Good afternoon, and welcome to the Omnicom Third Quarter 2024 Earnings Conference Call. Please note that this call is being recorded. At this time, all participants are in a listen-only mode. After the speakers' remarks, there will be a question-and-answer session. I will now turn the call over to Gregory Lundberg, Senior Vice President, Investor Relations. You may begin.

Thank you for joining our third quarter 2024 earnings call. With me today are John Wren, Chairman and Chief Executive Officer; and Phil Angelastro, Executive Vice President and Chief Financial Officer. On our website, omnicomgroup.com, you'll find a press release and a presentation covering the information that we'll review today. An archived webcast will be available when today's call concludes. Before we start, I'd like to remind everyone to read the forward-looking statements and non-GAAP financial and other information that we've included at the end of our investor presentation. Certain of the statements made today may constitute forward-looking statements, and these statements are present expectations. Relevant factors that could cause actual results to differ materially are listed in our earnings materials and in our SEC filings, including our 2023 Form 10-K. During the course of today's call, we will also discuss certain non-GAAP measures. You can find the reconciliation of these to the nearest comparable GAAP measures in the presentation materials. We will begin the call with an overview of our business from John, then Phil will review our financial results for the quarter. And after our prepared remarks, we will open the line up for your questions. And I'll now hand the call over to John.

Thank you, Greg. Good afternoon, everyone, and thank you for joining us today. We're very pleased to share our third quarter results. Organic growth was very strong at 6.5% for the quarter, with the U.S. also growing at 6.5%. Across our disciplines, advertising and media as well as experiential had outstanding performances. Non-GAAP adjusted EBITDA margin was 16% for the quarter. Non-GAAP adjusted earnings per share was $2.03, up 5.7% versus the comparable amount in 2023. Our cash flow continues to support our primary uses of cash, dividends, acquisitions, and share repurchases and our liquidity and balance sheet remain very strong. We're very pleased with our financial results for the quarter and the last nine months and are on track to achieve the higher end of our organic growth target of between 4% to 5% for the year. We're also maintaining our full-year 2024 EBITDA margin target of close to flat with 2023. Phil will cover our financial results in more detail during his remarks. During the quarter, we announced the formation of Omnicom Advertising Group, a new practice area that aligns our creative agencies globally under one leadership team. OAG includes global advertising networks, BBDO, DDB, and TBWA, as well as the Advertising Collective, which has agencies Goodby Silverstein & Partners, GS D&M, Merkley and Partners, and Zimmerman among others. The Group will be led by a strong core of executives with Troy Ruhanen as Global CEO of OAG, who is being joined by Nancy Reyes, who was recently promoted to Global CEO, BBDO with Andrew Robertson becoming Chairman. Erin Riley, who is succeeding Troy, was promoted to the Global CEO of TBWA. Alex Lubar is CEO of DDB, and James Fenton is CEO of the Advertising Collective. OAG aims to bolster Omnicom's Advertising brands by scaling access to solutions, technology platforms, tools, and investments across its creative agencies and clients globally. Additionally, as clients demand more integrated and talented solutions from agencies, OAG will help facilitate access to talent and teams across our networks while providing our talent with mobility across our different agencies and client teams. As with other practice areas, the creative networks within OAG will retain their unique brand, culture, and people. In fact, we believe this new structure will strengthen our agency brands. Late in the quarter, Omnicom Precision Marketing Group expanded its capabilities by acquiring LeapPoint, a digital advisory firm with expertise across the Adobe Content Supply chain. The acquisition is part of our strategic efforts to offer the industry's most comprehensive end-to-end content solution, empowering marketers to accelerate workflows and deliver personalized experiences to their customers at speed and scale. LeapPoint is offering streamlined and automated processes, breaking down operational silos and improving team collaboration for large enterprise clients. In digital commerce, we achieved an industry first in the quarter. When we acquired Flywheel, we knew connecting marketing to sales would be a game changer for our company and our clients. Leveraging and connecting the capabilities of Omnicom Media Group and Flywheel, we can now directly measure online retail sales generated from media campaigns across the full advertising journey from broadcast TV to upper funnel performance media and retail media. This is a significant development and unique to Omnicom. Our partnership with Amazon was instrumental in enabling this breakthrough. As I mentioned in our last call, we consolidated our production units and formed Omnicom Production to capitalize on the significant market opportunity for production services. We are investing in scaled and high-quality capabilities in multiple ways. Omnicom Production inaugurated a new state-of-the-art content studio in New York and leveraged Omnicom's first mover partnership in AI to develop innovative capabilities in content development. The investment is already paying off with Omnicom Production winning the Kenvue and Bimbo Bakeries USA production business. In the next several months, you will hear more about how we are using AI across our enterprise to drive more effective campaigns and marketing outcomes, to improve how our people work, and to deliver efficiencies for our clients. In addition to the production wins, we had a very strong new business performance across the group. After an extensive review process, Omnicom Media Group won the biggest pitch of the year by being awarded Amazon's Media Business in the Americas. We are incredibly honored to have been selected by Amazon and to have the opportunity to extend our strong partnership. OMG also won Michelin's global media business. Omnicom Media Group topped the convergence first-half 2024 report with $5.3 billion in total new business wins. Omnicom agencies collaborated to win integrated services pitches for Barclays and Bimbo Bakeries USA. Corona Extra appointed GSDM as its lead creative agency. General Mills hired Goodby Silverstein & Partners for Creative. Pepsi added BBDO to its creative agency roster. OPMG picked up Adobe's Digital Experience Business, and RAPP was selected as Princess Cruises' Precision Marketing Agency. Overall, we're very pleased with our new business wins, financial results, and progress on our key initiatives. I want to thank all our teams for their terrific work. While significant market uncertainties remain due to the upcoming elections in the U.S. and the ongoing conflicts in Ukraine and the Middle East, we are actively managing what we can control. We are focused on achieving our organic growth and margin targets for the year and remain confident in our guidance. I will now turn the call over to Phil for a closer look at our financial results.

