MWW / Monster Worldwide, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

MWW / Monster Worldwide, Inc. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 dfs675.htm SCHEDULE 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* MONSTER WORLDWIDE INC (Name of Issuer) Common Stock (Title of Class of Securities) 611742107 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to design

Monster Announces Expiration and Final Results of Tender Offer for its 3.50% Convertible Senior Notes due 2019

EX-99.(a)(5)(ii) Exhibit (a)(5)(ii) FOR IMMEDIATE RELEASE Monster Announces Expiration and Final Results of Tender Offer for its 3.50% Convertible Senior Notes due 2019 WESTON, Mass., December 5, 2016 — Monster Worldwide, Inc. today announced the final results of its offer to repurchase (the “Repurchase Offer”) any and all of its outstanding 3.50% Convertible Senior Notes due 2019 (the “Notes”), w

Monster Worldwide SC TO-I/A

SC TO-I/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) Monster Worldwide, Inc. (Name of Subject Company and Filing Person (Issuer)) Jay P. Ferguson, Jr. Chief Legal Officer Randstad North America, Inc. 3625 Cumberland Blvd., Suite

Monster Announces a Premium for Participation in its Fundamental Change Repurchase Offer for its 3.50% Convertible Senior Notes due 2019

EX-99.A.5.I Exhibit (a)(5)(i) FOR IMMEDIATE RELEASE Monster Announces a Premium for Participation in its Fundamental Change Repurchase Offer for its 3.50% Convertible Senior Notes due 2019 WESTON, Mass., November 17, 2016 ? Monster Worldwide, Inc. today announced that, in connection with its offer to repurchase (the ?Repurchase Offer?), at the option of each holder, any and all of its outstanding

Monster Worldwide SC TO-I/A

SC TO-I/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No.

Monster Worldwide 15-12B

15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-34209 MONSTER WORLDWIDE, INC. (Exact name of registrant as specif

Monster Worldwide SC TO-I

SC TO-I UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 Monster Worldwide, Inc. (Name of Subject Company and Filing Person (Issuer)) Jay P. Ferguson, Jr. Chief Legal Officer Randstad North America, Inc. 3625 Cumberland Blvd., Suite 600 Atlanta, GA 3033

Monster Announces Fundamental Change and Offer to Repurchase its 3.50% Convertible Senior Notes due 2019

Exhibit (a)(5) Exhibit (a)(5) FOR IMMEDIATE RELEASE Monster Announces Fundamental Change and Offer to Repurchase its 3.

Monster Worldwide, Inc. FUNDAMENTAL CHANGE COMPANY NOTICE, MAKE-WHOLE FUNDAMENTAL CHANGE COMPANY NOTICE, NOTICE OF ENTRY INTO SUPPLEMENTAL INDENTURE AND OFFER TO REPURCHASE FOR CASH ANY AND ALL OF THE OUTSTANDING 3.50% CONVERTIBLE SENIOR NOTES DUE 20

Exhibit (a)(1) Exhibit (a)(1) Monster Worldwide, Inc. FUNDAMENTAL CHANGE COMPANY NOTICE, MAKE-WHOLE FUNDAMENTAL CHANGE COMPANY NOTICE, NOTICE OF ENTRY INTO SUPPLEMENTAL INDENTURE AND OFFER TO REPURCHASE FOR CASH ANY AND ALL OF THE OUTSTANDING 3.50% CONVERTIBLE SENIOR NOTES DUE 2019 (CUSIP NO. 611742AB3) Reference is made to that certain Indenture, dated as of October 22, 2014, by and between Monst

Monster Worldwide POS AM

As filed with the Securities and Exchange Commission on November 1, 2016 Registration No.

Monster Worldwide POS AM

POS AM As filed with the Securities and Exchange Commission on November 1, 2016 Registration No.

Monster Worldwide POS AM

POS AM As filed with the Securities and Exchange Commission on November 1, 2016 Registration No.

Monster Worldwide POS AM

POS AM As filed with the Securities and Exchange Commission on November 1, 2016 Registration No.

Monster Worldwide POS AM

POS AM As filed with the Securities and Exchange Commission on November 1, 2016 Registration No.

Monster Worldwide POS AM

POS AM As filed with the Securities and Exchange Commission on November 1, 2016 Registration No.

Monster Worldwide POS AM

POS AM As filed with the Securities and Exchange Commission on November 1, 2016 Registration No.

Monster Worldwide POS AM

POS AM 1 d269696dposam.htm POS AM As filed with the Securities and Exchange Commission on November 1, 2016 Registration No. 333-124134 Registration No. 333-119631 Registration No. 333-116004 Registration No. 333-115007 Registration No. 333-71062 Registration No. 333-96101 Registration No. 333-88193 Registration No. 333-83131 Registration No. 333-75031 Registration No. 333-70795 Registration No. 33

Monster Worldwide POS AM

POS AM As filed with the Securities and Exchange Commission on November 1, 2016 Registration No.

Monster Worldwide S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on November 1, 2016 Registration No.

Monster Worldwide S-8 POS

S-8 POS 1 d270467ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on November 1, 2016 Registration No. 333-201059 Registration No. 333-175606 Registration No. 333-160196 Registration No. 333-151430 Registration No. 333- 131899 Registration No. 333- 81843 Registration No. 333- 63631 Registration No. 333-50699 Registration No. 333-18937 Registration No. 333-17743 UNITED STATES

Monster Worldwide POS AM

POS AM As filed with the Securities and Exchange Commission on November 1, 2016 Registration No.

Monster Worldwide POS AM

POS AM As filed with the Securities and Exchange Commission on November 1, 2016 Registration No.

Monster Worldwide S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on November 1, 2016 Registration No.

Monster Worldwide S-8 POS

S-8 POS 1 d270467ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on November 1, 2016 Registration No. 333-201059 Registration No. 333-175606 Registration No. 333-160196 Registration No. 333-151430 Registration No. 333- 131899 Registration No. 333- 81843 Registration No. 333- 63631 Registration No. 333-50699 Registration No. 333-18937 Registration No. 333-17743 UNITED STATES

Monster Worldwide S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on November 1, 2016 Registration No.

Monster Worldwide S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on November 1, 2016 Registration No.

Monster Worldwide POS AM

POS AM 1 d269696dposam.htm POS AM As filed with the Securities and Exchange Commission on November 1, 2016 Registration No. 333-124134 Registration No. 333-119631 Registration No. 333-116004 Registration No. 333-115007 Registration No. 333-71062 Registration No. 333-96101 Registration No. 333-88193 Registration No. 333-83131 Registration No. 333-75031 Registration No. 333-70795 Registration No. 33

Monster Worldwide POS AM

POS AM As filed with the Securities and Exchange Commission on November 1, 2016 Registration No.

Monster Worldwide S-8 POS

As filed with the Securities and Exchange Commission on November 1, 2016 Registration No.

Monster Worldwide S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on November 1, 2016 Registration No.

Monster Worldwide POS AM

POS AM As filed with the Securities and Exchange Commission on November 1, 2016 Registration No.

Monster Worldwide S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on November 1, 2016 Registration No.

Monster Worldwide POS AM

POS AM As filed with the Securities and Exchange Commission on November 1, 2016 Registration No.

Monster Worldwide S-8 POS

S-8 POS 1 d270467ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on November 1, 2016 Registration No. 333-201059 Registration No. 333-175606 Registration No. 333-160196 Registration No. 333-151430 Registration No. 333- 131899 Registration No. 333- 81843 Registration No. 333- 63631 Registration No. 333-50699 Registration No. 333-18937 Registration No. 333-17743 UNITED STATES

Monster Worldwide POS AM

POS AM As filed with the Securities and Exchange Commission on November 1, 2016 Registration No.

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement, Completion of Acquisition or Disposition of Assets

8-K 1 d279397d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): October 31, 2016 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other jurisdictio

FIRST SUPPLEMENTAL INDENTURE dated as of October 31, 2016 by and among Monster Worldwide, Inc., Wilmington Trust, National Association, as Trustee 3.50% Convertible Senior Notes due 2019

EX-4.1 4 d279397dex41.htm EX-4.1 Exhibit 4.1 EXECUTION VERSION FIRST SUPPLEMENTAL INDENTURE dated as of October 31, 2016 by and among Monster Worldwide, Inc., and Wilmington Trust, National Association, as Trustee 3.50% Convertible Senior Notes due 2019 THIS FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), entered into as of October 31, 2016, by and between Monster Worldwide, Inc., a

Randstad Completes Acquisition of Monster Worldwide to Accelerate its Digital Human Resources Strategy

EX-99.1 5 d279397dex991.htm EX-99.1 Exhibit 99.1 Randstad Completes Acquisition of Monster Worldwide to Accelerate its Digital Human Resources Strategy DIEMEN, THE NETHERLANDS and WESTON, MASS. – November 1, 2016 – Randstad Holding nv (AMS: RAND), a leading human resources services provider, announced today that it has completed its acquisition of Monster Worldwide, Inc. (NYSE: MWW) for approximat

AMENDED AND RESTATED BYLAWS MONSTER WORLDWIDE, INC. (Amended and Restated as of November 1, 2016) ARTICLE I Meetings of Stockholders

EX-3.2 3 d279397dex32.htm EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF MONSTER WORLDWIDE, INC. (Amended and Restated as of November 1, 2016) ARTICLE I Meetings of Stockholders Section 1.1. Annual Meetings. If required by applicable law, an annual meeting of stockholders shall be held for the election of directors at such date, time and place, if any, either within or without the State of Dela

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION MONSTER WORLDWIDE, INC.

EX-3.1 2 d279397dex31.htm EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF MONSTER WORLDWIDE, INC. FIRST. The name of the corporation (the “Corporation”) is Monster Worldwide, Inc. SECOND. The address of the Corporation’s registered office in the State of Delaware is 2711 Centerville Road, Suite 400, Wilmington, Delaware 19808. The name of its registered agent at such addres

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on November 14, 2016, pursuant to the provisions of Rule 12d2-2 (a).

