UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
Current
Report Pursuant to Section 13
of the
Securities Exchange Act of 1934
Date of
Report (Date Earliest Event reported) — December 10, 2009
MDC
PARTNERS INC.
(Exact
name of registrant as specified in its charter)
Canada
(Jurisdiction
of Incorporation)
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001-13718
(Commission
File Number)
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98-0364441
(IRS
Employer Identification No.)
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45
Hazelton Ave., Toronto, Ontario, Canada M5R 2E3
(Address
of principal executive offices and zip code)
(416)
960-9000
(Registrant’s
Telephone Number)
Check the
appropriate box below if the Form 8−K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a−12 under the Exchange Act (17 CFR
240.14a−12)
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¨
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Pre−commencement
communications pursuant to Rule 14d−2(b) under the Exchange Act (17 CFR
240.14d−2(b))
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¨
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Pre−commencement communications
pursuant to Rule 13e−4(c) under the Exchange Act (17 CFR 240.13e−
4(c))
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Item
7.01. Regulation FD Disclosure.
On
December 10, 2009, MDC Partners Inc. (the “Company”) posted the supplemental
financial information attached as Exhibit 99.1 hereto on its web site (www.mdc-partners.com). This
supplemental financial information includes the Company’s quarterly financial
data for the first three quarters of 2009 and 2008, reclassified to reflect the
changes in its reportable business segments.
As
a result of changing client demand and the Company’s focus on driving return on
marketing investment, the Company is changing its segment reporting to conform
them more closely with how the Chief Operating Decision Maker (“CODM”) and
management are building and managing the Company’s business segments. This
will simplify the Company’s financial reporting and make its results more
consistent with how the CODM and the Board of Directors view the business.
The Company is focused on expanding its capabilities in database marketing and
data analytics in order to position the Company for future business development
efforts and revenue growth.
In order
to position this strategic focus along the lines of how the CODM and management
will base their business decisions, the Company has now reorganized its segment
reporting. Decisions regarding allocation of resources are made and will be made
based not only on the individual operating results of the subsidiaries but also
on the overall performance of the reportable segments.
The foregoing information (including
the exhibits hereto) is being furnished under “Item 7.01. Regulation FD
Disclosure.” Such information (including the exhibits hereto) shall
not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act
of 1934, as amended, nor shall it be deemed incorporated by reference in any
filing under the Securities Act of 1933, as amended, except as shall be
expressly set forth by specific reference in such filing.
Item
9.01. Financial Statements and Exhibits.
99.1
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Supplemental
quarterly financial information relating to reclassified reportable
segments.
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Signatures
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed by the undersigned hereunto duly
authorized.
Date: December
10, 2009
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MDC
Partners Inc.
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By:
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/s/
David Doft |
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David
Doft
Chief
Financial
Officer
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