Thanks, John. As John said, the third quarter performance of our business builds on the solid performance of the first half of 2024. And we continue to make the strategic investments needed to position Omnicom to meet the marketing needs of our customers through acquisitions like Flywheel and LeapPoint and our ongoing investments in Omni, Flywheel Commerce Cloud, AI, and other technology platforms and tools. Let's review our business performance in the third quarter, beginning with our revenue change on slide four. Organic growth in the quarter was strong at 6.5%. The impact on revenue from foreign currency translation was nominal, decreasing reported revenue by just 0.1%. Given recent changes in the relative value of the U.S. dollar, if rates stay where they are currently, we estimate the impact of foreign currency translation will be positive 1% for Q4 of 2024 and flat for the full year 2024. The net impact of acquisition and disposition revenue on reported revenue was positive 2.1% due primarily to the acquisition of Flywheel in January, along with a few small acquisitions from prior quarters, which were partially offset by some smaller dispositions. Based on transactions completed to date, we expect the impact of acquisition and disposition revenue will approximate 1.75% for Q4 and 2.0% for the full year. Now let's turn to slide five to review our organic revenue growth by discipline. During the quarter, advertising and media growth of 9% reflected continued strong growth in media and improved performance in advertising, including positive contributions from our production initiative. Precision Marketing growth of 1% was similar to last quarter with continued strong growth at Flywheel, and our Precision Marketing Group performance was driven by strong growth in the U.S. at our customer experience agencies, which was offset by lower client spending primarily concentrated in a few markets outside the U.S. With the full contribution from recent client wins, we continue to expect stronger performance in our Precision Marketing Group in the fourth quarter and beyond. Public relations grew 4%. This reflects growth related to U.S. election spending, offset by softer performance internationally. Healthcare revenues were down 1%. By the end of this year, we will be lapping a significant client loss, and recent wins should start contributing to improved performance. Branding and retail commerce declined by 5%, resulting from reduced client spending in our branding agencies and flat performance in retail commerce. Experiential growth was very strong at 35%, driven by activations for the Summer Olympics. And execution and support was flat, reflecting good results in field marketing, offset by declines at our merchandising businesses. Turning to geographic growth on slide six. The U.S., our largest market, at organic growth of 6.5% continues a strong performance trend this year. Performance in Europe was also strong in most markets and the Asia Pacific, Latin America, and Middle East regions all posted solid growth. Slide seven is our revenue by industry sector for the quarter and year-to-date, both of which maintain their historical stability with no significant changes in mix. Now let's turn to slide eight for a look at our expenses. In the quarter, salary-related service costs grew with increased staffing levels, primarily reflecting our acquisition of Flywheel Digital in January. Year-over-year as a percentage of revenue, these costs were down 1.5% as we continued to nearshore, offshore, and reposition our workforce toward the higher growth services that our clients need. Third-party service costs grew in connection with the growth in our revenue, especially in disciplines that have a higher level of these costs such as media, experiential, and field marketing. Third-party incidental costs reflect out-of-pocket costs billed directly to clients and were up a bit. Occupancy and other costs increased due to the Flywheel acquisition and greater in-office activity, partially offset by lower rent expenses. SG&A expenses increased primarily from increases in professional fees and other costs related to our strategic initiatives. Now let's turn to slide nine and look at our income statement in more detail. With no adjustments during the third quarter, EBITDA and non-GAAP adjusted EBITDA both grew 7.9% and the EBITDA margin was 16.0% versus the comparable 16.1% margin last year. EBITDA reflects the add-back to operating income for amortization of acquired intangible assets and internally developed strategic platform intangible assets. Approximately 85% of the amount added back relates to acquired intangible assets. We expect similar levels of amortization in the