Omnicom to Make Cash Payment to Noteholders Who Consent to an Amendment to Its Zero Coupon Zero Yield Convertible Notes Due 2032

NEW YORK, July 23 /PRNewswire-FirstCall/ -- Omnicom Group Inc. (NYSE: OMC) announced today that it will pay a cash payment to registered holders of its Zero Coupon Zero Yield Notes due 2032 who have not, as of immediately following the close of business on August 2, 2004, exercised their right to require Omnicom to purchase their notes, and who prior to the close of business on August 9, 2004 have delivered a consent to amend the indenture under which its Zero Coupon Zero Yield Convertible Notes due 2032 were issued. Omnicom will determine the amount of the cash payment after the close of business on July 29, 2004. The payment will be made as promptly as practicable to consenting noteholders who have not required Omnicom to purchase their notes.

Under the amendment, Omnicom would pay cash to noteholders for the initial principal amount of notes surrendered for conversion. The remainder of the conversion value would be paid in cash or shares, at Omnicom's option. Omnicom also would amend the method by which contingent cash interest is determined. Only consenting noteholders will be bound by the amendments to the indenture.

All of the documents will be available through The Depository Trust Company. You also can request copies by contacting the Trustee at (800) 275- 2048 or Omnicom at (212) 415-3393.

Omnicom ( is a leading global marketing and corporate communications company. Omnicom's branded networks and numerous specialty firms provide advertising, strategic media planning and buying, direct and promotional marketing, public relations and other specialty communications services to over 5,000 clients in more than 100 countries.

SOURCE Omnicom Group Inc.