Monster Worldwide AMENDMENT NO. 1 TO SCHEDULE TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 1) MONSTER WORLDWIDE, INC. (Names of Subject Company (Issuer)) STRATEGIC INVESTMENT OPPORTUNITIES LLC (Name of Filing Persons (Offeror)) MEDIANEWS GROUP, INC. MNG ENTERPRISES, INC. (Names of Filing Person

Monster Worldwide 10-Q (Quarterly Report)

10-Q 1 mww10q-9302016.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2016 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM to C

RANDSTAD SUCCESSFULLY COMPLETES TENDER OFFER TO ACQUIRE MONSTER WORLDWIDE

EX-99.1 Exhibit 99.1 RANDSTAD SUCCESSFULLY COMPLETES TENDER OFFER TO ACQUIRE MONSTER WORLDWIDE DIEMEN, THE NETHERLANDS and WESTON, Mass. ? October 31, 2016 ? Randstad North America, Inc., a wholly-owned subsidiary of Randstad Holding nv (AMS: RAND), announced today that its wholly-owned subsidiary, Merlin Global Acquisition, Inc., has successfully completed its tender offer to acquire any and all

Current Report

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): October 31, 2016 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other jurisdiction of incorporation) (

RANDSTAD SUCCESSFULLY COMPLETES TENDER OFFER TO ACQUIRE MONSTER WORLDWIDE

EX-99.(A)(5)(XXVIII) 2 d263185dex99a5xxviii.htm EXHIBIT (A)(5)(XXVIII) Exhibit (a)(5)(xxviii) RANDSTAD SUCCESSFULLY COMPLETES TENDER OFFER TO ACQUIRE MONSTER WORLDWIDE DIEMEN, THE NETHERLANDS and WESTON, Mass. – October 31, 2016 – Randstad North America, Inc., a wholly-owned subsidiary of Randstad Holding nv (AMS: RAND), announced today that its wholly-owned subsidiary, Merlin Global Acquisition,

Monster Worldwide SC 14D-9/A

SC 14D-9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 12) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Monster Worldwide, Inc. (Name of Subject Company) Monster Worldwide, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 6

RANDSTAD SUCCESSFULLY COMPLETES TENDER OFFER TO ACQUIRE MONSTER WORLDWIDE

Exhibit (a)(5)(K) Exhibit (a)(5)(K) RANDSTAD SUCCESSFULLY COMPLETES TENDER OFFER TO ACQUIRE MONSTER WORLDWIDE DIEMEN, THE NETHERLANDS and WESTON, Mass.

Monster Worldwide SC TO-T/A

SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 6) Monster Worldwide, Inc. (Name of Subject Company (Issuer)) Merlin Global Acquisition, Inc. (Offeror) a wholly-owned subsidiary of Randstad North America, Inc. (Parent of Offero

October 31, 2016

Exhibit Exhibit 15.1 October 31, 2016 Securities and Exchange Commission 450 Fifth Street N.W. Washington, D.C. 20549 We are aware that Monster Worldwide, Inc. has incorporated by reference in its Registration Statement on Form S-8 (Nos. 333-81843, 333-63631, 333-50699, 333-18937, 333-131899, 333-151430, 333-160196, 333-175606 and 333-201059) our report dated October 31, 2016, relating to the Comp

EX-99.1

EX-99.1 2 attachment1.htm EX-99.1 DOCUMENT Exhibit 99.1 Form 3 Joint Filer Information Name: MNG Investment Holdings LLC Address: 101 W. Colfax Avenue Suite 1100 Denver, CO 80202 Date of Event Requiring Statement: 10/20/16 Name: Strategic Investment Opportunities LLC Address: 101 W. Colfax Avenue Suite 1100 Denver, CO 80202 Date of Event Requiring Statement: 10/20/16

Monster Worldwide SC 14D9

SC 14D9 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Monster Worldwide Rejects MediaNews Group’s Partial Tender Offer European Commission Clearance Received for Randstad Transaction; All Regulatory Approvals Now Received Continues to Recommend that Stockholders Tender into Randstad Transaction, Which O

EX-99.(a)(5)(iii) Exhibit (a)(5)(iii) Monster Worldwide Rejects MediaNews Group?s Partial Tender Offer European Commission Clearance Received for Randstad Transaction; All Regulatory Approvals Now Received Continues to Recommend that Stockholders Tender into Randstad Transaction, Which Offers Monster Stockholders $3.40 Per Share All-Cash Premium Offer for All of Their Shares WESTON, Mass., October

RANDSTAD RECEIVES EUROPEAN COMMISSION APPROVAL FOR ACQUISITION OF MONSTER WORLDWIDE RANDSTAD CONFIRMS THAT ITS OFFER WILL NOT BE INCREASED AND THE OFFER PRICE OF $3.40 IS FULL AND FINAL

EX-99.(A)(5)(J) 2 d255008dex99a5j.htm EXHIBIT (A)(5)(J) Exhibit (a)(5)(J) RANDSTAD RECEIVES EUROPEAN COMMISSION APPROVAL FOR ACQUISITION OF MONSTER WORLDWIDE RANDSTAD CONFIRMS THAT ITS OFFER WILL NOT BE INCREASED AND THE OFFER PRICE OF $3.40 IS FULL AND FINAL DIEMEN, THE NETHERLANDS – October 26, 2016 – Randstad Holding nv (AMS: RAND) announced today that it has received merger control clearance f

Monster Worldwide SC TO-T/A

SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 5) Monster Worldwide, Inc. (Name of Subject Company (Issuer)) Merlin Global Acquisition, Inc. (Offeror) a wholly-owned subsidiary of Randstad North America, Inc. (Parent of Offero

Monster Worldwide DEFA14A

DEFA14A 1 d278958ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Prox

Monster Worldwide SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 11) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Monster Worldwide, Inc. (Name of Subject Company) Monster Worldwide, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 61

Monster Worldwide Rejects MediaNews Group’s Partial Tender Offer European Commission Clearance Received for Randstad Transaction; All Regulatory Approvals Now Received Continues to Recommend that Stockholders Tender into Randstad Transaction, Which O

EX-99.(a)(5)(xxvii) Exhibit (a)(5)(xxvii) Monster Worldwide Rejects MediaNews Group?s Partial Tender Offer European Commission Clearance Received for Randstad Transaction; All Regulatory Approvals Now Received Continues to Recommend that Stockholders Tender into Randstad Transaction, Which Offers Monster Stockholders $3.40 Per Share All-Cash Premium Offer for All of Their Shares WESTON, Mass., Oct

Monster Worldwide Rejects MediaNews Group’s Partial Tender Offer European Commission Clearance Received for Randstad Transaction; All Regulatory Approvals Now Received Continues to Recommend that Stockholders Tender into Randstad Transaction, Which O

EX-99.1 Exhibit 99.1 Monster Worldwide Rejects MediaNews Group?s Partial Tender Offer European Commission Clearance Received for Randstad Transaction; All Regulatory Approvals Now Received Continues to Recommend that Stockholders Tender into Randstad Transaction, Which Offers Monster Stockholders $3.40 Per Share All-Cash Premium Offer for All of Their Shares WESTON, Mass., October 26, 2016 ? Monst

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): October 26, 2016 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other jurisdiction of incorporation) (Commissio

Offer to Purchase for Cash Up to 8,925,815 Shares of Common Stock of MONSTER WORLDWIDE, INC. at $3.70 NET PER SHARE by STRATEGIC INVESTMENT OPPORTUNITIES LLC an affiliate of MEDIANEWS GROUP, INC.

EX-99.(A)(1)(C) 4 t1602514-exa1c.htm LETTER TO BROKERS  EXHIBIT (a)(1)(C) Offer to Purchase for Cash Up to 8,925,815 Shares of Common Stock of MONSTER WORLDWIDE, INC. at $3.70 NET PER SHARE by STRATEGIC INVESTMENT OPPORTUNITIES LLC an affiliate of MEDIANEWS GROUP, INC. THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON WEDNESDAY, NOVEMBER 23, 2016, UNLESS THE OFFER IS

MediaNews Group Commences Partial Tender Offer for Shares of Monster Common Stock

EX-99.(A)(1)(G) 8 t1602514-exa1g.htm PRESS RELEASE Exhibit (a)(1)(G) MediaNews Group Commences Partial Tender Offer for Shares of Monster Common Stock DENVER, CO—(Marketwired – October 25, 2016) — MediaNews Group, Inc. (“MNG”) today announced that through its affiliate, Strategic Investment Opportunities LLC (the “Purchaser”), it has commenced its previously announced tender offer to purchase up t

MediaNews Group Files Definitive Consent Solicitation Materials, Announces Cash Tender Offer and Releases Shareholder Presentation at www.revitalizemonster.com

EX-99.(A)(1)(F) 7 t1602514exa-1f.htm PRESS RELEASE EXHIBIT (a)(1)(F) MediaNews Group Files Definitive Consent Solicitation Materials, Announces Cash Tender Offer and Releases Shareholder Presentation at www.revitalizemonster.com DENVER, CO—(Marketwired – October 21, 2016) - MediaNews Group, Inc. (“MNG”), the largest shareholder of Monster Worldwide, Inc. (NYSE: MWW) (“Monster” or the “Company”), w

Offer to Purchase for Cash Up to 8,925,815 Shares of Common Stock of MONSTER WORLDWIDE, INC. at $3.70 NET PER SHARE by STRATEGIC INVESTMENT OPPORTUNITIES LLC an affiliate of MEDIANEWS GROUP, INC.

t1602514-sctoDIV04-exa1d - none - 1.5331533s  EXHIBIT (a)(1)(D) Offer to Purchase for Cash Up to 8,925,815 Shares of Common Stock of MONSTER WORLDWIDE, INC. at $3.70 NET PER SHARE by STRATEGIC INVESTMENT OPPORTUNITIES LLC an affiliate of MEDIANEWS GROUP, INC. THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON WEDNESDAY, NOVEMBER 23, 2016, UNLESS THE OFFER IS EXTENDED.

