.3

THE INTERPUBLIC GROUP OF COMPANIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(Amounts in Millions, Except Per Share Amounts)

(Unaudited)

 

		Three months ended September 30,								Nine months ended September 30,
		2025				2024				2025				2024
REVENUE:
Revenue before billable expenses		$	2,135.6			$	2,242.7			$	6,304.6			$	6,752.7
Billable expenses			358.4				386.1				1,048.8				1,082.0
Total revenue			2,494.0				2,628.8				7,353.4				7,834.7
OPERATING EXPENSES:
Salaries and related expenses			1,370.3				1,464.0				4,162.9				4,594.4
Office and other direct expenses			304.5				327.1				948.9				1,007.6
Billable expenses			358.4				386.1				1,048.8				1,082.0
Cost of services			2,033.2				2,177.2				6,160.6				6,684.0
Selling, general and administrative expenses			50.3				20.8				137.1				86.4
Depreciation and amortization			62.0				65.3				184.2				195.5
Impairment of goodwill			0.0				232.1				—				232.1
Restructuring charges			129.5				0.5				450.8				1.4
Total operating expenses			2,275.0				2,495.9				6,932.7				7,199.4
OPERATING INCOME			219.0				132.9				420.7				635.3
EXPENSES AND OTHER INCOME:
Interest expense			(48.9	)			(54.9	)			(149.5	)			(175.6	)
Interest income			24.3				34.2				85.1				119.5
Other expense, net			(5.7	)			(2.7	)			(44.0	)			(13.4	)
Total (expenses) and other income			(30.3	)			(23.4	)			(108.4	)			(69.5	)
INCOME BEFORE INCOME TAXES			188.7				109.5				312.3				565.8
Provision for income taxes			58.7				85.3				104.1				208.2
INCOME OF CONSOLIDATED COMPANIES			130.0				24.2				208.2				357.6
Equity in net loss of unconsolidated affiliates			(2.9	)			0.0				(2.8	)			(0.2	)
NET INCOME			127.1				24.2				205.4				357.4
Net income attributable to non-controlling interests			(2.9	)			(4.1	)			(4.1	)			(12.4	)
NET INCOME AVAILABLE TO IPG COMMON STOCKHOLDERS		$	124.2			$	20.1			$	201.3			$	345.0
Earnings per share available to IPG common stockholders:
Basic		$	0.34			$	0.05			$	0.55			$	0.92
Diluted		$	0.34			$	0.05			$	0.54			$	0.91
Weighted-average number of common shares outstanding:
Basic			365.0				373.9				368.4				376.2
Diluted			368.0				376.8				370.9				378.7

The accompanying notes are an integral part of these unaudited financial statements.

THE INTERPUBLIC GROUP OF COMPANIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Amounts in Millions)

(Unaudited)

 

		Three months ended September 30,								Nine months ended September 30,
		2025				2024				2025				2024
NET INCOME		$	127.1			$	24.2			$	205.4			$	357.4
OTHER COMPREHENSIVE INCOME
Foreign currency translation:
Foreign currency translation adjustments			(12.2	)			76.5				190.0				(4.8	)
Reclassification adjustments recognized in net income			—				1.2				20.3				1.2
			(12.2	)			77.7				210.3				(3.6	)
Derivative instruments:
Recognition of previously unrealized net gain in net income			(0.9	)			(1.0	)			(2.9	)			(2.8	)
Income tax effect			0.2				0.3				0.7				0.7
			(0.7	)			(0.7	)			(2.2	)			(2.1	)
Defined benefit pension and other postretirement plans:
Net actuarial gain for the period			0.5				0.0				0.1				0.3
Amortization of unrecognized losses, transition obligation and prior service cost included in net income			2.3				1.9				6.8				5.6
Settlement gains (losses) included in net income			8.5				(0.1	)			8.5				(0.2	)
Other			0.0				0.1				(0.1	)			0.4
Income tax effect			(2.9	)			(0.5	)			(3.9	)			(1.3	)
			8.4				1.4				11.4				4.8
Other comprehensive (loss) income, net of tax			(4.5	)			78.4				219.5				(0.9	)
TOTAL COMPREHENSIVE INCOME			122.6				102.6				424.9				356.5
Less: comprehensive income attributable to non-controlling interests			2.8				4.6				4.9				11.4
COMPREHENSIVE INCOME ATTRIBUTABLE TO IPG		$	119.8			$	98.0			$	420.0			$	345.1

The accompanying notes are an integral part of these unaudited financial statements.

