Publicis in €244 Million Debt Exchange Offer

December 23, 2009

Cleary Gottlieb represented Publicis Groupe S.A. in its €244 million debt exchange aimed at extending its debt maturity profile. The transaction consisted of an offer to holders of Publicis' existing 4.125% Bonds due 2012 to exchange these bonds for new 4.25% Bonds due March 31, 2015. The exchange offer commenced on December 2, 2009 and expired on December 18, 2009. At the expiration of the exchange offer, €244,275,000 principal amount of Publicis’ 4.125% Bonds due 2012 (representing approximately 32.57% of the total amount of such bonds outstanding) were exchanged for €253,242,000 of Publicis’ new 4.25% Bonds due March 31, 2015. The transactions settled on December 23, 2009.

The exchange offer was conducted pursuant to Regulation S and targeted qualified investors in Europe. BNP Paribas and Citi acted as lead dealer managers and Natixis acted as co-dealer manager.

Publicis Groupe is the world’s fourth largest communications group. In addition, it is ranked as the world’s second largest media agency, and is a global leader in digital and healthcare communications. With activities spanning 104 countries on five continents, the Publicis Groupe employs approximately 45,000 professionals.