Offer to Purchase for Cash Up to 8,925,815 Shares of Common Stock of MONSTER WORLDWIDE, INC. at $3.70 NET PER SHARE by STRATEGIC INVESTMENT OPPORTUNITIES LLC an affiliate of MEDIANEWS GROUP, INC.

t1602514-sctoDIV01-exa1a - none - 2.480248s TABLE OF CONTENTS ?EXHIBIT (a)(1)(A)? Offer to Purchase for Cash Up to 8,925,815 Shares of Common Stock of MONSTER WORLDWIDE, INC. ? at $3.70 NET PER SHARE by STRATEGIC INVESTMENT OPPORTUNITIES LLC ? an affiliate of MEDIANEWS GROUP, INC. ? ? ? THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON WEDNESDAY, NOVEMBER 23, 2016, U

Notice of Offer to Purchase for Cash up to 8,925,815 Shares of Common Stock MONSTER WORLDWIDE, INC. $3.70 NET PER SHARE pursuant to the Offer to Purchase dated October 25, 2016 STRATEGIC INVESTMENT OPPORTUNITIES LLC an affiliate of MEDIANEWS GROUP, I

EX-99.(A)(1)(E) 6 t1602514exa-1e.htm SUMMARY ADVERTISEMENT Exhibit (a)(1)(E) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below). The Offer (as defined below) is made solely pursuant to the Offer to Purchase dated October 25, 2016 and the related Letter of Transmittal and any amendments or supplements thereto, and is being made to all

LETTER OF TRANSMITTAL To Tender Shares of Common Stock of MONSTER WORLDWIDE, INC. at $3.70 NET PER SHARE Pursuant to the Offer to Purchase dated October 25, 2016 by STRATEGIC INVESTMENT OPPORTUNITIES LLC an affiliate of MEDIANEWS GROUP, INC.

EX-99.(A)(1)(B) 3 t1602514-exa1b.htm LETTER OF TRANSMITTAL  EXHIBIT (a)(1)(B) LETTER OF TRANSMITTAL To Tender Shares of Common Stock of MONSTER WORLDWIDE, INC. at $3.70 NET PER SHARE Pursuant to the Offer to Purchase dated October 25, 2016 by STRATEGIC INVESTMENT OPPORTUNITIES LLC an affiliate of MEDIANEWS GROUP, INC. THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON

Monster Worldwide SCHEDULE TO

SC TO-T 1 t1602514-scto.htm SCHEDULE TO UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 MONSTER WORLDWIDE, INC. (Names of Subject Company (Issuer)) STRATEGIC INVESTMENT OPPORTUNITIES LLC (Name of Filing Persons (Offeror)) MEDIANEWS GROUP, INC. MNG ENTERPRISES, INC. (

Monster Worldwide, Inc. Investor Presentation OCTOBER 24, 2016 CONFIDENTIAL DRAFT

EX-99.1 Exhibit 99.1 Monster Worldwide, Inc. Investor Presentation OCTOBER 24, 2016 CONFIDENTIAL DRAFT Cautionary Statement Regarding Forward-Looking Statements Statements in the presentation regarding MediaNews Group, Inc.’s (“MNG”) proposed partial tender offer for 10% of the common stock of Monster Worldwide, Inc. (“Monster”), MNG’s consent solicitation, Monster’s planned transaction with Rands

Current Report

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): October 24, 2016 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other jurisdiction of incorporation) (

Monster Worldwide SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 10) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Monster Worldwide, Inc. (Name of Subject Company) Monster Worldwide, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 61

Monster Worldwide, Inc. Investor Presentation OCTOBER 24, 2016 CONFIDENTIAL DRAFT

Exhibit (a)(5)(xxvi) Exhibit (a)(5)(xxvi) Monster Worldwide, Inc. Investor Presentation OCTOBER 24, 2016 CONFIDENTIAL DRAFT Cautionary Statement Regarding Forward-Looking Statements Statements in the presentation regarding MediaNews Group, Inc.?s (?MNG?) proposed partial tender offer for 10% of the common stock of Monster Worldwide, Inc. (?Monster?), MNG?s consent solicitation, Monster?s planned t

Monster Worldwide DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Pro

MWW / Monster Worldwide, Inc. / MEDIANEWS GROUP INC - MEDIANEWS GROUP INC Activist Investment

SC 13D/A 1 p16-2007sc13da.htm MEDIANEWS GROUP INC SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Amendment No. 3)* Under the Securities Exchange Act of 1934 Monster Worldwide, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 611742107 (CUSIP Number) Marshall Anstandig MediaNews Group, Inc. 101 W. Colfax Avenue, Suite 1100 Denv

Monster Worldwide MONSTER WORLDWIDE, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 Monster Worldwide, Inc. (Name of Subject Company) MediaNews Group, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.001 per share (Title of Class of Securities) 611742107 (CUSIP Number of Class of Secu

MONSTER WORLDWIDE COMMENTS ON MEDIANEWS GROUP’S LETTER AND PRESENTATION Cautions Monster Stockholders Not to Be Confused by MNG’s Possible Tender Offer for Only 10% Of Shares Based Upon the Price of Monster’s Shares Before the Announcement of the Ran

EX-99.(a)(5)(xxv) Exhibit (a)(5)(xxv) MONSTER WORLDWIDE COMMENTS ON MEDIANEWS GROUP?S LETTER AND PRESENTATION Cautions Monster Stockholders Not to Be Confused by MNG?s Possible Tender Offer for Only 10% Of Shares Based Upon the Price of Monster?s Shares Before the Announcement of the Randstad Transaction, the Blended Value of MNG?s Offer Would Be Far Less than Randstad?s All-Cash Offer of $3.40 Pe

Monster Worldwide SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 9) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Monster Worldwide, Inc. (Name of Subject Company) Monster Worldwide, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 611

Monster Worldwide MONSTER WORLDWIDE, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9/A (Amendment No. 4) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Monster Worldwide, Inc. (Name of Subject Company) MediaNews Group, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.001 per share (Title of Class of Securities) 611742107 (CUS

Monster Worldwide DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

Current Report

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): October 21, 2016 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other jurisdiction of incorporation) (

MONSTER WORLDWIDE COMMENTS ON MEDIANEWS GROUP’S LETTER AND PRESENTATION Cautions Monster Stockholders Not to Be Confused by MNG’s Possible Tender Offer for Only 10% Of Shares Based Upon the Price of Monster’s Shares Before the Announcement of the Ran

EX-99.1 Exhibit 99.1 MONSTER WORLDWIDE COMMENTS ON MEDIANEWS GROUP?S LETTER AND PRESENTATION Cautions Monster Stockholders Not to Be Confused by MNG?s Possible Tender Offer for Only 10% Of Shares Based Upon the Price of Monster?s Shares Before the Announcement of the Randstad Transaction, the Blended Value of MNG?s Offer Would Be Far Less than Randstad?s All-Cash Offer of $3.40 Per Share Monster S

MONSTER WORLDWIDE REPORTS THIRD QUARTER 2016 FINANCIAL RESULTS

EX-99.(a)(5)(xxiv) Exhibit (a)(5)(xxiv) MONSTER WORLDWIDE REPORTS THIRD QUARTER 2016 FINANCIAL RESULTS Weston, MA, October 21, 2016 – Monster Worldwide, Inc. (NYSE:MWW) today reported financial results for the third quarter ended September 30, 2016 and a GAAP to Non-GAAP reconciliation schedule for the third quarter ended September 30, 2016. Third Quarter Financial Results Revenue from continuing

Monster Worldwide SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 8) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Monster Worldwide, Inc. (Name of Subject Company) Monster Worldwide, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 611

Monster Worldwide DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, fo

Monster Worldwide FORM8-K (Current Report/Significant Event)

Form8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): October 21, 2016 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other jurisdiction of incorporation) (C

MONSTER WORLDWIDE REPORTS THIRD QUARTER 2016 FINANCIAL RESULTS

EX-99.1 2 d274131dex991.htm EX-99.1 Exhibit 99.1 MONSTER WORLDWIDE REPORTS THIRD QUARTER 2016 FINANCIAL RESULTS Weston, MA, October 21, 2016 – Monster Worldwide, Inc. (NYSE:MWW) today reported financial results for the third quarter ended September 30, 2016 and a GAAP to Non-GAAP reconciliation schedule for the third quarter ended September 30, 2016. Third Quarter Financial Results Revenue from co

SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. __)

SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

EX-99

EX-99

EX-99

MEDIANEWS GROU’S STRATEGIC PLAN TO REVITALIZE MONSTER WORLDWIDE , INC. October 2016 1 Disclosure Statement and Disclaimers This presentation with respect to Monster Worldwide, Inc. (“Monster” or the “Company”) is for discussion and general informational purposes only. It does not have regard to the specific investment objective, financial situation, suitability or particular need of any specific p

Monster Worldwide MONSTER WORLDWIDE, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Consent Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Consent Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) R Def

Monster Worldwide MONSTER WORLDWIDE, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9/A (Amendment No. 3) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Monster Worldwide, Inc. (Name of Subject Company) MediaNews Group, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.001 per share (Title of Class of Securities) 611742107 (CUS

Monster Worldwide MONSTER WORLDWIDE, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Consent Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 3) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Consent Statement o Confidential, for Use of the Commission Only (as permitted by Rule

Monster Worldwide DEFC14A

DEFC14A 1 d209125ddefc14a.htm DEFC14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box:

Monster Worldwide MONSTER WORLDWIDE, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9/A (Amendment No. 2) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Monster Worldwide, Inc. (Name of Subject Company) MediaNews Group, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.001 per share (Title of Class of Securities) 611742107 (CUS

Monster Worldwide MONSTER WORLDWIDE, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Consent Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.2 ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Consent Statement o Confidential, for Use of the Commission Only (as permitted by Rule

Monster Worldwide SC 14D9/A (AMENDMENT NO. 7)

SC 14D9/A (AMENDMENT NO. 7) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 7) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Monster Worldwide, Inc. (Name of Subject Company) Monster Worldwide, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class

Monster Worldwide Sets Record Date for MNG’s Proposed Consent Solicitation

EX-99.(a)(5)(xxiii) Exhibit (a)(5)(xxiii) Monster Worldwide Sets Record Date for MNG?s Proposed Consent Solicitation WESTON, Mass., October 17, 2016 ? Monster Worldwide, Inc. (NYSE: MWW) (?Monster? or ?the Company?) today confirmed that it has received a request from MediaNews Group, Inc. (?MNG?) to establish a record date to determine which of the Company?s stockholders are eligible to participat

Monster Worldwide Sets Record Date for MNG’s Proposed Consent Solicitation

EX-99.1 Exhibit 99.1 Monster Worldwide Sets Record Date for MNG?s Proposed Consent Solicitation WESTON, Mass., October 17, 2016 ? Monster Worldwide, Inc. (NYSE: MWW) (?Monster? or ?the Company?) today confirmed that it has received a request from MediaNews Group, Inc. (?MNG?) to establish a record date to determine which of the Company?s stockholders are eligible to participate in the proposed sol

Monster Worldwide FORM 8-K (Current Report/Significant Event)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): October 17, 2016 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other jurisdiction of incorporation) (

Monster Worldwide FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): October 17, 2016 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other jurisdiction of incorporation) (

Monster Worldwide Sets Record Date for MNG’s Proposed Consent Solicitation

EX-99.1 Exhibit 99.1 Monster Worldwide Sets Record Date for MNG?s Proposed Consent Solicitation WESTON, Mass., October 17, 2016 ? Monster Worldwide, Inc. (NYSE: MWW) (?Monster? or ?the Company?) today confirmed that it has received a request from MediaNews Group, Inc. (?MNG?) to establish a record date to determine which of the Company?s stockholders are eligible to participate in the proposed sol

Monster Worldwide PRER14A

PRER14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Monster Worldwide ESP

CORRESP 1095 Avenue of the Americas New York, NY 10036-6797 +1 212 698 3500 Main +1 212 698 3599 Fax www.