THE INTERPUBLIC GROUP OF COMPANIES, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Amounts in Millions)

(Unaudited)

 

		September 30, 2025				December 31, 2024
ASSETS:
Cash and cash equivalents		$	1,531.2			$	2,187.1
Accounts receivable, net of allowance of $39.7 and $37.0, respectively			4,946.4				5,649.7
Accounts receivable, billable to clients			2,073.6				2,088.4
Prepaid expenses			587.0				552.4
Assets held for sale			196.0				51.4
Other current assets			77.1				77.0
Total current assets			9,411.3				10,606.0
Property and equipment, net of accumulated depreciation and amortization of $1,309.8 and $1,258.1, respectively			502.7				566.8
Deferred income taxes			299.2				249.2
Goodwill			4,750.4				4,689.4
Other intangible assets			615.0				659.9
Operating lease right-of-use assets			831.1				1,037.8
Other non-current assets			555.6				516.7
TOTAL ASSETS		$	16,965.3			$	18,325.8
LIABILITIES:
Accounts payable		$	7,108.5			$	8,286.1
Accrued liabilities			615.5				661.6
Contract liabilities			595.7				509.0
Short-term borrowings			56.8				40.5
Current portion of long-term debt			0.1				0.1
Current portion of operating leases			246.0				237.2
Liabilities held for sale			121.3				23.5
Total current liabilities			8,743.9				9,758.0
Long-term debt			2,923.0				2,920.5
Non-current operating leases			919.0				1,056.3
Deferred compensation			186.1				202.3
Other non-current liabilities			481.3				478.6
TOTAL LIABILITIES			13,253.3				14,415.7
Redeemable non-controlling interests (see Note 6)			17.0				45.6
STOCKHOLDERS’ EQUITY:
Common stock			37.4				37.2
Additional paid-in capital			478.1				432.6
Retained earnings			4,294.7				4,440.2
Accumulated other comprehensive loss, net of tax			(893.9	)			(1,112.6	)
			3,916.3				3,797.4
Less: Treasury stock			259.5				—
Total IPG stockholders’ equity			3,656.8				3,797.4
Non-controlling interests			38.2				67.1
TOTAL STOCKHOLDERS’ EQUITY			3,695.0				3,864.5
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY		$	16,965.3			$	18,325.8

The accompanying notes are an integral part of these unaudited financial statements.

THE INTERPUBLIC GROUP OF COMPANIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Amounts in Millions)

(Unaudited)

 

		Nine months ended September 30,
		2025				2024
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income		$	205.4			$	357.4
Adjustments to reconcile net income to net cash used in operating activities:
Depreciation and amortization			184.2				195.5
Restructuring charges			179.8				1.4
Amortization of restricted stock and other non-cash compensation			45.5				52.4
Net losses on sales of businesses			30.0				6.4
Provision for uncollectible receivables			6.9				8.4
Net amortization of bond discounts and deferred financing costs			0.3				0.9
Impairment of goodwill			—				232.1
Deferred income tax			(101.3	)			(24.9	)
Other			33.5				33.5
Changes in assets and liabilities, net of acquisitions and divestitures, providing (using) cash:
Accounts receivable			852.6				958.9
Accounts receivable, billable to clients			13.1				(19.5	)
Prepaid expenses			(70.0	)			(58.7	)
Other current assets			(3.7	)			22.5
Accounts payable			(1,329.0	)			(1,223.7	)
Accrued liabilities			(9.4	)			(183.6	)
Contract liabilities			93.6				(115.0	)
Other non-current assets and liabilities			(84.4	)			(56.9	)
Net cash provided by operating activities			47.1				187.1
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisitions, net of cash acquired			(48.4	)			—
Capital expenditures			(73.8	)			(107.2	)
Net proceeds from investments			—				2.3
Net proceeds from sale of businesses, net of cash sold			8.1				(31.4	)
Other investing activities			8.3				4.5
Net cash used in investing activities			(105.8	)			(131.8	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Common stock dividends			(366.6	)			(373.7	)
Repurchases of common stock			(257.4	)			(230.1	)
Distributions to non-controlling interests			(28.0	)			(13.7	)
Tax payments for employee shares withheld			(16.1	)			(13.9	)
Acquisition-related payments			(21.5	)			(8.7	)
Repayment of long-term debt			(0.1	)			(250.1	)
Net increase (decrease) in short-term borrowings			15.4				(5.7	)
Other financing activities			0.2				(1.7	)
Net cash used in financing activities			(674.1	)			(897.6	)
Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash			77.1				(11.1	)
Net decrease in cash, cash equivalents and restricted cash			(655.7	)			(853.4	)
Cash, cash equivalents and restricted cash at beginning of period			2,196.4				2,395.1
Cash, cash equivalents and restricted cash at end of period		$	1,540.7			$	1,541.7

