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Press Release

MDC Partners Reports Inducement Grant Under NASDAQ Listing Rule 5635(c)(4)

New York, NY, April 9, 2019 (NASDAQ: MDCA) – MDC Partners Inc. (the “Company”) announced today that it had granted an inducement award to Mark Penn in connection with Mr. Penn’s previously-announced appointment as the Company’s Chief Executive Officer.   Effective April 5, 2019, the Company granted to Mr. Penn 1,500,000 stock appreciation rights (the “SARs”) in respect of the Company’s Class A subordinate voting shares (“Class A Shares”), which will generally be settled in Class A Shares, with an exercise price equal to $2.19.  The SARs will become vested and exercisable in full in three equal installments on each of the first three (3) anniversaries of March 18, 2019, subject to Mr. Penn’s continued employment with the Company through each vesting date. The SARs will expire on the fifth anniversary of Mr. Penn’s employment commencement date to the extent not exercised, and will be subject to accelerated vesting upon (i) death or disability, (ii) termination of employment without “Cause” or with “Good Reason,” or (iii) a change in control of the Company. The Company granted this award as a material inducement to Mr. Penn’s employment with the Company in accordance with NASDAQ Listing Rule 5635(c)(4).

About MDC Partners Inc.
MDC Partners is one of the fastest-growing and most influential marketing and communications networks in the world.  Its 50+ advertising, public relations, branding, digital, social and event marketing agencies are responsible for some of the most memorable and engaging campaigns for the world’s most respected brands.  As “The Place Where Great Talent Lives,” MDC Partners is known for its unique partnership model, empowering the most entrepreneurial and innovative talent to drive competitive advantage and business growth for clients.  By leveraging technology, data analytics, insights, and strategic consulting solutions, MDC Partners drives measurable results and optimizes return on marketing investment for over 1,700 clients worldwide.  For more information about MDC Partners and its partner firms, visit www.mdc-partners.com and follow us on Twitter: http://www.twitter.com/mdcpartners.

Alexandra Delanghe
Chief Communications Officer