Monster Worldwide 4D9/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9/A (Amendment No. 1) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Monster Worldwide, Inc. (Name of Subject Company) MediaNews Group, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.001 per share (Title of Class of Securities) 611742107 (CUS

Monster Worldwide MONSTER WORLDWIDE, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Consent Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Consent Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 1

Monster Worldwide PREC14A

PREC14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Monster Worldwide Announces Preliminary Revenue for the Third Quarter 2016

Exhibit (a)(5)(xxii) Exhibit (a)(5)(xxii) Monster Worldwide Announces Preliminary Revenue for the Third Quarter 2016 WESTON, Mass.

Monster Worldwide SCHEDULE 14D9/A (AMENDMENT NO. 6)

Schedule 14D9/A (Amendment No. 6) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 6) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Monster Worldwide, Inc. (Name of Subject Company) Monster Worldwide, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of

Monster Worldwide FORM 8-K (Current Report/Significant Event)

FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): October 6, 2016 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other jurisdiction of incorporation) (C

Monster Worldwide Announces Preliminary Revenue for the Third Quarter 2016

Exhibit 99.1 Monster Worldwide Announces Preliminary Revenue for the Third Quarter 2016 WESTON, Mass., October 6, 2016 — Monster Worldwide, Inc. (NYSE: MWW) (“Monster” or “the Company”) today provided a statement on its expected revenue for the third quarter ended September 30, 2016. The Company expects revenue from continuing operations to be in the range of $143 million to $145 million. This res

Monster Worldwide SOLICITING MATERIAL UNDER 240.14A-12

Soliciting Material Under 240.14a-12 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy

Monster Worldwide, Inc. Delivering Value to Monster Stockholders OCTOBER 4, 2016

Exhibit (a)(5)(xx) Exhibit (a)(5)(xx) Monster Worldwide, Inc. Delivering Value to Monster Stockholders OCTOBER 4, 2016 | Forward Looking Statements Cautionary Statement Regarding Forward-Looking Statements Statements in this Presentation regarding the planned transaction, the expected timetable for completing the planned transaction, future financial and operating results, future capital structure

Monster Worldwide SCHEDULE 14D9/A (AMENDMENT NO. 5)

Schedule 14D9/A (Amendment No. 5) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 5) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Monster Worldwide, Inc. (Name of Subject Company) Monster Worldwide, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of

3 October 2016

Exhibit (a)(5)(xxi) Exhibit (a)(5)(xxi) Breakingviews Unprintable 3 October 2016 A U.

3 October 2016

EX-99.2 3 d220594dex992.htm EXHIBIT 99.2 Exhibit 99.2 Breakingviews Unprintable 3 October 2016 A U.S. newspaper chain is heading poorly armed into a fight for Monster. MediaNews Group argues that Randstad is buying the ailing job-listings site on the cheap. Rather than making a counterbid, though, the publisher wants to wrest control by persuading fellow investors to replace the board with directo

Monster Worldwide, Inc. Delivering Value to Monster Stockholders OCTOBER 4, 2016

Exhibit 99.1 Monster Worldwide, Inc. Delivering Value to Monster Stockholders OCTOBER 4, 2016 | Forward Looking Statements Cautionary Statement Regarding Forward-Looking Statements Statements in this Presentation regarding the planned transaction, the expected timetable for completing the planned transaction, future financial and operating results, future capital structure and liquidity, benefits

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): October 4, 2016 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other jurisdiction of incorporation) (Commission

Monster Worldwide FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): October 4, 2016 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other jurisdiction of incorporation) (C

Monster Worldwide, Inc. Delivering Value to Monster Stockholders OCTOBER 4, 2016

EX-99.1 2 d220594dex991.htm EXHIBIT 99.1 Exhibit 99.1 Monster Worldwide, Inc. Delivering Value to Monster Stockholders OCTOBER 4, 2016 | Forward Looking Statements Cautionary Statement Regarding Forward-Looking Statements Statements in this Presentation regarding the planned transaction, the expected timetable for completing the planned transaction, future financial and operating results, future c

3 October 2016

Exhibit 99.2 Exhibit 99.2 Breakingviews Unprintable 3 October 2016 A U.S. newspaper chain is heading poorly armed into a fight for Monster. MediaNews Group argues that Randstad is buying the ailing job-listings site on the cheap. Rather than making a counterbid, though, the publisher wants to wrest control by persuading fellow investors to replace the board with directors of its own choosing. It?s

Randstad Comments on MediaNews Group’s Actions Against Monster Worldwide

EX-99.(a)(5)(I) Exhibit (a)(5)(I) Randstad Comments on MediaNews Group?s Actions Against Monster Worldwide September 30, 2016 AMSTERDAM, NETHERLANDS ? Randstad Holding nv (AMS: RAND), a leading human resources services provider, today issued the following statement in response to MediaNews Group?s announcement related to Randstad?s announced acquisition of Monster Worldwide: Randstad has full conf

Monster Worldwide SC TO-T/A

SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 4) Monster Worldwide, Inc. (Name of Subject Company (Issuer)) Merlin Global Acquisition, Inc. (Offeror) a wholly-owned subsidiary of Randstad North America, Inc. (Parent of Offero

Monster Worldwide SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 4) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Monster Worldwide, Inc. (Name of Subject Company) Monster Worldwide, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 611

Monster Worldwide Recommends Stockholders Tender Into Randstad Offer MNG’s Consent Solicitation is an Attempt to Derail the Randstad Offer and Take Control of the Company Without Paying a Control Premium MNG has Not Made an Offer to Acquire Monster –

EX-99.A.5.XIX Exhibit (A)(5)(XIX) Monster Worldwide Recommends Stockholders Tender Into Randstad Offer MNG?s Consent Solicitation is an Attempt to Derail the Randstad Offer and Take Control of the Company Without Paying a Control Premium MNG has Not Made an Offer to Acquire Monster ? the Randstad Transaction is the Single Best Offer on the Table MNG has No Plan to Maximize Value for Stockholders;

Current Report

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): September 30, 2016 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other jurisdiction of incorporation) (Com

Monster Worldwide Recommends Stockholders Tender Into Randstad Offer MNG’s Consent Solicitation is an Attempt to Derail the Randstad Offer and Take Control of the Company Without Paying a Control Premium MNG has Not Made an Offer to Acquire Monster –

EX-99.1 Exhibit 99.1 Monster Worldwide Recommends Stockholders Tender Into Randstad Offer MNG?s Consent Solicitation is an Attempt to Derail the Randstad Offer and Take Control of the Company Without Paying a Control Premium MNG has Not Made an Offer to Acquire Monster ? the Randstad Transaction is the Single Best Offer on the Table MNG has No Plan to Maximize Value for Stockholders; MNG?s Tactics

Monster Worldwide MONSTER WORLDWIDE, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Consent Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Consent Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 1

Monster Worldwide MONSTER WORLDWIDE, INC.

SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

MediaNews Group to Solicit Consents to Elect Seven Highly Qualified Director

EXHIBIT 3 MediaNews Group to Solicit Consents to Elect Seven Highly Qualified Director Candidates to Replace Monster's Existing Board of Directors Nominees Have the Skills and Experience to Make Significant Improvements at Monster and Maximize Shareholder Value; Collectively, MNG’s Nominees Have Served on 16 Public Company Boards Nominee Daniel W.

MWW / Monster Worldwide, Inc. / MEDIANEWS GROUP INC - MONSTER WORLDWIDE, INC. Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Amendment No. 2)* Under the Securities Exchange Act of 1934 Monster Worldwide, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 611742107 (CUSIP Number) Marshall Anstandig MediaNews Group, Inc. 101 W. Colfax Avenue, Suite 1100 Denver, Colorado 80202 (408) 920-5999 with a copy to:

Monster Worldwide SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 3) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Monster Worldwide, Inc. (Name of Subject Company) Monster Worldwide, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 611

RANDSTAD EXTENDS TENDER OFFER TO ACQUIRE MONSTER WORLDWIDE TO COORDINATE OFFER TIMING WITH EU REGULATORY REVIEW SCHEDULE

EX-99.(a)(5)(H) Exhibit (a)(5)(H) FOR IMMEDIATE RELEASE RANDSTAD EXTENDS TENDER OFFER TO ACQUIRE MONSTER WORLDWIDE TO COORDINATE OFFER TIMING WITH EU REGULATORY REVIEW SCHEDULE DIEMEN, THE NETHERLANDS ? September 23, 2016 ? Randstad North America, Inc., a wholly-owned subsidiary of Randstad Holding nv (AMS: RAND), announced today that its wholly-owned subsidiary, Merlin Global Acquisition, Inc., h

Monster Worldwide SC TO-T/A

SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 3) Monster Worldwide, Inc. (Name of Subject Company (Issuer)) Merlin Global Acquisition, Inc. (Offeror) a wholly-owned subsidiary of Randstad North America, Inc. (Parent of Offero

Monster Worldwide ESP

CORRESP [Monster Letterhead] September 23, 2016 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Mergers and Acquisitions Washington, D.C. 20549-3628 Attn: Perry J. Hindin Special Counsel Office of Mergers and Acquisitions Re: Monster Worldwide, Inc. Schedule 14D-9 Filed September 6, 2016 File No. 005-49641 Dear Mr. Hindin: Monster Worldwide, Inc. (the ?C

Monster Worldwide ESP

CORRESP 1095 Avenue of the Americas New York, NY 10036-6797 +1 212 698 3500 Main +1 212 698 3599 Fax www.