The accompanying notes are an integral part of these unaudited financial statements.

THE INTERPUBLIC GROUP OF COMPANIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(Amounts in Millions)

(Unaudited)

 

		Common Stock								Additional Paid-In Capital				Retained Earnings				Accumulated Other Comprehensive Loss, Net of Tax				Treasury Stock				Total IPG Stockholders’ Equity				Non-controlling Interests				Total Stockholders’ Equity
		Shares				Amount
Balance at June 30, 2025			373.8			$	37.4			$	460.0			$	4,294.3			$	(889.5	)		$	(189.8	)		$	3,712.4			$	52.6			$	3,765.0
Net Income															124.2												124.2				2.9				127.1
Other comprehensive loss																			(4.4	)							(4.4	)			(0.1	)			(4.5	)
Reclassifications related to redeemable non-controlling interests																															(0.2	)			(0.2	)
Distributions to non-controlling interests																															(9.6	)			(9.6	)
Change in redemption value of redeemable non-controlling interests															(2.8	)											(2.8	)							(2.8	)
Repurchase of common stock																							(69.7	)			(69.7	)							(69.7	)
Common stock dividends ($0.33 per share)															(121.0	)											(121.0	)							(121.0	)
Stock-based compensation			0.2				0.0				18.3																18.3								18.3
Shares withheld for taxes			0.0				—				(0.2	)															(0.2	)							(0.2	)
Other											—																—				(7.4	)			(7.4	)
Balance at September 30, 2025			374.0			$	37.4			$	478.1			$	4,294.7			$	(893.9	)		$	(259.5	)		$	3,656.8			$	38.2			$	3,695.0

		Common Stock								Additional Paid-In Capital				Retained Earnings				Accumulated Other Comprehensive Loss, Net of Tax				Treasury Stock				Total IPG Stockholders’ Equity				Non-controlling Interests				Total Stockholders’ Equity
		Shares				Amount
Balance at December 31, 2024			372.4			$	37.2			$	432.6			$	4,440.2			$	(1,112.6	)		$	0.0			$	3,797.4			$	67.1			$	3,864.5
Net Income															201.3												201.3				4.1				205.4
Other comprehensive income																			218.7								218.7				0.8				219.5
Reclassifications related to redeemable non-controlling interests																															1.9				1.9
Distributions to non-controlling interests																															(28.0	)			(28.0	)
Change in redemption value of redeemable non-controlling interests															20.2												20.2								20.2
Repurchase of common stock																							(259.5	)			(259.5	)							(259.5	)
Common stock dividends ($0.99 per share)															(367.0	)											(367.0	)							(367.0	)
Stock-based compensation			2.2				0.2				62.0																62.2								62.2
Shares withheld for taxes			(0.6	)			—				(16.2	)															(16.2	)							(16.2	)
Other											(0.3	)															(0.3	)			(7.7	)			(8.0	)
Balance at September 30, 2025			374.0			$	37.4			$	478.1			$	4,294.7			$	(893.9	)		$	(259.5	)		$	3,656.8			$	38.2			$	3,695.0

