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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
Current Report Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported) February 29, 1996
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True North Communications Inc.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
1-5029 36-1088161
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(Commission File Number) (I.R.S. Employer Identification No.)
101 East Erie Street, Chicago, IL 60611-2897
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(Address of Principal Executive Offices) (Zip Code)
(312) 751-7000
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(Registrant's Telephone Number, Including Area Code)
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(Former Name or Former Address, if Changed Since Last Report)
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Item 5. Other Events.
On February 29, 1996 the Registrant issued a release regarding
Publicis Communication in the form attached to this Report as an Exhibit.
Item 7. Financial Statements and Exhibits.
(c) Exhibits. Press release dated February 29, 1996 responsive to
Regulation S-K, Item 601, Exhibit table Item (99).
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
TRUE NORTH COMMUNICATIONS INC.
Date: February 29, 1996 By /s/ John J. Rezich
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John J. Rezich
Controller
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Exhibit Index
The following Exhibits are filed herewith:
Exhibit Description
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99.1 Press release issued by Registrant on February 29, 1996
with respect to Publicis Communication.
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[LOGO AND LETTERHEAD OF TRUE NORTH COMMUNICATIONS INC.] Exhibit 99.1
Date: February 29, 1996
Contact: Owen Dougherty: 312/751-7789 NEWS
FOR IMMEDIATE RELEASE
TRUE NORTH AGREES TO CONTINUE NEGOTIATIONS WITH
PUBLICIS AFTER TERMINATION OF THEIR GLOBAL ALLIANCE
True North Announces Separately It Is Exploring an IPO for Its
TN Technologies Subsidiary
Chicago -- True North Communications Inc. (NYSE:TNO) today announced that it is
continuing negotiations with Publicis Communication aimed at forging a new
arrangement between the two companies. As previously reported, today is the date
the Publicis notice terminating the original global alliance agreements between
the two companies takes effect. While in no way giving up its rights or
consenting to this action, True North has concluded that it must view this
termination as taking effect and being final.
The old alliance agreements that are terminated today, among other things,
contractually bound each company to work with the other on a worldwide basis.
This termination frees both True North and Publicis to pursue their own separate
courses and to do what they view as right for their respective clients and
shareholders, including links with other strategic partners.
The termination of the agreements does not alter the status that Publicis and
True North have as shareholders in each other or their respective 51% and 49%
ownership in the very successful Publicis.FCB European joint venture. True North
Chairman and CEO Bruce Mason, said "We have been very pleased with the results
of our joint venture with Publicis in Europe under the management of Maurice
Levy."
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2/TRUE NORTH AGREES TO CONTINUE NEGOTIATIONS WITH
PUBLICIS AFTER TERMINATION OF THEIR GLOBAL ALLIANCE
True North Announces Separately It Is Exploring an IPO for Its
TN Technologies Subsidiary
Management of both companies remain committed to serving each other's clients
around the world.
True North intends to continue to honor the confidentiality agreement it had
with Publicis that prevents public discussion of the details of their
negotiations.
Among other things, this termination frees True North to explore opportunities
that it feels can potentially build increased shareholder value through its own
separate True North architecture. In that regard, True North separately
announced today that it was retaining investment banking advisors to help
explore the advisability of an initial public offering for its TN Technologies
Inc. subsidiary.
TN Technologies is a digital marketing services company specializing in the full
range of emerging interactive media applications for its clients. It already has
operations in New York, Chicago, Los Angeles, San Francisco, Miami, Toronto and
Hong Kong. Any such offering would be made only by means of a prospectus.
"We are taking a serious look at this possibility," said Mason, "but we clearly
want to emphasize that we have not made any final decision regarding the
advisability of a TN Technologies IPO."
True North Communications Inc. is one of the largest global communications
companies, with operations in 57 countries, and billings in excess of $7 billion
including its joint venture Publicis.FCB Europe. Through its many agency brands,
it specializes in advertising, direct marketing, sales promotion, programming
content and directory advertising services. In recent years it has offered an
expanding array of services, including content development, in interactive media
for many of its clients.
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