Monster Worldwide SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 2) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Monster Worldwide, Inc. (Name of Subject Company) Monster Worldwide, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 611

Monster Worldwide SC TO-T/A

SC TO-T/A 1 d257958dsctota.htm SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) Monster Worldwide, Inc. (Name of Subject Company (Issuer)) Merlin Global Acquisition, Inc. (Offeror) a wholly-owned subsidiary of Randstad North

MediaNews Group Reiterates Opposition to Monster Worldwide Sale to Randstad

EXHIBIT 2 MediaNews Group Reiterates Opposition to Monster Worldwide Sale to Randstad Will Not Tender Its Shares and Urges Other MWW Shareholders to Follow Suit Intends to Solicit Consents to Appoint Highly Experienced and Capable Directors to Replace Current Board and Execute on Plan to Maximize Value for All Shareholders Rushed, Unorganized Sale Process Raises Serious Concerns Company's Interactions With Keenly Interested Buyers Were Poorly Managed False Sense of Urgency Led to Acceptance of Inferior Randstad Deal, Which Significantly Undervalues the Company DENVER, CO September 12, 2016 - MediaNews Group Inc.

MWW / Monster Worldwide, Inc. / MEDIANEWS GROUP INC - MEDIANEWS GROUP, INC. Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Amendment No. 1)* Under the Securities Exchange Act of 1934 Monster Worldwide, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 611742107 (CUSIP Number) Marshall Anstandig MediaNews Group, Inc. 101 W. Colfax Avenue, Suite 1100 Denver, Colorado 80202 (408) 920-5999 with a copy to:

Monster Worldwide MONSTER WORLDWIDE, INC.

SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

Monster Worldwide MONSTER WORLDWIDE,INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Monster Worldwide, Inc. (Name of Subject Company) MediaNews Group, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.001 per share (Title of Class of Securities) 611742107 (CUSIP Number of Class o

Monster Worldwide 8-K (Current Report/Significant Event)

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): September 12, 2016 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other jurisdiction of incorporation) (Com

Monster Worldwide Issues Statement On Most Recent Letter From MediaNews Group MediaNews Group’s Letter Is Based on Flawed and Uninformed Assumptions; Continues Misguided Efforts to Put Randstad All-Cash Offer at Risk Without Offering Superior Proposa

EX-99.1 Exhibit 99.1 Monster Worldwide Issues Statement On Most Recent Letter From MediaNews Group MediaNews Group?s Letter Is Based on Flawed and Uninformed Assumptions; Continues Misguided Efforts to Put Randstad All-Cash Offer at Risk Without Offering Superior Proposal WESTON, Mass., Sept. 12, 2016 /PRNewswire/ ? Monster Worldwide, Inc. (NYSE: MWW), a global leader in connecting jobs and people

Monster Worldwide SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Amendment No. 1) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Monster Worldwide, Inc. (Name of Subject Company) Monster Worldwide, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 611

Monster Worldwide Issues Statement On Most Recent Letter From MediaNews Group MediaNews Group’s Letter Is Based on Flawed and Uninformed Assumptions; Continues Misguided Efforts to Put Randstad All-Cash Offer at Risk Without Offering Superior Proposa

EX-99.A.5.XVII 4 d248894dex99a5xvii.htm EX-99.A.5.XVII Exhibit (a)(5)(xvii) Monster Worldwide Issues Statement On Most Recent Letter From MediaNews Group MediaNews Group’s Letter Is Based on Flawed and Uninformed Assumptions; Continues Misguided Efforts to Put Randstad All-Cash Offer at Risk Without Offering Superior Proposal WESTON, Mass., Sept. 12, 2016 /PRNewswire/ — Monster Worldwide, Inc. (NY

CONFIDENTIAL TRUSTEE DIRECTION FORM BEFORE COMPLETING THIS FORM, PLEASE READ CAREFULLY ALL ENCLOSED MATERIALS

EX-99.A.1.VII Exhibit (a)(1)(vii) PROVIDE DIRECTIONS BY INTERNET - www.proxyvote.com/tender BROADRIDGE CORPORATE ISSUER SOLUTIONS, INC. ATTN: REORGANIZATION DEPARTMENT P.O. BOX 9116 FARMINGDALE, NY 11735-9547 If you wish to use the Internet to provide your directions regarding the Offer, please go to the website www.proxyvote.com/tender, enter the 16-digit control number from this Confidential Tru

Notice to Participants in the Monster Worldwide, Inc. 401(k) Savings Plan Offer to Purchase for Cash All Outstanding Shares of Common Stock Monster Worldwide, Inc. $3.40 Net Per Share Merlin Global Acquisition, Inc., a wholly-owned subsidiary of Rand

EX-99.A.1.VI Exhibit (a)(1)(vi) Notice to Participants in the Monster Worldwide, Inc. 401(k) Savings Plan Offer to Purchase for Cash All Outstanding Shares of Common Stock of Monster Worldwide, Inc. at $3.40 Net Per Share by Merlin Global Acquisition, Inc., a wholly-owned subsidiary of Randstad North America, Inc. Summary of the Offer and Your Rights Relating to the Offer Merlin Global Acquisition

Notice to Participants in the Monster Worldwide, Inc. 401(k) Savings Plan Offer to Purchase for Cash All Outstanding Shares of Common Stock Monster Worldwide, Inc. $3.40 Net Per Share Merlin Global Acquisition, Inc., a wholly-owned subsidiary of Rand

EX-99.(a)(1)(F) Exhibit (a)(1)(F) Notice to Participants in the Monster Worldwide, Inc. 401(k) Savings Plan Offer to Purchase for Cash All Outstanding Shares of Common Stock of Monster Worldwide, Inc. at $3.40 Net Per Share by Merlin Global Acquisition, Inc., a wholly-owned subsidiary of Randstad North America, Inc. Summary of the Offer and Your Rights Relating to the Offer Merlin Global Acquisiti

CONFIDENTIAL TRUSTEE DIRECTION FORM BEFORE COMPLETING THIS FORM, PLEASE READ CAREFULLY ALL ENCLOSED MATERIALS

EX-99.(a)(1)(G) Exhibit (a)(1)(G) BROADRIDGE CORPORATE ISSUER SOLUTIONS, INC. ATTN: REORGANIZATION DEPARTMENT P.O. BOX 9116 FARMINGDALE, NY 11735-9547 PROVIDE DIRECTIONS BY INTERNET - www.proxyvote.com/tender If you wish to use the Internet to provide your directions regarding the Offer, please go to the website www.proxyvote.com/tender, enter the 16-digit control number from this Confidential Tru

Monster Worldwide SC TO-T/A

SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 1) Monster Worldwide, Inc. (Name of Subject Company (Issuer)) Merlin Global Acquisition, Inc. (Offeror) a wholly-owned subsidiary of Randstad North America, Inc. (Parent of Offero

September 6, 2016

EX-99.(A)(5)(XVI) 2 d249192dex99a5xvi.htm EX-99.(A)(5)(XVI) Exhibit (a)(5)(xvi) September 6, 2016 Dear Monster Stockholders: We are pleased to report that Monster Worldwide, Inc. (the “Company”) has entered into an Agreement and Plan of Merger, dated August 8, 2016 (the “Merger Agreement”), with Randstad North America, Inc. (“Parent”) and Merlin Global Acquisition, Inc. (“Purchaser”), a wholly-own

Monster Worldwide SC 14D9

SC 14D9 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Execution Copy

EX-99.(E)(2) 3 d249192dex99e2.htm EX-99.(E)(2) Exhibit (e)(2) Execution Copy June 20, 2016 Randstad Holding NV Diemermere 25, NL-1112 TC Diemen P.O. Box 12600, NL-1100 AP Amsterdam Attention: Han Kolff Managing Director Group Control, Strategy and M&A Confidentiality Agreement Ladies and Gentlemen: In connection with your consideration of a possible transaction involving Monster Worldwide, Inc. (t

EXCLUSIVITY AGREEMENT

EX-99.(e)(3) Exhibit (e)(3) Execution Copy EXCLUSIVITY AGREEMENT EXCLUSIVITY AGREEMENT (this ?Agreement?), dated as of July 22, 2016 (the ?Agreement Date?), by and between Randstad Holding NV, a corporation organized under the laws of The Netherlands (including its subsidiaries, ?Randstad?), and Monster Worldwide, Inc., a Delaware corporation (including its subsidiaries, the ?Company?). Randstad a

Notice of Guaranteed Delivery to Tender Shares of Common Stock Monster Worldwide, Inc. $3.40 Net Per Share Merlin Global Acquisition, Inc., a wholly-owned subsidiary of Randstad North America, Inc.

EX-99.(a)(1)(C) Exhibit (a)(1)(C) Notice of Guaranteed Delivery to Tender Shares of Common Stock of Monster Worldwide, Inc. at $3.40 Net Per Share to Merlin Global Acquisition, Inc., a wholly-owned subsidiary of Randstad North America, Inc. This form, or a substantially equivalent form, must be used to accept the Offer (as defined below) if certificates representing tendered Shares (as defined bel

Letter of Transmittal to Tender Shares of Common Stock Monster Worldwide, Inc. $3.40 Net Per Share Merlin Global Acquisition, Inc., a wholly-owned subsidiary of Randstad North America, Inc.

EX-99.(a)(1)(B) Exhibit (a)(1)(B) Letter of Transmittal to Tender Shares of Common Stock of Monster Worldwide, Inc. at $3.40 Net Per Share to Merlin Global Acquisition, Inc., a wholly-owned subsidiary of Randstad North America, Inc. The undersigned represents that I (we) have full authority to surrender without restriction the certificate(s) listed below. You are hereby authorized and instructed t

Execution Copy

EX-99.(d)(2) Exhibit (d)(2) Execution Copy June 20, 2016 Randstad Holding NV Diemermere 25, NL-1112 TC Diemen P.O. Box 12600, NL-1100 AP Amsterdam Attention: Han Kolff Managing Director Group Control, Strategy and M&A Confidentiality Agreement Ladies and Gentlemen: In connection with your consideration of a possible transaction involving Monster Worldwide, Inc. (the ?Company?) (a ?Transaction?), y

Offer to Purchase for Cash All Outstanding Shares of Common Stock Monster Worldwide, Inc. $3.40 Net Per Share Merlin Global Acquisition, Inc., a wholly-owned subsidiary of Randstad North America, Inc.