THE INTERPUBLIC GROUP OF COMPANIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(Amounts in Millions)

(Unaudited)

 

		Common Stock								Additional Paid-In Capital				Retained Earnings				Accumulated Other Comprehensive Loss, Net of Tax				Treasury Stock				Total IPG Stockholders’ Equity				Non-controlling Interests				Total Stockholders’ Equity
		Shares				Amount
Balance at June 30, 2024			383.7			$	38.3			$	759.8			$	4,325.1			$	(1,024.0	)		$	(263.6	)		$	3,835.6			$	59.4			$	3,895.0
Net income															20.1												20.1				4.1				24.2
Other comprehensive income																			77.9								77.9				0.5				78.4
Reclassifications related to redeemable non-controlling interests											0.0																0.0				(0.9	)			(0.9	)
Distributions to non-controlling interests																															(5.1	)			(5.1	)
Change in redemption value of redeemable non-controlling interests															(1.5	)											(1.5	)							(1.5	)
Repurchases of common stock																							(100.9	)			(100.9	)							(100.9	)
Common stock dividends ($0.33 per share)															(124.1	)											(124.1	)							(124.1	)
Stock-based compensation			0.2				0.1				23.2																23.3								23.3
Shares withheld for taxes			0.0				0.0				(0.1	)															(0.1	)							(0.1	)
Other											(4.5	)															(4.5	)			0.9				(3.6	)
Balance at September 30, 2024			383.9			$	38.4			$	778.4			$	4,219.6			$	(946.1	)		$	(364.5	)		$	3,725.8			$	58.9			$	3,784.7

		Common Stock								Additional Paid-In Capital				Retained Earnings				Accumulated Other Comprehensive Loss, Net of Tax				Treasury Stock				Total IPG Stockholders’ Equity				Non-controlling Interests				Total Stockholders’ Equity
		Shares				Amount
Balance at December 31, 2023			383.0			$	38.3			$	728.5			$	4,254.5			$	(946.2	)		$	(132.5	)		$	3,942.6			$	61.2			$	4,003.8
Net income															345.0												345.0				12.4				357.4
Other comprehensive income (loss)																			0.1								0.1				(1.0	)			(0.9	)
Reclassifications related to redeemable non-controlling interests											(2.7	)															(2.7	)			(1.3	)			(4.0	)
Distributions to non-controlling interests																															(13.7	)			(13.7	)
Change in redemption value of redeemable non-controlling interests															(5.1	)											(5.1	)							(5.1	)
Repurchases of common stock																							(232.0	)			(232.0	)							(232.0	)
Common stock dividends ($0.99 per share)															(374.8	)											(374.8	)							(374.8	)
Stock-based compensation			1.3				0.1				71.0																71.1								71.1
Shares withheld for taxes			(0.4	)			0.0				(13.6	)															(13.6	)							(13.6	)
Other											(4.8	)															(4.8	)			1.3				(3.5	)
Balance at September 30, 2024			383.9			$	38.4			$	778.4			$	4,219.6			$	(946.1	)		$	(364.5	)		$	3,725.8			$	58.9			$	3,784.7

The accompanying notes are an integral part of these unaudited financial statements.

Notes to Consolidated Financial Statements

(Amounts in Millions, Except Per Share Amounts)

(Unaudited)

Note 1: Basis of Presentation

The unaudited Consolidated Financial Statements have been prepared by The Interpublic Group of Companies, Inc. and its subsidiaries (the “Company,” “IPG,” “we,” “us” or “our”) in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) for reporting interim financial information on Form 10-Q. Accordingly, they do not include certain information and disclosures required for complete financial statements. The effects of heightened macroeconomic uncertainty have impacted and may continue to impact our results of operations, cash flows and financial position. The Company’s Consolidated Financial Statements presented herein reflect the latest estimates and assumptions made by management that affect the reported amounts of assets and liabilities and related disclosures as of the date of the consolidated financial statements and reported amounts of revenue and expenses during the reporting periods presented. The Company believes it has used reasonable estimates and assumptions to assess the fair values of goodwill, long-lived assets and indefinite-lived intangible assets; assessment of the annual effective tax rate; valuation of deferred income taxes and allowance for expected credit losses on future uncollectible accounts receivable.

