8-K 1 v456808_8k.htm 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

Current Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report (Date Earliest Event reported) — January 18, 2017 (January 18, 2017)

MDC PARTNERS INC.

(Exact name of registrant as specified in its charter)

Canada (Jurisdiction of Incorporation) | 001-13718 (Commission File Number) | 98-0364441 (IRS Employer Identification No.)

745 Fifth Avenue, 19th Floor, New York, NY 10151
(Address of principal executive offices and zip code)

(646) 429-1800
(Registrant’s Telephone Number)

Check the appropriate box below if the Form 8−K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

| ☐ | Soliciting material pursuant to Rule 14a−12 under the Exchange Act (17 CFR 240.14a−12)

| ☐ | Pre−commencement communications pursuant to Rule 14d−2(b) under the Exchange Act (17 CFR 240.14d−2(b))

| ☐ | Pre−commencement communications pursuant to Rule 13e−4(c) under the Exchange Act (17 CFR 240.13e− 4(c))

| Item 8.01 | Other Events

On January 18, 2017, MDC Partners Inc. (the “Company”) announced that the Securities and Exchange Commission (the “SEC”) has entered an administrative Order concluding its investigation of the Company. The terms of the final SEC Order are consistent with the Company’s prior announcement, on November 8, 2016, disclosing that the Company had reached an agreement in principle with the Philadelphia Regional Office of the SEC.

A copy of the press release announcing the final SEC settlement order is furnished herewith as Exhibit 99.1.

| Item 9.01. | Financial Statements and Exhibits.

| (d) | Exhibits.

| 99.1 | Press release dated January 18, 2017.

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed by the undersigned hereunto duly authorized.

Date: January 18, 2017 |  | MDC Partners Inc.
|  | By: |  | /s/ Mitchell Gendel Mitchell Gendel, General Counsel

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