EX-99.(A)(1)(E) 6 d250247dex99a1e.htm EX-99.(A)(1)(E) Exhibit (a)(1)(E) Offer to Purchase for Cash All Outstanding Shares of Common Stock of Monster Worldwide, Inc. at $3.40 Net Per Share by Merlin Global Acquisition, Inc., a wholly-owned subsidiary of Randstad North America, Inc. THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF THE DAY ON OCTOBER 3,

Monster Worldwide SC TO-T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO (Rule 14d-100) TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 Monster Worldwide, Inc. (Name of Subject Company (Issuer)) Merlin Global Acquisition, Inc. (Offeror) a wholly-owned subsidiary of Randstad North America, Inc. (Parent of Offeror) (Names of Filing Persons

Offer to Purchase for Cash All Outstanding Shares of Common Stock Monster Worldwide, Inc. $3.40 Net Per Share Merlin Global Acquisition, Inc., a wholly-owned subsidiary of Randstad North America, Inc.

EX-99.(a)(5)(F) Exhibit (a)(5)(F) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below), and the provisions herein are subject in their entirety to the provisions of the Offer (as defined below). The Offer is made solely by the Offer to Purchase (as defined below), dated September 6, 2016, and the related Letter of Transmittal (as define

EXCLUSIVITY AGREEMENT

EX-99.(d)(3) Exhibit (d)(3) Execution Copy EXCLUSIVITY AGREEMENT EXCLUSIVITY AGREEMENT (this “Agreement”), dated as of July 22, 2016 (the “Agreement Date”), by and between Randstad Holding NV, a corporation organized under the laws of The Netherlands (including its subsidiaries, “Randstad”), and Monster Worldwide, Inc., a Delaware corporation (including its subsidiaries, the “Company”). Randstad a

Offer to Purchase for Cash All Outstanding Shares of Common Stock Monster Worldwide, Inc. $3.40 Net Per Share Merlin Global Acquisition, Inc., a wholly-owned subsidiary of Randstad North America, Inc.

EX-99.(A)(1)(A) 2 d250247dex99a1a.htm EX-99.(A)(1)(A) Table of Contents Exhibit (a)(1)(A) September 6, 2016 Offer to Purchase for Cash All Outstanding Shares of Common Stock of Monster Worldwide, Inc. at $3.40 Net Per Share by Merlin Global Acquisition, Inc., a wholly-owned subsidiary of Randstad North America, Inc. THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME,

RANDSTAD COMMENCES TENDER OFFER TO ACQUIRE MONSTER WORLDWIDE

EX-99.(a)(5)(G) Exhibit (a)(5)(G) FOR IMMEDIATE RELEASE RANDSTAD COMMENCES TENDER OFFER TO ACQUIRE MONSTER WORLDWIDE DIEMEN, THE NETHERLANDS ? September 6, 2016 ? Randstad North America, Inc., a wholly-owned subsidiary of Randstad Holding nv (AMS: RAND), announced today that its wholly-owned subsidiary, Merlin Global Acquisition, Inc., has commenced its previously announced tender offer for any an

Offer to Purchase for Cash All Outstanding Shares of Common Stock Monster Worldwide, Inc. $3.40 Net Per Share Merlin Global Acquisition, Inc., a wholly-owned subsidiary of Randstad North America, Inc.

EX-99.(a)(1)(D) Exhibit (a)(1)(D) Offer to Purchase for Cash All Outstanding Shares of Common Stock of Monster Worldwide, Inc. at $3.40 Net Per Share by Merlin Global Acquisition, Inc., a wholly-owned subsidiary of Randstad North America, Inc. THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF THE DAY ON OCTOBER 3, 2016, UNLESS THE OFFER IS EXTENDED. S

MONSTER ISSUES OPEN LETTER TO STOCKHOLDERS MediaNews Group Letter Based on Flawed and Uninformed Assumptions; Attempts to Put Randstad All-Cash Offer at Risk Without Offering Superior Proposal

Exhibit FOR IMMEDIATE RELEASE MONSTER ISSUES OPEN LETTER TO STOCKHOLDERS MediaNews Group Letter Based on Flawed and Uninformed Assumptions; Attempts to Put Randstad All-Cash Offer at Risk Without Offering Superior Proposal WESTON, Mass.

Monster Worldwide SC14D9C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Monster Worldwide, Inc. (Name of Subject Company) Monster Worldwide, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 611742107 (CUSIP Number of Clas

Monster Worldwide SC14D9C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Monster Worldwide, Inc. (Name of Subject Company) Monster Worldwide, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 611742107 (CUSIP Number of Clas

MONSTER ISSUES OPEN LETTER TO STOCKHOLDERS MediaNews Group Letter Based on Flawed and Uninformed Assumptions; Attempts to Put Randstad All-Cash Offer at Risk Without Offering Superior Proposal

Exhibit FOR IMMEDIATE RELEASE MONSTER ISSUES OPEN LETTER TO STOCKHOLDERS MediaNews Group Letter Based on Flawed and Uninformed Assumptions; Attempts to Put Randstad All-Cash Offer at Risk Without Offering Superior Proposal WESTON, Mass.

Current Report

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): August 24, 2016 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other jurisdiction of incorporation) (C

MONSTER ISSUES OPEN LETTER TO STOCKHOLDERS MediaNews Group Letter Based on Flawed and Uninformed Assumptions; Attempts to Put Randstad All-Cash Offer at Risk Without Offering Superior Proposal

Exhibit FOR IMMEDIATE RELEASE MONSTER ISSUES OPEN LETTER TO STOCKHOLDERS MediaNews Group Letter Based on Flawed and Uninformed Assumptions; Attempts to Put Randstad All-Cash Offer at Risk Without Offering Superior Proposal WESTON, Mass.

Current Report

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): August 24, 2016 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other jurisdiction of incorporation) (C

MONSTER ISSUES OPEN LETTER TO STOCKHOLDERS MediaNews Group Letter Based on Flawed and Uninformed Assumptions; Attempts to Put Randstad All-Cash Offer at Risk Without Offering Superior Proposal

Exhibit FOR IMMEDIATE RELEASE MONSTER ISSUES OPEN LETTER TO STOCKHOLDERS MediaNews Group Letter Based on Flawed and Uninformed Assumptions; Attempts to Put Randstad All-Cash Offer at Risk Without Offering Superior Proposal WESTON, Mass.

Monster Worldwide MONSTER WORLDWIDE, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Monster Worldwide, Inc. (Name of Subject Company) MediaNews Group, Inc. (Name of Persons Filing Statement) Common Stock, par value $0.001 per share (Title of Class of Securities) 611742107 (CUSIP Number of Class o

MWW / Monster Worldwide, Inc. / MEDIANEWS GROUP INC - MEDIANEWS GROUP INC Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Monster Worldwide, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 611742107 (CUSIP Number) Marshall Anstandig MediaNews Group, Inc. 101 W. Colfax Avenue, Suite 1100 Denver, Colorado 80202 (408) 920-5999 with a copy to: Eleazer Klein, Esq. M

MWW / Monster Worldwide, Inc. / MEDIANEWS GROUP INC - MEDIANEWS GROUP INC Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Monster Worldwide, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 611742107 (CUSIP Number) Marshall Anstandig MediaNews Group, Inc. 101 W. Colfax Avenue, Suite 1100 Denver, Colorado 80202 (408) 920-5999 with a copy to: Eleazer Klein, Esq. M

MONSTER WORLDWIDE, INC. NOTICE OF ANTICIPATED FUNDAMENTAL CHANGE NOTICE OF RIGHT TO CONVERT 3.50% Convertible Senior Notes due 2019 (the “Notes”) CUSIP No. 611742AB3

Exhibit August 11, 2016 To: Holders of Monster Worldwide, Inc. 3.50% Convertible Senior Notes due 2019 and Wilmington Trust, National Association Corporate Capital Markets 50 South Sixth Street, Suite 1290 Minneapolis, MN 55402 Attention: Lynn M. Steiner MONSTER WORLDWIDE, INC. NOTICE OF ANTICIPATED FUNDAMENTAL CHANGE NOTICE OF RIGHT TO CONVERT 3.50% Convertible Senior Notes due 2019 (the ?Notes?)

Monster Worldwide SC14D9C

Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Monster Worldwide, Inc. (Name of Subject Company) Monster Worldwide, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.001 PER SHARE Title of Class of Securities) 611742107 (CUSIP Number

August 9, 2016

EX-99.2 Exhibit 99.2 Memo Date August 9, 2016 To Randstad US employees From Jacques van den Broek CEO and Chairman of the Executive Board Linda Galipeau CEO, North America and UK Executive Board Member Subject Randstad & Monster create leading HR services company Dear Colleagues, Today we have announced our intent to acquire Monster, creating the world’s most comprehensive portfolio of HR services

Talking Points/Information Sheet — Senior Management

EX-99.4 Exhibit 99.4 Talking Points/Information Sheet ? Senior Management Strategic Rationale ? The global job landscape continues to evolve in not only how people and jobs connect, but where. Technological innovations, always-on customers and the multitude of choices available to them, have exponentially increased the number of HR technology and digital players. ? Monster is a natural complement

RANDSTAD TO ACQUIRE MONSTER WORLDWIDE TO TRANSFORM THE WAY PEOPLE AND JOBS CONNECT Enhances Randstad’s Digital Human Resources Services Strategy Monster to Operate as Separate and Independent Entity Under the Monster Name

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE RANDSTAD TO ACQUIRE MONSTER WORLDWIDE TO TRANSFORM THE WAY PEOPLE AND JOBS CONNECT Enhances Randstad?s Digital Human Resources Services Strategy Monster to Operate as Separate and Independent Entity Under the Monster Name AMSTERDAM, NETHERLANDS and WESTON, MASS. ? August 9, 2016 ? Randstad Holding nv (AMS: RAND), a leading human resources services provide

Monster Worldwide SC TO-C

SC TO-C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 Monster Worldwide, Inc. (Name of Subject Company (Issuer)) Merlin Global Acquisition, Inc. (Offeror) a wholly-owned subsidiary of Randstad North America, Inc. (Parent of Offeror) (Names of Filing Persons (identi

Social posts - Randstad

EX-99.5 Exhibit 99.5 Social posts - Randstad Twitter: Exciting News >> Randstad to acquire @Monster to transform the way people and jobs connect {link to joint deal announcement} LinkedIn: Randstad to acquire Monster Worldwide to transform the way people and jobs connect {link to joint deal announcement} Facebook: Exciting News! Randstad to acquire Monster Worldwide to transform the way people and

Frequently Asked Questions - Internal

EX-99.3 Exhibit 99.3 Frequently Asked Questions - Internal What was the strategic rationale behind this acquisition? The global job landscape continues to evolve in not only how people and jobs connect, but where. Technological innovations, always-on customers and the multitude of choices available to them, have exponentially increased the number of HR technology and digital players in the industr

