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  The Special Committee of Independent Directors of MDC Partners Inc. (NASDAQ: MDCA)  ( MDC Partners or the Company ) today released the below letter in response to Indaba Capital Management, L.P. ( Indaba ) and the letter it sent on May 26, 2021 regarding the proposed business combination (the Proposed Transaction ) involving MDC Partners and Stagwell Media ( Stagwell ). Dear Mr. Schrier, We received your letter dated May 26, 2021, regarding the proposed business combination transaction between MDC Partners ( MDC ) and Stagwell Media ( Stagwell ). While we have appreciated our dialogue over the past months, frankly we are surprised that you continue to misunderstand our process, the negotiation history, the strategic rationale for the transaction and the significant value the transaction has, and we believe, will continue to create for MDC shareholders.

United statesMark pennCommittee of independent directorsUs exchangeGoldman sachsCommittee of the board directorsExchange commissionPartners incSpecial committeeIndependent directorsIndaba capital managementStagwell mediaSpecial committee was createdManaging partnerTransaction was negotiated over manyMany months