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Publicis Groupe Announces its Acquisition From Dentsu Inc. of 7,500,000 of its Own Shares in Order to Cancel Them

Monday, May 10, 2010 Press Release J E 4
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PARIS, May 10, 2010 Publicis Groupe announcesthat it purchased from Dentsu Inc. on May 10, 2010, in order to cancel them,a block of 7,500,000 of its own shares for a total price of EUR 217,500,000,or EUR 29 per share.

As provided in the original agreement, Dentsu Inc. has the possibility tosell a part of its shares provided it first notifies Mrs Elisabeth Badinter,who gave Publicis Groupe the benefit of her right of first offer.

The Supervisory Board met on Friday, May 7, 2010 and examined everyaspect of the Management Board's proposal, including the particularlytroubling condition of the financial markets. It concluded that theacquisition and cancellation of these shares within the framework of theshare buy-back program approved by the General Meeting of shareholders ofJune 9, 2009 were favorable to the Groupe and its shareholders as a whole. Itconsequently unanimously approved this transaction. The interested partiesdid not take part in the vote.

The transaction took place on Monday morning, May 10, before the openingof the Paris Stock Market and the shares were cancelled.

The purchase price is financed with available cash.

This transaction concerned the shares held in "excess" by Dentsu (i.e.above the threshold of 15% of voting rights) and did not change any of theagreements entered into on November 30, 2003 between Dentsu Inc. and PublicisGroupe, on the one hand, and Mrs Badinter, on the other hand, which remain inforce, as does the voting agreement between Mrs Badinter and Dentsu Inc. MrsBadinter and Dentsu Inc. will continue to hold more than one third of thevoting rights which can be voted at Publicis Groupe shareholder meetings. Asthese agreements limit Dentsu Inc. to 15% of voting rights, the transactionchanged neither the number of voting rights exercisable held by Dentsu Inc.nor the balance of the voting agreement. Dentsu Inc. continues to berepresented on the Supervisory Board of Publicis Groupe in the same manner.

About Publicis Groupe

Publicis Groupe [Euronext Paris: FR0000130577] is the world's thirdlargest communications group. In addition, it is ranked as the world's secondlargest media counsel and buying group, and is the first global network indigital and healthcare communications. With activities spanning 104 countrieson five continents, the Groupe employs approximately 45,000 professionals.Publicis Groupe offers local and international clients a complete range ofadvertising services through three global advertising networks, Leo Burnett,Publicis, Saatchi & Saatchi, and two multi-hub networks, Fallon and 49%-ownedBartle Bogle Hegarty. Media consultancy and buying is offered through the twofirst ranked worldwide networks, Starcom MediaVest Group and ZenithOptimedia;and interactive and digital marketing led by the two first ranked Digitas andRazorfish networks. Publicis Groupe launched VivaKi to leverage the combinedscale of the autonomous operations of Digitas, Denuo, Razorfish, StarcomMediaVest Group and ZenithOptimedia to develop new services, tools, and nextgeneration digital platforms. Publicis Groupe's specialized agencies andmarketing services offer healthcare communications with Publicis HealthcareCommunications Group (PHCG, the first network in healthcare communications),sustainability communications and multicultural communications. With MS&LGroup, the sixth PR and events network, Publicis Groupe expertise ranges fromcorporate and financial communications to public relations and publicaffairs, branding, social media marketing and events, sports marketing andevents.

Web site: http://www.publicisgroupe.com

SOURCE Publicis Groupe Services
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