Monster Worldwide SC14D9C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Monster Worldwide, Inc. (Name of Subject Company) Monster Worldwide, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 611742107 (CUSIP Number of Clas

Monster Worldwide 10-Q (Quarterly Report)

Document Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Regulation FD Disclosure, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): August 7, 2016 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other jurisdiction of incorporation) (Commission

MONSTER WORLDWIDE REPORTS SECOND QUARTER 2016 FINANCIAL RESULTS

Exhibit Exhibit 99.1 MONSTER WORLDWIDE REPORTS SECOND QUARTER 2016 FINANCIAL RESULTS ? Monster Announces Agreement to be Acquired by Randstad ? Monster Cancels Second Quarter Conference Call in Light of Transaction Announcement Weston, MA, August 9, 2016- Monster Worldwide, Inc. (NYSE:MWW) today reported summary financial results and a GAAP to Non GAAP reconciliation schedule for the second quarte

AGREEMENT AND PLAN OF MERGER MONSTER WORLDWIDE, INC. RANDSTAD NORTH AMERICA, INC. MERLIN GLOBAL ACQUISITION, INC. August 8, 2016

Exhibit 2.1 EXECUTION COPY AGREEMENT AND PLAN OF MERGER among MONSTER WORLDWIDE, INC. RANDSTAD NORTH AMERICA, INC. and MERLIN GLOBAL ACQUISITION, INC. August 8, 2016 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 2 Section 1.01. Definitions 2 Section 1.02. Other Definitional and Interpretative Provisions 15 ARTICLE 2 THE OFFER AND THE MERGER 15 Section 2.01. The Offer 15 Section 2.02. Company Action

THIRD AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT

THIRD AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT THIS THIRD AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT, dated as of August 8, 2016 (this “Amendment”), to the Existing Credit Agreement (such capitalized term and other capitalized terms used in this preamble and the recitals below to have the meanings set forth in, or are defined by reference in, Article I below) is made by MONSTER WORLDWIDE, INC.

RANDSTAD TO ACQUIRE MONSTER WORLDWIDE TO TRANSFORM THE WAY PEOPLE AND JOBS CONNECT Enhances Randstad’s Digital Human Resources Services Strategy Monster to Operate as Separate and Independent Entity Under the Monster Name

FOR IMMEDIATE RELEASE RANDSTAD TO ACQUIRE MONSTER WORLDWIDE TO TRANSFORM THE WAY PEOPLE AND JOBS CONNECT Enhances Randstad?s Digital Human Resources Services Strategy Monster to Operate as Separate and Independent Entity Under the Monster Name AMSTERDAM, NETHERLANDS and WESTON, MASS.

AMENDED AND RESTATED MONSTER WORLDWIDE, INC. (as amended effective August 7, 2016) ARTICLE I

AMENDED AND RESTATED BYLAWS OF MONSTER WORLDWIDE, INC. (as amended effective August 7, 2016) ARTICLE I OFFICES Section 1. The registered office shall be in the City of Wilmington, County of New Castle, and State of Delaware. Section 2. The Corporation may also have offices at such other places both within and without the State of Delaware as the board of directors may from time to time determine o

August 9, 2016

Exhibit 15.1 August 9, 2016 Securities and Exchange Commission 450 Fifth Street N.W. Washington, D.C. 20549 We are aware that Monster Worldwide, Inc. has incorporated by reference in its Registration Statement on Form S-8 (Nos. 333-81843, 333-63631, 333-50699, 333-18937, 333-131899, 333-151430, 333-160196, 333-175606 and 333-201059) our report dated August 9, 2016, relating to the Company’s unaudi

Monster Worldwide 11-K

Document Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): June 7, 2016 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other jurisdiction of incorporation) (Commission Fi

Your Immediate Attention is Required

Exhibit Exhibit 10.1 Your Immediate Attention is Required By clicking the “Accept” button associated with this Grant Notice in Charles Schwab’s Equity Award Center, you are expressly agreeing to all of the terms and conditions of this Grant Notice set forth below, intending to be legally bound. Such terms and conditions include, without limitation, (1) certain non-competition, non-solicitation, no

Monster Worldwide 10-Q (Quarterly Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2016 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM to COMMISSION FILE NUMBER 001-34209 MON

FINANCIAL SUPPLEMENT March 31, 2016

Exhibit Exhibit 99.2 FINANCIAL SUPPLEMENT March 31, 2016 Monster Worldwide, Inc. (together with its consolidated subsidiaries, the ?Company,? ?Monster,? ?we,? ?our? or ?us?) provides this supplement to assist investors in evaluating the Company?s financial and operating metrics. We suggest that the notes to this supplement be read in conjunction with the financial tables. The financial information

MONSTER WORLDWIDE REPORTS FIRST QUARTER 2016 FINANCIAL RESULTS

Exhibit Exhibit 99.1 MONSTER WORLDWIDE REPORTS FIRST QUARTER 2016 FINANCIAL RESULTS First Quarter Highlights: ? Cash EBITDA of $19.5 Million Increases Significantly over $8.1 Million in Last Year?s First Quarter ? Non-GAAP EPS of $0.07 Meets Expectations; GAAP EPS of $0.02 ? Revenue of $157.8 Million Down 1% Sequentially at Constant Currency and Actual Rates ? European Business Demonstrates Sequen

Monster Worldwide 8-K (Current Report/Significant Event)

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): May 5, 2016 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other jurisdiction of incorporation) (Commission

May 5, 2016

Exhibit 15.1 May 5, 2016 Securities and Exchange Commission 450 Fifth Street N.W. Washington, D.C. 20549 We are aware that Monster Worldwide, Inc. has incorporated by reference in its Registration Statement on Form S-8 (Nos. 333-81843, 333-63631, 333-50699, 333-18937, 333-131899, 333-151430, 333-160196, 333-175606 and 333-201059) our report dated May 5, 2016, relating to the Company’s unaudited in

Your Immediate Attention is Required

Exhibit 10.2 Your Immediate Attention is Required By clicking the “Accept” button associated with this Grant Notice in Charles Schwab’s Equity Award Center, you are expressly agreeing to all of the terms and conditions of this Grant Notice set forth below, intending to be legally bound. Such terms and conditions include, without limitation, (1) certain non-competition, non-solicitation, non-dispar

Monster Worldwide DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

Monster Worldwide DEF 14A

DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Current Report

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): March 22, 2016 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other jurisdiction of incorporation) (Commiss

AMENDED AND RESTATED MONSTER WORLDWIDE, INC. (as amended effective March 16, 2016) ARTICLE I

Exhibit EXHIBIT 3.2 AMENDED AND RESTATED BYLAWS OF MONSTER WORLDWIDE, INC. (as amended effective March 16, 2016) ARTICLE I OFFICES Section 1. The registered office shall be in the City of Wilmington, County of New Castle, and State of Delaware. Section 2. The Corporation may also have offices at such other places both within and without the State of Delaware as the board of directors may from time

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): March 16, 2016 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other jurisdiction of incorporation) (Commission

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 19, 2016 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other jurisdiction of incorporation) (Comm

MWW / Monster Worldwide, Inc. / BANK OF AMERICA CORP /DE/ - NONE Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 02)* MONSTER WORLDWIDE INC (Name of Issuer) Common Stock (Title of Class of Securities) 611742107 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant t

[FORM OF MONSTER WORLDWIDE, INC. RESTRICTED STOCK UNIT AWARD GRANT NOTICE FOR JANUARY 7, 2015 AWARDS TO TIMOTHY T. YATES AND MARK C. STOEVER (ADJUSTED EBITDA MARGIN TARGETS)]

EX-10.8 5 exhibit108.htm EXHIBIT 10.8 Exhibit 10.8 [FORM OF MONSTER WORLDWIDE, INC. RESTRICTED STOCK UNIT AWARD GRANT NOTICE FOR JANUARY 7, 2015 AWARDS TO TIMOTHY T. YATES AND MARK C. STOEVER (ADJUSTED EBITDA MARGIN TARGETS)] Your Immediate Attention is Required By clicking the “Accept” button associated with this Grant Notice in Charles Schwab’s Equity Award Center, you are expressly agreeing to

MWW / Monster Worldwide, Inc. 10-K - Annual Report - 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2015 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 001-34209 MONSTER

MONSTER WORLDWIDE, INC. NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENT

Exhibit 10.13 Initial Grant MONSTER WORLDWIDE, INC. NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENT THIS NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”) is made, effective as of (the “Grant Date”), by and between MONSTER WORLDWIDE, INC., a Delaware corporation (the “Company”), and (the “Non-Employee Director”). W I T N E S S E T H: WHEREAS, the Board Comm

Monster Worldwide Reports Fourth Quarter and Full Year 2015 Results

Exhibit Exhibit 99.1 Monster Worldwide Reports Fourth Quarter and Full Year 2015 Results ? Fourth Quarter Highlights: ? Company Exceeds Expectations on All Profitability Metrics For the 6th Consecutive Quarter ? Adjusted EBITDA From Continuing Operations of $28.9 Million Increases 36% Year over Year and 3% Sequentially ? Adjusted EBITDA Margin From Continuing Operations Expands to 18.1% from 12.2%

Subsidiaries of Monster Worldwide, Inc.*

Exhibit 21.1 Subsidiaries of Monster Worldwide, Inc.* Name of Entity Jurisdiction MonsterTrak Corporation California Affinity Labs, LLC Delaware FastWeb, LLC Delaware FinAid Page, L.L.C. Delaware KJB Holding Corp. Delaware Military Advantage, Inc. Delaware Monster Asia Pacific Holding Corp. Delaware Monster CZ Holdings, LLC Delaware Monster Emerging Markets, LLC Delaware Monster Government Solutio

AMENDMENT TO EMPLOYMENT AGREEMENT

Exhibit 10.20 AMENDMENT TO EMPLOYMENT AGREEMENT This Amendment to Employment Agreement (this “Amendment”) is entered into as of October 29, 2015, by and between Monster Worldwide, Inc., a Delaware corporation (the “Company”), and Michael McGuinness (the “Executive”). WHEREAS, the Company and the Executive previously entered into an Employment Agreement, effective as of May 28, 2012 (the “Agreement