Actual results may differ from these estimates under different assumptions or conditions and further decline in macroeconomic conditions or increasing interest rates could have a negative impact on these estimates, including the fair value of certain assets. The consolidated results for interim periods are not necessarily indicative of results for the full year and should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2024 (the “2024 Annual Report”).

We conduct our business across three reportable segments described in Note 12. The three reportable segments are: Media, Data & Engagement Solutions (“MD&E”), Integrated Advertising & Creativity Led Solutions (“IA&C”), and Specialized Communications & Experiential Solutions (“SC&E”).

Cost of services is comprised of the expenses of our revenue-producing reportable segments, including salaries and related expenses, office and other direct expenses and billable expenses, as well as an allocation of the centrally managed expenses from “Corporate and Other” group. Office and other direct expenses include rent expense, professional fees, certain expenses incurred by our staff in servicing our clients and other costs directly attributable to client engagements.

Selling, general and administrative expenses are primarily the unallocated expenses from Corporate and Other, excluding depreciation and amortization.

Depreciation and amortization of the fixed assets and intangible assets of the Company is disclosed as a separate operating expense.

Restructuring charges in 2025 consist of actions designed to transform our business, enhance our offerings and drive significant structural expense savings.

In the opinion of management, these unaudited Consolidated Financial Statements include all adjustments, consisting only of normal and recurring adjustments necessary for a fair statement of the information for each period contained therein. Certain reclassifications and immaterial adjustments have been made to prior-period financial statements to conform to the current-period presentation, including the recast of certain prior-period amounts to reflect the transfer of agencies between reportable segments.

Note 2: Planned Acquisition of IPG by Omnicom

On December 8, 2024, we entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Omnicom Group Inc. (“Omnicom”) and EXT Subsidiary Inc., a direct wholly owned subsidiary of Omnicom (“Merger Sub”), pursuant to which Merger Sub will merge with and into IPG, with IPG surviving the merger as a direct wholly owned subsidiary of Omnicom.

As a result of the merger, each share of IPG common stock issued and outstanding immediately prior to the effective time of the merger (other than certain excluded shares) will be converted into the right to receive 0.344 shares of Omnicom common stock and, if applicable, cash in lieu of fractional shares. The exchange ratio is fixed and will not be adjusted to reflect stock price changes prior to closing the merger.

Following the close of the transaction, Omnicom shareholders will own 60.6% of the combined company and IPG shareholders will own 39.4%, on a fully diluted basis. As a result of the merger, we will cease to be a publicly traded company.

The Merger Agreement contains customary representations, warranties, and covenants. The stock-for-stock transaction is expected to be tax-free to IPG shareholders.

On March 18, 2025, the shareholders of Omnicom and Interpublic each approved the acquisition of Interpublic at each company’s special meeting of stockholders held that day.

We have secured regulatory approvals for Omnicom’s pending acquisition of IPG in all required jurisdictions other than the European Union (“EU”). We are continuing to pursue the required EU regulatory approval and expect that the acquisition will close by the end of November 2025.

If the Merger Agreement is terminated under certain circumstances, including if Omnicom terminates the agreement as a result of a willful and material breach of our non-solicitation obligations under the Merger Agreement, then we will be obligated to pay a termination fee of $439.0 to Omnicom (the “IPG Termination Fee”). We will also be obligated to pay the IPG Termination Fee if we breach the Merger Agreement in a manner that Omnicom’s closing conditions not being satisfied and the breach cannot be cured by the specified outside date and, in any such case, within 12 months after the termination date a competing proposal to acquire 50% or more of the business, assets or outstanding shares of IPG has been publicly announced and consummated, or a definitive agreement in respect of such competing proposal has been signed.

During the three and nine months ended September 30, 2025, $22.8 and $38.5, respectively, of deal costs were incurred related to the planned acquisition of IPG by Omnicom. Deal costs comprised of legal, professional, filing fees, and retention-related compensation expenses were recorded within selling, general and administrative expenses, with the exception of $4.1 recorded within salaries, benefits, and related expenses for both the three and nine months ended September 30, 2025.