fourth quarter. The EBITDA margin reflects our performance and includes costs incurred in connection with our investments in Omni, Flywheel Commerce Cloud, AI, and other technology platforms and tools, as well as costs related to the integration of Flywheel. It also reflects the relative weighted performance of our disciplines. Year-to-date, our adjusted EBITDA margin is 15.1% compared to 15.2% last year. For the full year 2024, we continue to expect this margin to be close to flat with our 2023 adjusted EBITDA margin of 15.6%, as we balance cost savings initiatives with strategic investment opportunities that we believe will drive strong future revenue and EBITDA growth. Moving down the income statement, net interest expense in the third quarter of 2024 increased $2.1 million to $40.4 million. The change was driven by a $12.9 million increase in interest expense due to higher outstanding debt from the Flywheel financing and the recent note issuance in advance of our November maturity. The change in net interest expense also reflects a $10.8 million increase in interest income due to higher average cash and short-term investment balances. Our income tax rate of 26.8% was in line with our expectation of 27%. We also expect the rate for the fourth quarter to approximate 27%. Below the line, I'd like to point out that our strong growth in revenue and EBITDA were driven in part as always by some agencies that have minority interests, including recent acquisitions. This resulted in higher minority interest expense in Q3, compared to last year. Net income growth of 3.8%, coupled with fewer diluted shares outstanding from our buyback activity drove a 4.8% lift in diluted earnings per share. On an adjusted basis, excluding after-tax amortization, diluted earnings per share was up 5.7% to $2.03. Now please turn to slide 10. Free cash flow year-to-date is up 4% from last year. Our definition like other peers excludes changes in working capital. For the nine months ended September 30, our use of working capital improved by 8%, as you can see in the appendix on slide 18. We remain focused on working capital management and continue to work towards our historically neutral annual level over time. Regarding our uses of cash, we used $416 million of cash to pay dividends to common shareholders and another $64 million for dividends to non-controlling interest shareholders. Our capital expenditures were $94 million, which as discussed on prior calls, reflect our investment in Flywheel and our strategic technology platform initiatives, as well as investments in our facilities. Total acquisition payments, which include earn-out payments and the acquisition of additional non-controlling interests were $953 million, primarily reflecting the $845 million acquisition of Flywheel, net of cash acquired in January, and the late September acquisition of LeapPoint. Finally, our share repurchase activity, net of proceeds from stock plans was $359 million year-to-date and $113 million in the quarter. Our expectation for the year has been for annual repurchases in 2024 to be approximately half of our historical average of about $600 million. While we exceeded that level as of September 30, Q4 repurchases will depend on a variety of factors. Slide 11 is a summary of our credit, liquidity, and debt maturities. At the end of the third quarter of 2024, the book value of our outstanding debt was $6.9 billion, which reflects a $655 million euro financing that we did earlier this year to fund a portion of the Flywheel acquisition and a $600 million financing this summer to be used with cash on hand to repay our $750 million notes due November 1, 2024. The effects of foreign currency translation also increased the book value of our debt by $98 million. Our cash equivalents and short-term investments at September 30 were $3.5 billion, up from last year primarily reflecting the $600 million note issued this summer. We also have an undrawn $2.5 billion revolving credit facility, which backstops our $2 billion U.S. commercial paper program. After the November maturity, we have no further maturities until April of 2026. The financing activity I just discussed has given us the opportunity to invest cash at favorable rates relative to the 3.65% coupon on our notes that are due in November. We will pay off the notes in November, and we currently estimate that net interest expense in Q4 will be a little higher than Q3 of 2024. Slide 12 presents our historical returns on two important performance metrics for the 12 months ended September 30, 2024. Omnicom's return on invested capital was 20% and return on equity was 41%, both of which consistently reflect our strong performance and solid balance sheet.

