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Debt
12 Months Ended
Dec. 31, 2024
Debt [Abstract]  
Debt Debt
Credit Facilities
Our $2.5 billion unsecured multi-currency revolving credit facility, or Credit Facility, terminates on June 2, 2028. We can issue up to $2 billion of U.S. Dollar denominated commercial paper, and issue up to the equivalent of $500 million in British Pounds or Euro under a Euro commercial paper program. In addition, certain of our international subsidiaries have uncommitted credit lines that are guaranteed by Omnicom aggregating $517.4 million. All of these facilities provide additional liquidity sources for operating capital and general corporate purposes. During 2024, we did not issue commercial paper. In 2023, we had a maximum of $200 million of commercial paper outstanding during the year, the average amount outstanding was $5.1 million, the average days outstanding were 1.7 days, and the weighted average interest rate was 5.24%. At December 31, 2024, there were no outstanding borrowings under the Credit Facility and no outstanding commercial paper issuances.
The Credit Facility has a financial covenant that requires us to maintain a Leverage Ratio of consolidated indebtedness to consolidated EBITDA (earnings before interest, taxes, depreciation, amortization and non-cash charges) of no more than 3.5 times for the most recently ended 12-month period. At December 31, 2024, we were in compliance with this covenant as our Leverage Ratio was 2.4 times. The Credit Facility does not limit our ability to declare or pay dividends or repurchase our common stock.
The $600 million Delayed Draw Term Loan Agreement automatically terminated on July 15, 2024.
Short-Term Debt
Short-term debt of $21.3 million and $10.9 million at December 31, 2024 and 2023, respectively, represented bank overdrafts and short-term borrowings primarily of our international subsidiaries. The weighted average interest rate was 11.4% and 12.0%, respectively. Due to the short-term nature of this debt, carrying value approximates fair value.
Long-Term Debt
December 31,
20242023
3.65% Senior Notes due 2024
$ $750.0 
3.60% Senior Notes due 2026
1,400.0 1,400.0 
€500 Million 0.80% Senior Notes due 2027
520.3 553.0 
2.45% Senior Notes due 2030
600.0 600.0 
4.20% Senior Notes due 2030
600.0 600.0 
€500 Million 1.40% Senior Notes due 2031
520.3 553.0 
2.60% Senior Notes due 2031
800.0 800.0 
€600 Million 3.70% Senior Notes due 2032
624.5 — 
£325 Million 2.25% Senior Notes due 2033
407.9 413.9 
5.30% Senior Notes due 2034
600.0 — 
Long-Term Debt, Gross6,073.0 5,669.9 
Unamortized discount(9.5)(7.8)
Unamortized debt issuance costs(27.4)(22.3)
Unamortized deferred gain (loss) from settlement of interest rate swaps(0.8)(0.2)
Long-Term Debt, including current portion6,035.3 5,639.6 
Current portion (750.5)
Long-Term Debt$6,035.3 $4,889.1 
On August 2, 2024, Omnicom issued $600 million 5.30% Senior Notes due 2034. The net proceeds from the issuance after deducting the underwriting discount and offering expenses, were $592.4 million. The net proceeds from the issuance, along with available cash, were used to fund the repayment of our $750 million 3.65% Senior Notes on November 1, 2024.
On March 6, 2024, Omnicom Finance Holdings plc, or OFH, a U.K.-based wholly owned subsidiary of Omnicom, issued €600 million 3.70% Senior Notes due 2032. The net proceeds from the issuance, after deducting the underwriting discount and offering expenses, were $643.1 million and were used for general corporate purposes, including working capital expenditures, acquisitions and repurchases of our common stock.
Our 2.45% Senior Notes due 2030, 4.20% Senior Notes due 2030, 2.60% Senior Notes due 2031 and 5.30% Senior Notes due 2034 are senior unsecured obligations of Omnicom that rank equal in right of payment with all existing and future unsecured senior indebtedness.
Omnicom and its wholly owned finance subsidiary, Omnicom Capital Inc., or OCI, are co-obligors under the 3.60% Senior Notes due 2026. These notes are a joint and several liability of Omnicom and OCI, and Omnicom unconditionally guarantees OCI’s obligations with respect to the notes. OCI provides funding for our operations by incurring debt and lending the proceeds to our operating subsidiaries. OCI’s assets primarily consist of cash and cash equivalents and intercompany loans made to our operating subsidiaries, and the related interest receivable. There are no restrictions on the ability of OCI or Omnicom to obtain funds from our subsidiaries through dividends, loans or advances. Such notes are senior unsecured obligations that rank equal in right of payment with all existing and future unsecured senior indebtedness.
Omnicom and OCI have, jointly and severally, fully and unconditionally guaranteed the obligations of OFH with respect to the €500 million 0.80% Senior Notes due 2027 and the €500 million 1.40% Senior Notes due 2031, and Omnicom has fully and unconditionally guaranteed the obligations of OFH with respect the €600 million 3.70% Senior Notes due 2032, collectively the Euro Notes. OFH’s assets consist of its investments in several wholly owned finance companies that function as treasury centers, providing funding for various operating companies in Europe, Australia and other countries in the Asia-Pacific region. The finance companies’ assets consist of cash and cash equivalents and intercompany loans that they make or have made to the operating companies in their respective regions and the related interest receivable. There are no restrictions on the ability of Omnicom, OCI or OFH to obtain funds from their subsidiaries through dividends, loans or advances. The Euro Notes and the related guarantees are senior unsecured obligations that rank equal in right of payment with all existing and future unsecured senior indebtedness of OFH and each of Omnicom and OCI, as applicable.
Omnicom has fully and unconditionally guaranteed the obligations of Omnicom Capital Holdings plc, or OCH, a U.K.-based wholly owned subsidiary of Omnicom, with respect to the £325 million 2.25% Senior Notes due 2033, or Sterling Notes. OCH’s assets consist of its investments in several wholly owned finance companies that function as treasury centers, providing funding for various operating companies in EMEA, Australia and other countries in the Asia-Pacific region. The finance companies’ assets consist of cash and cash equivalents and intercompany loans that they make or have made to the operating companies in their respective regions and the related interest receivable. There are no restrictions on the ability of Omnicom or OCH to obtain funds
from their subsidiaries through dividends, loans or advances. The Sterling Notes and the related guarantee are senior unsecured obligations that rank equal in right of payment with all existing and future unsecured senior indebtedness of OCH and Omnicom, respectively.
Long-term debt maturities at December 31, 2024:
2025$ 
20261,400.0 
2027520.3 
2028 
2029 
Thereafter4,152.7 
Long-Term Debt, Gross$6,073.0 
Interest Expense
Year Ended December 31,
202420232022
Long-term debt$194.9 $165.1 $164.7 
Fees4.4 4.8 4.6 
Pension and other interest50.3 50.5 35.8 
Interest rate and cross currency swaps(1.7)(1.9)3.5 
Interest Expense$247.9 $218.5 $208.6