Item 2.02 Results of Operations and Financial Condition.
On April 28, 2020, Omnicom Group Inc.
(Omnicom or the Company) published an earnings release reporting its financial results for the three
months ended March 31, 2020. A copy of the earnings release is attached as Exhibit 99.1 hereto and is incorporated by reference
herein. Following the publication of the earnings release, Omnicom hosted an earnings call in which its financial results were
discussed. The investor presentation materials used for the call are attached as Exhibit 99.2 hereto and are incorporated by reference
herein.
On April 28, 2020, Omnicom posted the
materials attached as Exhibits 99.1 and 99.2 on its website (www.omnicomgroup.com).
Certain statements in the exhibits to this Current
Report on Form 8-K constitute forward-looking statements, including statements within the meaning of the Private Securities Litigation
Reform Act of 1995. In addition, from time to time, the Company or its representatives have made, or may make, forward-looking
statements, orally or in writing. These statements may discuss goals, intentions and expectations as to future plans, trends, events,
results of operations or financial condition, or otherwise, based on current beliefs of the Companys management as well
as assumptions made by, and information currently available to, the Companys management. Forward-looking statements may
be accompanied by words such as aim, anticipate, believe, plan, could,
should, would, estimate, expect, forecast, future,
guidance, intend, may, will, possible, potential,
predict, project or similar words, phrases or expressions. These forward-looking statements are subject
to various risks and uncertainties, many of which are outside the Companys control. Therefore, you should not place undue
reliance on such statements. Factors that could cause actual results to differ materially from those in the forward-looking statements
include: international, national or local economic conditions that could adversely affect the Company or its clients, including
those caused by the outbreak of coronavirus disease 2019 (COVID-19); losses on media purchases and production costs
incurred on behalf of clients; reductions in client spending, a slowdown in client payments and a deterioration in the credit markets;
the ability to attract new clients and retain existing clients in the manner anticipated; changes in client advertising, marketing
and corporate communications requirements; failure to manage potential conflicts of interest between or among clients; unanticipated
changes relating to competitive factors in the advertising, marketing and corporate communications industries; the ability to hire
and retain key personnel; currency exchange rate fluctuations; reliance on information technology systems; changes in legislation
or governmental regulations affecting the Company or its clients; risks associated with assumptions the Company makes in connection
with its critical accounting estimates and legal proceedings; and the Companys international operations, which are subject
to the risks of currency repatriation restrictions, social or political conditions and regulatory environment. The foregoing list
of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties that may
affect the Companys business, including those described in Item 1A, Risk Factors in Omnicom's most recent
Annual Report on Form 10-K and other documents filed from time to time with the Securities and Exchange Commission. Except as required
under applicable law, the Company does not assume any obligation to update these forward-looking statements.
The foregoing information (including the
exhibits hereto) is being furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange
Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference
in any filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.