Thank you. Our first question comes from the line of David Karnovsky with JPMorgan. Please go ahead.

Hey, thank you. John, wanted to check in on what you're hearing lately from clients. You previously talked about the Fed a lot and what they might do as a point of hesitation. We have some clarity there now, but there are obviously other factors like the election creating uncertainty. So can you give an update on the tone of conversations and maybe how that's informing your view of Q4 or '25?

Sure, I don't think that the Fed in terms of the balance of the year is much of a subject that we're currently discussing, it's turned primarily to the election and even that won't really significantly impact what typically happens in the fourth quarter, which is hard to expand. We gain visibility as we go through the quarter to see what clients are going to spend, and that number goes from some number to $250 million depending upon client activity. A lot of people are talking about if we have achieved a soft landing. Our business reflects that, but who knows the result? I don't know if that's helpful or not.

Yes. John, that's helpful. And then I feel like I have to ask on Amazon, just given it's the largest media shift, at least in recent memory. Can you expand a bit on the win factors you think kind of gave you an edge in a review? What that means for the wider media? And then anything you can say on when you would expect that to start to flow through the results?

Sure. Well, Amazon was just the largest win in quite a while and quite phenomenal, and we're very, very happy to have been selected and proud of it. It proves a number of points. One is the solid relationship we had with Amazon coming off of the Flywheel acquisition, which we did earlier in the year. More importantly, the skills and investments in Omni all add to an extremely strong media offering. This has created a real enterprise relationship between the two companies and it's going to permit us to do other things as we go forward. So very, very proud of that. It was a complicated long process because they were very thorough in what they did, and we invested a great deal of time and energy demonstrating to them what we could bring to the party.

Okay. Thank you.

You know, the one thing is as you mentioned flow through or something along that line, when you're pitching a piece of business like that, it's expensive; the revenue will start in the new year. We're currently making sure that we're staffing up properly so no balls are dropped and that is something that we'll continue through the fourth quarter.

Thanks. Hey, John. As you think about growth over the next couple of years with mid-single-digit top-line growth, can you get to margin expansion and then back to being a double-digit EPS grower? And your view of what would need to go right to make that happen?

Well, there are a number of things that are going on. There is what we've done in production earlier in the year and what we did with OAG just in the last quarter; those are efficiencies which will help us perform better going forward. What is unknown is the level of investments that we will continue to make to get AI and the associated benefits functioning correctly. But there is the cost associated with the development of those tools. And that's how you stay at the top of that convergence list by continually making those investments, while striving for the appropriate margins that we should be receiving. So I'm bullish as we move forward because our teams have done amazing things so far and now we're just testing their tolerance.