On August 11, 2025, in connection with the planned merger, Omnicom commenced an offer to exchange any and all of our outstanding 4.650% Senior Notes due 2028, 4.750% Senior Notes due 2030, 2.400% Senior Notes due 2031, 5.375% Senior Notes due 2033, 3.375% Senior Notes due 2041, and 5.400% Senior Notes due 2048 (collectively, the “IPG Senior Notes”) for up to $2.95 billion in aggregate principal amount of new Omnicom notes and cash, and solicited consents to amend the indentures governing the IPG Senior Notes (the “Proposed Amendments”). On August 25, 2025, Omnicom and IPG announced that Omnicom has received sufficient consents to consummate the consent solicitations, and that IPG executed a supplemental indenture (the “New IPG Supplemental Indenture”) to the existing IPG indentures related to the IPG Senior Notes in order to effect the Proposed Amendments. The Proposed Amendments will become operative upon the consummation of the exchange offers, which are currently set to expire on November 28, 2025, subject to further extension, and which are subject to the closing of the merger and certain other conditions.

Note 3: Revenue

Disaggregation of Revenue

We have three reportable segments as of September 30, 2025: MD&E, IA&C and SC&E, as further discussed in Note 12. MD&E principally generates revenue from providing global media and communications services, digital services and products, advertising and marketing technology, e-commerce services, data management and analytics, strategic consulting, and digital brand experience. IA&C principally generates revenue from providing advertising, corporate and brand identity services, and strategic consulting. SC&E generates revenue from providing best-in-class global public relations and communications services, events, sports and entertainment marketing, and strategic consulting. Our agencies are located in over 100 countries, including every significant world market. Our geographic revenue breakdown is listed below.

 

		Three months ended September 30,								Nine months ended September 30,
Total revenue:		2025				2024				2025				2024
United States		$	1,607.7			$	1,699.5			$	4,826.7			$	5,117.3
International:
United Kingdom			223.2				236.3				618.7				684.7
Continental Europe			226.0				211.7				663.5				645.1
Asia Pacific			169.0				190.8				489.1				566.5
Latin America			96.7				117.9				269.3				320.7
Other			171.4				172.6				486.1				500.4
Total International			886.3				929.3				2,526.7				2,717.4
Total Consolidated		$	2,494.0			$	2,628.8			$	7,353.4			$	7,834.7

		Three months ended September 30,								Nine months ended September 30,
Revenue before billable expenses:		2025				2024				2025				2024
United States		$	1,399.3			$	1,467.8			$	4,183.8			$	4,469.6
International:
United Kingdom			181.4				193.8				518.8				565.5
Continental Europe			180.0				177.5				551.8				556.2
Asia Pacific			144.8				156.9				404.3				467.0
Latin America			88.0				111.9				247.3				301.2
Other			142.1				134.8				398.6				393.2
Total International			736.3				774.9				2,120.8				2,283.1
Total Consolidated		$	2,135.6			$	2,242.7			$	6,304.6			$	6,752.7

 

MD&E		Three months ended September 30,								Nine months ended September 30,
Total revenue:		2025				2024				2025				2024
United States		$	619.0			$	662.2			$	1,838.4			$	1,978.9
International			335.1				379.3				973.7				1,104.3
Total MD&E		$	954.1			$	1,041.5			$	2,812.1			$	3,083.2
Revenue before billable expenses:
United States		$	613.7			$	656.3			$	1,826.9			$	1,966.1
International			325.1				368.9				947.0				1,077.7
Total MD&E		$	938.8			$	1,025.2			$	2,773.9			$	3,043.8

 

IA&C		Three months ended September 30,								Nine months ended September 30,
Total revenue:		2025				2024				2025				2024
United States		$	574.9			$	574.0			$	1,696.8			$	1,827.1
International			365.2				368.9				1,056.2				1,086.0
Total IA&C		$	940.1			$	942.9			$	2,753.0			$	2,913.1
Revenue before billable expenses:
United States		$	540.8			$	546.6			$	1,610.8			$	1,748.1
International			307.3				302.8				879.8				899.0
Total IA&C		$	848.1			$	849.4			$	2,490.6			$	2,647.1

