Stagwell (STGW) 8-K Results of Operations and Financial Condition

SCHEDULE 1

MDC PARTNERS INC.

RECONCILIATION OF OPERATING INCOME TO EBITDA*

(US$ in 000s)

For the Three Months Ended September 30, 2009

	Total
Revenue	$	134,625
Operating Income as Reported	$	10,182
Add:
Depreciation and amortization		7,514
Stock-based compensation		2,231
EBITDA *		19,927
margin		14.8	%
Less:  Net income attributable to noncontrolling interests		(2,204	)
MDC's Share of EBITDA**	$	17,723

* EBITDA is a non-GAAP measure, but as shown above it represents operating income plus depreciation and amortization,and stock-based compensation.

** MDC's Share of EBITDA is a non-GAAP measure, but as shown above it represents operating income plus depreciationand amortization and stock-based compensation less net income attributable to noncontrolling interests.

MDC PARTNERS INC.

RECONCILIATION OF OPERATING INCOME TO EBITDA*

(US$ in 000s)

For the Three Months Ended September 30, 2008

	Total
Revenue	$	142,089
Operating Income as Reported	$	8,239
Add:
Depreciation and amortization		7,428
Stock-based compensation		1,829
EBITDA*		17,496
margin		12.3	%
Less:  Net income attributable to noncontrolling interests		(1,366	)
MDC's Share of EBITDA**	$	16,130

* EBITDA is a non-GAAP measure, but as shown above it represents operating income plus depreciation and amortization,and stock-based compensation.

** MDC's Share of EBITDA is a non-GAAP measure, but as shown above it represents operating income plus depreciationand amortization and stock-based compensation less net income attributable to noncontrolling interests.

SCHEDULE 2

MDC PARTNERS INC.

RECONCILIATION OF OPERATING INCOME TO EBITDA*

(US$ in 000s)

For the Nine Months Ended September 30, 2009

	Total
Revenue	$	396,246
Operating Income as Reported	$	21,165
Add:
Depreciation and amortization		22,711
Stock-based compensation		6,173
EBITDA *		50,049
Margin		12.6	%
Less:  Net income attributable to noncontrolling interests		(3,569	)
MDC's Share of EBITDA**	$	46,480

* EBITDA is a non-GAAP measure, but as shown above it represents operating income plus depreciation and amortization,and stock-based compensation.

** MDC's Share of EBITDA is a non-GAAP measure, but as shown above it represents operating income plus depreciationand amortization and stock-based compensation less net income attributable to noncontrolling interests.

MDC PARTNERS INC.

RECONCILIATION OF OPERATING INCOME TO EBITDA*

(US$ in 000s)

For the Nine Months Ended September 30, 2008

	Total
Revenue	$	439,940
Operating Income as Reported	$	18,987
Add:
Depreciation and amortization		25,789
Stock-based compensation		5,690
EBITDA*		50,466
margin		11.5	%
Less:  Net income attributable to noncontrolling interests		(6,533	)
MDC's Share of EBITDA**	$	43,933

* EBITDA is a non-GAAP measure, but as shown above it represents operating income plus depreciation and amortization,and stock-based compensation.

** MDC's Share of EBITDA is a non-GAAP measure, but as shown above it represents operating income plus depreciationand amortization and stock-based compensation less net income attributable to noncontrolling interests.

SCHEDULE 3

MDC PARTNERS INC.

FREE CASH FLOW

(US$ in 000s)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2009			2008			2009			2008
MDC EBITDA	$	17,723		$	16,130		$	46,480		$	43,933
Capital Expenditures		(1,201	)		(1,842	)		(3,288	)		(10,434	)
Cash Taxes		(85	)		(63	)		(487	)		(939	)
Cash Interest, net & Other		(2,620	)		(2,163	)		(8,204	)		(8,856	)
Free Cash Flow	$	13,817		$	12,062		$	34,501		$	23,704

SCHEDULE 4

MDC PARTNERS INC.

Organic Growth

(US$ in 000s)

	Revenue
	$			%
Quarter ended September 30, 2008	$	142,089		-
Organic		(6,251	)	-4.4	%
Foreign exchange impact		(1,213	)	-0.9	%
Quarter ended September 30, 2009	$	134,625		-5.3	%

	Revenue
	$			%
Nine months ended September 30, 2008	$	439,940		-
Organic		(34,719	)	-7.9	%
Foreign exchange impact		(8,975	)	-2.0	%
Nine months ended September 30, 2009	$	396,246		-9.9	%