Got it. Thanks. And then secondly, how has the integration of Flywheel been going? What have you learned? How are the potential growth and margin impacts trending as we head into the fourth quarter and look into 2025? And do you still expect Flywheel to grow top line double-digits?

The answer to that question is yes. I do expect it to grow. There's no better demonstration of collaborative effort than the Amazon win, which I just spoke about a second ago. I mentioned in my call that we're able to measure marketing spend for the very first time and that's done with a rather important CPG client that we have, where we've proven that it's all measurable. As we get other clients where we have the opportunity to do that, it will further distinguish Omnicom in justifying media spend and ROI.

I think the other thing that's helpful from a Flywheel perspective is the integration that's happened between Omni and the data and analytics platform that we have with Omni and the Flywheel data that is now part of that solution and service offering. So having the behavioral data of Omni, along with the Flywheel Commerce transaction data, is a very powerful proposition. Certainly, some of our clients are interested in that solution. And we think over time, there will be more and more examples of that really being a powerful tool for us with our clients and with new business wins going forward.

Great. Thank you.

Thank you. So I think the higher end of the 4% to 5% guidance range that you've talked about implies low force organic growth in Q4. So just trying to think about whether that's an intentional walk towards that level for Q4, or with some of that uncertainty that always is there with project spend, if you just want to be conservative.

Sure. Well, I'm sticking with our guidance because I don't know the project spend in the fourth quarter. We're certainly trying to continue to win whatever business we can and to service our clients wherever we can profitably. So there is no lack of effort going on anywhere within the four walls of this company. I'm confident as I sit here today that I'm going to be able to achieve that. If I'm lucky and there is more project spend, obviously that will flow through as well.

Yes. So our view of the Precision Marketing Group in that space hasn't changed. We think it's a strategic growth area for us, no question. We're committed to continuing to invest over the long-term in that space. Most recently through the acquisition of LeapPoint, which we closed just at the end of September. The growth prospects in that business are great, both in the U.S. and outside the U.S. They had some recent new business wins that have just started to kick in, GM in the U.S., in particular as an example. And we expect excellent growth prospects in the relatively near-term and we're optimistic about its performance in Q4 for sure.

I just had a question about your view of the overall industry. And I ask because your growth rate has been in this sort of mid-single-digit range, which is a bit better than it was maybe a decade ago? And do you think that this is a function of just you're taking share from other holding companies or do you think that the overall industry is actually doing a bit better and growing a bit more briskly?

Well, I think our product mix has certainly shifted as we've made investments in things like Flywheel, things like Omni. We can measure better than we could a decade ago. Anything you can measure, clients typically will sit and give you a very fair hearing about where to invest that money. So I do think that the industry is in better shape than it was in the last five or six years, and I'm confident that will only continue. The investments that we've made and where we've placed our focus have paid-off and they will continue to pay-off because we can distinguish ourselves in ways that we've never been able to do five years ago. So I remain bullish about our prospects as we enter '25, which gets supported by the laundry list of wins that I've talked about in my prepared remarks.

Yes, in terms of the portfolio itself and where it stands today, we've done quite a bit of work over the last five, six years. To strengthen the portfolio, we've exited a few different businesses and service lines. We're confident about the parts of the business we've been making investments in terms of their growth prospects. The business we have today is quite a bit different than what we had just six, seven, eight years ago. And the world is different. One of the other things that we think we've been able to capitalize on is the convergence or merging of certain budgets within the client that we have access to today because of the services and disciplines we offer clients, which didn't necessarily have access to in the past, and that's opening up beyond marketing and advertising budgets and having access to services that we can provide to the CIO organization and the sales organization at our clients as well.

Hi. Thanks. I've got a couple of questions. First, John, could you explain a bit more about the Omnicom Advertising Group? You announced this over the summer after you last reported numbers. It seems to me like it follows a bit on what you did many years ago putting Omnicom Media Group together. So are you just kind of becoming one bigger, better-integrated company now versus how do you service individual clients as individual agency brands? I guess, that's the question. How integrated versus separate are you now?

