notes are classified as current on the balance sheet.

A：The estimated reduction in shares outstanding by the end of 2026 is expected to decline by approximately 9% to 11%, with weighted average shares outstanding for the year estimated to be reduced by approximately 2.5%.

A：The total and net leverage ratios for 2025 reflect the full assumption of IPG's debt but only one month of IPG's EBITDA. This results in distorted leverage ratios; however, at December 1st, 2025, the company was in compliance with the leverage ratio covenant.

A：The estimated adjusted total EBITDA margin for the businesses planned to be disposed of is approximately 10%.

A：While specific details have not been provided, the company has not yet completed its 2026 planning process. They will provide additional details on expectations for revenue growth and EBITDA growth for 2026 at their Investor Day on March 15.

A：Organic growth for the retained business in 2023 is not specified, but John mentioned the company has done a ton of work around operations and integrating the connected capability. Media is expected to be a significant part of the business, with a revenue percentage that needs finalization, which is being worked on in the coming weeks.

A：Margins for the divested businesses should be thought about in the context of what is being disposed of, with a focus on the math needed to consider margins for the next few years after accounting for disposed margins, synergy targets net of costs, and achieving the given margins.

A：The reception to the combined company offering has been positive, with existing clients and recent RFPs showing enthusiasm and optimism about the capabilities and resources available to Omnicom now, and there has been no negativity reported.

A：The businesses are being disposed of to simplify the organization, improve efficiency, and focus on strategic markets rather than being present in all markets with smaller subsidiaries that come with significant compliance requirements.

A：The targeted businesses are either nonstrategic or underperforming, and include the disposal of nonstrategic assets and underperforming businesses.

A：The strategy for the merged healthcare businesses is to create a powerful selling opportunity and growth prospect for the company going forward.

A：The merger with IPG was treated as an acquisition, with a focus on strengthening important client relationships and contributing to future income and revenue growth rather than looking at short-term shutdown scenarios.

A：The margins for the disposed or sold businesses will vary, with the majority group probably higher than the average 10% and the minority group likely lower.

A：Feedback from clients has been very positive about the capabilities available and new capabilities launching, which incorporate various platforms and are underpinned by Axi. Everyone is excited about the platform's launch at the end of the quarter.

A：A substantial portion of the cost synergies are expected to flow through during the calendar year, and the company will provide additional detail at the investor day. Specific plans for redeployment into growth initiatives were not detailed in the transcript.

A：The company expects to achieve 1.5 synergies in terms of cost reductions over a three-year period post-merger. They plan to continue investing in platforms and businesses, and anticipate a substantial portion of the 26 benefit to flow through while also taking out costs in the later years, 27 and 28.

A：The 3.2 billion disposals are a mix of businesses from both portfolios. Half of the disposed revenues are from legacy IPG and the other half from legacy Omnicom. The focus was not on exiting specific businesses within either portfolio but on reshaping the combined business and investing in areas for strategic growth.

A：If the last 12 months ended December 31st, 2025, the approximate revenue numbers would closely resemble the full year numbers for both IPG and Omnicom, as indicated by consensus forecasts for those entities. Although there are no published numbers for Omnicom for that year, the provided LTM numbers are very close to the actual assessments.

A：The new corporate operating structure was largely reflective of Omnicom's structure prior to the transaction. The rationale included keeping media agencies separate and focusing on the connected capability that encompasses all Omnicom divisions. This strategy allows for an integrated approach across disciplines such as media, advertising, precision marketing, PR, and healthcare.

A：Following the acquisition, IPG businesses were integrated into Omnicom's existing structure. The connected capabilities, previously referred to as practice areas and networks, are now integrated across each of Omnicom's major disciplines, including media, advertising, precision marketing, PR, and healthcare. This integration maintains the existing six brands while operating them as a single, coordinated global group.

A：Following the deal, the company transitioned from five global network brands to focusing on three brands, with adjustments in management and on business cards to reflect the new branding. However, anyone contributing revenue before and after the deal continues to work for the company.

A：The labor-related headcount reductions were primarily due to the duplication of roles when two public companies were merged. This included reductions in corporate roles at both Omnicom and IPG, as well as some regional organizations and corporate organizations within practice areas that had similar functions.

A：The company anticipated labor synergies in areas beyond AI, such as new offshoring, outsourcing of facility management, shared services, and technology. These areas presented opportunities for efficiencies that the company expected to achieve and had been working on prior to the deal, which it aimed to accelerate with IPG.

A：The company's position has evolved with the development of generative AI. While historically clients might have seen cost savings and reinvested those savings through the company, today's use of AI is creating tools that enhance employees' abilities and potentially eliminating certain manual positions, leading to further savings. The company is exploring how to best leverage AI to increase output and confidence in client results.

A：New capabilities introduced include the ability of creative teams to test multiple concepts, up to 20 or 50, using synthetic data to predict the value and impact of the work before investing in media. This leads to a higher degree of confidence in the campaign's outcomes and allows for more extensive and impactful creative options.

A：The company views AI not as a threat to jobs but as a means to create better products. They believe that with the generative AI tools, they can increase impact and output for clients and deliver more value.

A：The company anticipates that as clients benefit from more efficient processes and cost savings, they may reinvest this money into marketing through the company. This may change performance goals and reward methodologies for the work. Additionally, the company expects to be paid for generating substantial monetary benefits for clients due to the value added by AI.

A：Despite providing the same tools to everyone, the company differentiates itself through its intellectual creative capability and its ability to source on a global basis to influence potential buyers. Their deep skills and capabilities give them a competitive edge and the belief that they will be a winner in the ongoing adoption of AI.