SC&E		Three months ended September 30,								Nine months ended September 30,
Total revenue:		2025				2024				2025				2024
United States		$	413.8			$	463.3			$	1,291.5			$	1,311.3
International			186.0				181.1				496.8				527.1
Total SC&E		$	599.8			$	644.4			$	1,788.3			$	1,838.4
Revenue before billable expenses:
United States		$	244.8			$	264.9			$	746.1			$	755.4
International			103.9				103.2				294.0				306.4
Total SC&E		$	348.7			$	368.1			$	1,040.1			$	1,061.8

Contract Balances

The following table provides information about receivables, contract assets and contract liabilities from contracts with customers.

 

		September 30, 2025				December 31, 2024
Accounts receivable, net of allowance of $39.7 and $37.0, respectively		$	4,946.4			$	5,649.7
Accounts receivable, billable to clients			2,073.6				2,088.4
Contract assets			49.9				50.1
Contract liabilities (deferred revenue)			595.7				509.0

Contract assets are primarily comprised of contract incentives that are generally satisfied annually under the terms of our contracts and are transferred to accounts receivable when the right to payment becomes unconditional. Contract liabilities relate to advance consideration received from customers under the terms of our contracts primarily related to reimbursements of third-party expenses, whether we act as principal or agent, and to a lesser extent, periodic retainer fees, both of which are generally recognized shortly after billing.

The majority of our contracts are for periods of one year or less with the exception of our data management contracts. For those contracts with a term of more than one year, we had approximately $517.4 of unsatisfied performance obligations as of September 30, 2025, which will be recognized as services are performed over the remaining contractual terms through 2030.

Note 4: Debt and Credit Arrangements

Long-Term Debt

A summary of the carrying amounts of our long-term debt is listed below.

 

		Effective Interest Rate				September 30, 2025				December 31, 2024
4.650% Senior Notes due 2028 (less unamortized discount and issuance costs of $0.6 and $1.3, respectively)			4.780	%		$	498.1			$	497.6
4.750% Senior Notes due 2030 (less unamortized discount and issuance costs of $1.9 and $2.8, respectively)			4.920	%			645.3				644.6
2.400% Senior Notes due 2031 (less unamortized discount and issuance costs of $0.5 and $2.5, respectively)			2.512	%			497.0				496.6
5.375% Senior Notes due 2033 (less unamortized discount and issuance costs of $3.1 and $2.5, respectively)			5.650	%			294.5				294.0
3.375% Senior Notes due 2041 (less unamortized discount and issuance costs of $0.9 and $4.5, respectively)			3.448	%			494.6				494.4
5.400% Senior Notes due 2048 (less unamortized discount and issuance costs of $2.5 and $4.3, respectively)			5.480	%			493.2				493.1
Other notes payable and finance leases							0.4				0.3
Total long-term debt							2,923.1				2,920.6
Less: current portion							0.1				0.1
Long-term debt, excluding current portion						$	2,923.0			$	2,920.5

As of September 30, 2025 and December 31, 2024, the estimated fair value of the Company’s long-term debt was $2,751.9 and $2,702.0, respectively. Refer to Note 13 for details.

Credit Agreement

We maintain a committed corporate credit facility, originally dated as of July 18, 2008, which has been amended and restated from time to time (the “Credit Agreement”). We use our Credit Agreement to increase our financial flexibility, to provide letters of credit primarily to support obligations of our subsidiaries and to support our commercial paper program. On May 29, 2024, we amended and restated the Credit Agreement. As amended, among other things, the maturity date of the Credit Agreement was extended to May 29, 2029, and the cost structure of the Credit Agreement was changed. The Credit Agreement continues to include a required leverage ratio of not more than 3.50 to 1.00, among other customary covenants, including limitations on our liens and the liens of our consolidated subsidiaries and limitations on the incurrence of subsidiary debt. At the election of the Company, the leverage ratio may be changed to not more than 4.00 to 1.00 for four consecutive quarters, beginning with the fiscal quarter in which there is an occurrence of one or more acquisitions with an aggregate purchase price of at least $200.0.