Sure. The short answer to that is we're much more integrated than we've ever been in the past, but the motivation for doing Omnicom Advertising Group was as we look into the technological changes impacting our business and the use of artificial intelligence, it is more sensible for us to be making those investments on a singular basis and then light labeling those products and deploying them to the various cultures that we have. So the move of OAG was really done on our front foot, saying that we can do a better job for our clients, a better deployment of our talent, a better creation, and execution of tools if we look at those efforts singularly, while still being dedicated to the brands and the various cultures that the brands bring to the table. It puts us in a situation where we can optimize the best of both worlds, attracting the strongest talent while maintaining strong brand cultures. The cost savings are nominal, in terms of waste avoidance, more than anything else rather than listening to 75 different agencies' slightly variant approach towards AI. What we're able to do is to put them in a room and come up with a consensus on what they think would be most useful for their clients and then make those investments behind that. Nothing is the same as it was in the past, but it's very similar.

Okay, got it. Thanks for that explanation. That's clear. My second topic is about retail media. You were talking a bit about Flywheel and how it helped with Amazon. And my question is, do you feel like you're active in both onsite as well as offsite retail media? And if you could talk about what the opportunities are in each?

Well, Flywheel is the leader in online retail type of providers. We have a great depth of knowledge and a lot of trust built up with the pioneers who have really blazed the retail trail because of our history. I think we're in very good shape. This Flywheel was, in fact, a decade ahead of the next closest thing. We have further investments in Flywheel, and the team that envisioned that before marketplace really existed are the best in a relatively small industry. I think we're fortunate to have Flywheel, and it will contribute very strongly to our growth moving forward.

Thank you. I had a couple of questions. John, it's not often that we hear you use the word bullish to describe your business. I think I heard you say twice about your business and your outlook. I would love to expand upon that please? What are you seeing in the marketplace in the U.S. and overseas that makes you feel bullish?

Well, yes, I'm bullish about Omnicom, first and foremost, sort of the level of wins that we've had in the last four months of the year, which will be contributing to revenues as we start into next year. I'm also bullish about our percentage of winning and our ability to compete in the marketplace and the sophistication of the clients that have selected us in this whole process. I've got a lot of confidence in the teams that are pitching. I'm bullish about the technological improvements, which are helping us increasingly optimize and measure our performance. Anything that can be measured can be sold to a sophisticated client. Of course, there will be bumps in the road, but from an overall point of view, I’m bullish, I'm very confident in the team that surrounds me and the investments that we've made.

Certainly, we're going to continue to strive to improve margins over time. And we think we have a portfolio that is going to allow us to do that. We're pursuing several efficiency initiatives that are well underway.

Yes. Hi, good evening. And two questions, if I can. Very strong quarter with 6.5% organic growth. You mentioned there are some benefits from the U.S. election cycle and the Olympics in there. But can this be a typical quarter? Is this the kind of growth you're looking to achieve or should we just think of this as a bit of a one-off special quarter just given those special events?

The election probably contributed less than it has in prior presidential elections, but it did contribute something. We also get a bump during congressional elections as well. While they are not every quarter, they are ongoing because we have the best players servicing those areas.

Thank you. John, could you give any more insight into your talent recruiting strategy as you leverage your performance against peers? Are you looking to add talent into your organization from your competitors? Is it helping you retain talent? Just can you give some comments about how the strong performance is helping you?

Sure. We have a very strong group of talent. I'm always open to recruiting for more talent, especially as we win these businesses staffing up for them. Some of them are coming from competitors, others are new entries into the marketplace. We think AI will help us attract more knowledge workers as mundane tasks get eliminated through this new technology. The business is changing more rapidly than I think it has during my career, and all to the positive from my perspective.

We have no further questions at this time. This will conclude today's conference call. Thank you all for your participation. You may now disconnect.