UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
Current
Report Pursuant to Section 13
of
the
Securities Exchange Act of 1934
Date
of
Report (Date Earliest Event reported) — June 5, 2007 (June 1, 2007)
MDC
PARTNERS INC.
(Exact
name of registrant as specified in its charter)
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Canada
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001-13718
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98-0364441
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(Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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45
Hazelton Ave., Toronto, Ontario, Canada M5R 2E3
(Address
of principal executive offices and zip code)
(416)
960-9000
(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 (see General Instruction A.2. below):
| o |
Written communications pursuant to Rule 425 under
the
Securities Act (17 CFR 230.425) |
| o |
Soliciting material pursuant to Rule 14a−12 under the
Exchange Act (17 CFR 240.14a−12) |
| o |
Pre−commencement communications pursuant to Rule 14d−2(b)
under the Exchange Act (17 CFR 240.14d−2(b)) |
|
o
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Pre−commencement
communications pursuant to Rule 13e−4(c) under the Exchange Act (17 CFR
240.13e− 4(c))
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Item
5.02(b) Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.
On
June
1, 2007, the registrant’s Board of Directors voted to appoint Jeffrey Epstein as
a new director to the Board of Directors. Mr. Epstein has joined the
registrant’s Board as an independent director, and will serve as a member of the
Audit Committee, until the next election of directors at the registrant’s 2008
annual meeting of stockholders. There is no arrangement or understanding between
Mr. Epstein and any other person pursuant to which Mr. Epstein was appointed
as
a director of the registrant. On June 5, 2007, the registrant issued a press
release announcing the appointment of Mr. Epstein as a new director. A copy
of
the press release is attached as Exhibit 99.1 hereto.
By
letter
dated June 2, 2007, Francois Roy informed the Company of his decision to
resign
from the Company’s Board of Directors, effective as of June 30, 2007.
Mr.
Roy’s
decision to resign was not due to any disagreement on any matter relating
to MDC
Partners’ operations, policies or practices. Mr. Roy’s decision was due to his
full-time commitment as the newly-appointed Vice Principal (Administration
and
Finance) at McGill University. The Company expressed its appreciation for
Mr.
Roy’s contributions during his long tenure with the
Company.
Item
9.01. Financial Statements and Exhibits.
(c)
Exhibits. The filing exhibit is filed herewith:
| 99.1 |
Press
release dated as of June 5, 2007, relating to the announcement of
Mr.
Epstein’s appointment as a new
director.
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Signatures
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed by the undersigned hereunto duly
authorized.
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| Date: June
5,
2007 |
COMPANY
NAME CORPORATION |
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By: |
/s/ Mitchell
Gendel |
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Mitchell
Gendel |
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General
Counsel & Corporate Secretary
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