The Credit Agreement is a revolving facility, under which amounts borrowed by us or any of our subsidiaries designated under the Credit Agreement may be repaid and reborrowed, subject to an aggregate lending limit of $1,500.0, or the equivalent in other currencies. The Company has the ability to increase the commitments under the Credit Agreement from time to time by an additional amount of up to $250.0, provided the Company receives commitments for such increases and satisfies certain other conditions. The aggregate available amount of letters of credit outstanding may decrease or increase, subject to a sublimit of $50.0, or the equivalent in other currencies. Our obligations under the Credit Agreement are unsecured. As of September 30, 2025, there were no borrowings under the Credit Agreement; however, we had $9.1 of letters of credit under the Credit Agreement, which reduced our total availability to $1,490.9. We were in compliance with all of our covenants in the Credit Agreement as of September 30, 2025.

Uncommitted Lines of Credit

We also have uncommitted lines of credit with various banks that permit borrowings at variable interest rates and that are primarily used to fund working capital needs. We have guaranteed the repayment of some of these borrowings made by certain subsidiaries. If we lose access to these credit lines, we would have to provide funding directly to some of our operations. As of September 30, 2025, the Company had uncommitted lines of credit in an aggregate amount of $676.7, under which we had outstanding borrowings of $56.8 classified as short-term borrowings on our Consolidated Balance Sheet. The average amount outstanding during the third quarter of 2025 was $40.2 with a weighted-average interest rate of approximately 7.4%.

Commercial Paper

The Company is authorized to issue unsecured commercial paper up to a maximum aggregate amount outstanding at any time of $1,500.0. Borrowings under the program are supported by the Credit Agreement described above. Proceeds of the commercial paper are used for working capital and general corporate purposes, including the repayment of maturing indebtedness and other short-term liquidity needs. The maturities of the commercial paper vary but may not exceed 397 days from the date of issue. During the third quarter of 2025, there was no commercial paper activity and, as of September 30, 2025, there was no commercial paper outstanding.

Note 5: Earnings Per Share

The following sets forth basic and diluted earnings per common share available to IPG common stockholders.

 

		Three months ended September 30,								Nine months ended September 30,
		2025				2024				2025				2024
Net income available to IPG common stockholders		$	124.2			$	20.1			$	201.3			$	345.0
Weighted-average number of common shares outstanding—basic			365.0				373.9				368.4				376.2
Dilutive effect of stock options and restricted shares			3.0				2.9				2.5				2.5
Weighted-average number of common shares outstanding—diluted			368.0				376.8				370.9				378.7
Earnings per share available to IPG common stockholders:
Basic		$	0.34			$	0.05			$	0.55			$	0.92
Diluted		$	0.34			$	0.05			$	0.54			$	0.91

Note 6: Supplementary Data

Accrued Liabilities

The following table presents the components of accrued liabilities.

 

		September 30, 2025				December 31, 2024
Salaries, benefits and related expenses		$	384.3			$	432.1
Interest			37.9				37.5
Income taxes payable			0.1				80.3
Office and related expenses			16.4				18.7
Acquisition obligations			0.3				5.3
Restructuring charges			74.9				0.4
Other			101.6				87.3
Total accrued liabilities		$	615.5			$	661.6

Other Expense, Net

Results of operations for the three and nine months ended September 30, 2025 and 2024 include certain items that are not directly associated with our revenue-producing operations.

 

		Three months ended September 30,								Nine months ended September 30,
		2025				2024				2025				2024
Net gains/(losses) on sales of businesses		$	4.5			$	(1.7	)		$	(30.0	)		$	(6.4	)
Other			(10.2	)			(1.0	)			(14.0	)			(7.0	)
Total other expense, net		$	(5.7	)		$	(2.7	)		$	(44.0	)		$	(13.4	)

Net gains/(losses) on sales of businesses - During the three and nine months ended September 30, 2025 and 2024, the amounts recognized primarily related to business disposal activities, including the classification of certain assets and liabilities as held for sale, within our MD&E, IA&C and SC&E reportable segments.