FINANCIAL SUPPLEMENT December 31, 2015

Exhibit Exhibit 99.2 FINANCIAL SUPPLEMENT December 31, 2015 Monster Worldwide, Inc. (together with its consolidated subsidiaries, the ?Company,? ?Monster,? ?we,? ?our? or ?us?) provides this supplement to assist investors in evaluating the Company?s financial and operating metrics. We suggest that the notes to this supplement be read in conjunction with the financial tables. The financial informat

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 11, 2016 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other jurisdiction of incorporation) (Commissi

EMPLOYMENT AGREEMENT

Exhibit 10.21 EMPLOYMENT AGREEMENT THIS AGREEMENT, effective as of October 15, 2007 (the “Effective Date”), is made by and between Monster Worldwide, Inc., a Delaware corporation (the “Company”), and Michael C. Miller (the “Executive”). RECITALS: A. The Company desires to employ the Executive as its Vice President – Associate General Counsel; and B. The Executive desires to commit himself to serve

[FORM OF MONSTER WORLDWIDE, INC. RESTRICTED STOCK UNIT AWARD GRANT NOTICE FOR JANUARY 7, 2015 AWARDS TO TIMOTHY T. YATES AND MARK C. STOEVER (STOCK PRICE TARGETS)]

Exhibit 10.7 [FORM OF MONSTER WORLDWIDE, INC. RESTRICTED STOCK UNIT AWARD GRANT NOTICE FOR JANUARY 7, 2015 AWARDS TO TIMOTHY T. YATES AND MARK C. STOEVER (STOCK PRICE TARGETS)] Your Immediate Attention is Required By clicking the “Accept” button associated with this Grant Notice in Charles Schwab’s Equity Award Center, you are expressly agreeing to all of the terms and conditions of this Grant Not

Your Immediate Attention is Required

Exhibit 10.5 Your Immediate Attention is Required By clicking the “Accept” button associated with this Grant Notice in Charles Schwab’s Equity Award Center, you are expressly agreeing to all of the terms and conditions of this Grant Notice set forth below, intending to be legally bound. Such terms and conditions include, without limitation, (1) certain non-competition, non-solicitation, non-dispar

Your Immediate Attention is Required

Exhibit 10.6 Your Immediate Attention is Required By clicking the “Accept” button associated with this Grant Notice in Charles Schwab’s Equity Award Center, you are expressly agreeing to all of the terms and conditions of this Grant Notice set forth below, intending to be legally bound. Such terms and conditions include, without limitation, (1) certain non-competition, non-solicitation, non-dispar

MWW / Monster Worldwide, Inc. / Wellington Management Group LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Monster Worldwide, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 611742107 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which thi

MWW / Monster Worldwide, Inc. / VANGUARD GROUP INC Passive Investment

monsterworldwideinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3 )* Name of issuer: Monster Worldwide Inc Title of Class of Securities: Common Stock CUSIP Number: 611742107 Date of Event Which Requires Filing of this Statement: December 31, 2015 Check the appropriat

Monster Worldwide SCHEDULE 13G/A (Passive Acquisition of More Than 5% of Shares)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* MONSTER WORLDWIDE INC (Name of Issuer) Common Stock (Title of Class of Securities) 611742107 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this S

Monster Worldwide, Inc. Appoints Gillian Munson to Board of Directors

Exhibit Exhibit 99.1 Monster Worldwide, Inc. Appoints Gillian Munson to Board of Directors WESTON, Mass., December 8, 2015 - Monster Worldwide, Inc. (NYSE:MWW), a global leader in successfully connecting people and job opportunities, today announced the appointment of Gillian Munson, Chief Financial Officer, XO Group Inc., to its board of directors. “We welcome Gillian to our Board and look forwar

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): December 8, 2015 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other jurisdiction of incorporation) (Commi

Monster Worldwide ESP

CORRESP MONSTER WORLDWIDE, INC. 133 Boston Post Road, Building 15 Weston, Massachusetts 02493 November 6, 2015 VIA EDGAR Mr. Carlos Pacho Senior Assistant Chief Accountant United States Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549 RE: Monster Worldwide, Inc. Form 10-K for Fiscal Year Ended December 31, 2014 Filed February 10, 2015 File

Monster Worldwide 8-K (Current Report/Significant Event)

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): October 29, 2015 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other jurisdiction of incorporation) (Commi

Monster Worldwide Reports Third Quarter 2015 Results

Exhibit Exhibit 99.1 Monster Worldwide Reports Third Quarter 2015 Results ? Third Quarter Financial Highlights: ? Company Exceeds Expectations on All Profitability Metrics For the 5th Consecutive Quarter ? Adjusted EBITDA Including Korea of $32.4 Million Increases 40% Year over Year and 12% Sequentially; Adjusted EBITDA from Continuing Operations of $28.1 Million Increases 45% Year over Year and 9

October 29, 2015

Exhibit 15.1 October 29, 2015 Securities and Exchange Commission 450 Fifth Street N.W. Washington, D.C. 20549 We are aware that Monster Worldwide, Inc. has incorporated by reference in its Registration Statement on Form S-8 (Nos. 333-81843, 333-63631, 333-50699, 333-18937, 333-131899, 333-151430, 333-160196, 333-175606 and 333-201059) our report dated October 29, 2015, relating to the Company’s un

FINANCIAL SUPPLEMENT September 30, 2015

Exhibit Exhibit 99.2 FINANCIAL SUPPLEMENT September 30, 2015 Monster Worldwide, Inc. (together with its consolidated subsidiaries, the ?Company,? ?Monster,? ?we,? ?our? or ?us?) provides this supplement to assist investors in evaluating the Company?s financial and operating metrics. We suggest that the notes to this supplement be read in conjunction with the financial tables. The financial informa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2015 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM to COMMISSION FILE NUMBER 001-34209

Monster Worldwide 8-K (Current Report/Significant Event)

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): October 26, 2015 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other jurisdiction of incorporation) (Commi

Monster Announces Sale of Remaining Ownership Stake in South Korean Business

Exhibit Exhibit 99.1 Monster Announces Sale of Remaining Ownership Stake in South Korean Business ? Sale Price of Approximately $85 Million, or 101 Billion South Korean Won ? Unlocks Shareholder Value at Substantial Premium to Monster?s Current EBITDA Multiple ? Sale Increases Company?s Liquidity and Provides Financial Flexibility ? Transaction Expected to Close in October 2015 Weston, MA, Septemb

Monster Worldwide 8-K (Current Report/Significant Event)

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): September 28, 2015 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other jurisdiction of incorporation) (Com

UNIT PURCHASE AGREEMENT By and among JUPITER HOLDINGS CO., LTD MONSTER WORLDWIDE, INC. KJB HOLDING CORP. ________________________________ Dated as of September 28, 2015 ________________________________

Exhibit Exhibit 10.1 [Execution Version] CONFIDENTIAL UNIT PURCHASE AGREEMENT By and among JUPITER HOLDINGS CO., LTD MONSTER WORLDWIDE, INC. And KJB HOLDING CORP. Dated as of September 28, 2015 1 TABLE OF CONTENTS Page ARTICLE I PURCHASE AND SALE OF UNITS 1 Section 1.1. Purchase and Sale 1 Section 1.2. Closing; Closing Date 1 ARTICLE II REPRESENTATIONS AND WARRANTIES OF THE PURCHASER 2 Section 2.1

FINANCIAL SUPPLEMENT June 30, 2015

EX 99.2-7.30.15 Exhibit 99.2 FINANCIAL SUPPLEMENT June 30, 2015 Monster Worldwide, Inc. (together with its consolidated subsidiaries, the ?Company,? ?Monster,? ?we,? ?our? or ?us?) provides this supplement to assist investors in evaluating the Company?s financial and operating metrics. We suggest that the notes to this supplement be read in conjunction with the financial tables. The financial info

Current Report

8-K 1 mww73020158k-q215earnings.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): July 30, 2015 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other juri

Monster Worldwide Reports Second Quarter 2015 Results

EX 99.1 7.30.15 Exhibit 99.1 Monster Worldwide Reports Second Quarter 2015 Results ? Second Quarter Financial Highlights: ? Company Exceeds Expectations on All Profitability Metrics ? Adjusted EBITDA of $29 Million Increases 13% Year over Year ? Adjusted EBITDA Margin Expands to 16% ? Careers - North America Adjusted EBITDA Margin Expands to 29% ? Non-GAAP EPS of $0.10 Increases 25% Year over Year

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2015 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM to COMMISSION FILE NUMBER 001-34209 MONS

July 30, 2015

Exhibit 15.1 July 30, 2015 Securities and Exchange Commission 450 Fifth Street N.W. Washington, D.C. 20549 We are aware that Monster Worldwide, Inc. has incorporated by reference in its Registration Statement on Form S-8 (Nos. 333-81843, 333-63631, 333-50699, 333-18937, 333-131899, 333-151430, 333-160196, 333-175606 and 333-201059) our report dated July 30, 2015, relating to the Company’s unaudite

Monster Worldwide 11-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2014 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER: 001-34209 A. Full

Current Report

MWW 6.9.2015 8K - AM Voting UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): June 9, 2015 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other jurisdiction of i

Monster Worldwide DEFA14A

Addl Materials 6-1-2015 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Monster Worldwide DEFA14A

Supplemental Info 5-29-2015 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Monster Worldwide Reports First Quarter 2015 Results

EX 99.1 5.7.15 Exhibit 99.1 Monster Worldwide Reports First Quarter 2015 Results ? First Quarter Highlights: ? Company Exceeds Expectations on EBITDA, EPS and Cash Flow ? Consolidated Adjusted EBITDA of $27 Million; Careers ? North America EBITDA Margin of 27% ? Non-GAAP EPS of $0.08; GAAP EPS of $0.09 ? Cash Flow From Operations Increased 40% Year-Over-Year to $27 Million ? Consolidated Bookings

May 7, 2015

Exhibit 15.1 May 7, 2015 Securities and Exchange Commission 450 Fifth Street N.W. Washington, D.C. 20549 We are aware that Monster Worldwide, Inc. has incorporated by reference in its Registration Statement on Form S-8 (Nos. 333-81843, 333-63631, 333-50699, 333-18937, 333-131899, 333-151430, 333-160196, 333-175606 and 333-201059) our report dated May 7, 2015, relating to the Company’s unaudited in

Current Report

8-K 1 mww5720158k-q115earnings.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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): May 7, 2015 MONSTER WORLDWIDE, INC. (Exact name of registrant as specified in its charter) Delaware 001-34209 13-3906555 (State or other jurisdi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2015 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM to COMMISSION FILE NUMBER 001-34209 MON

FINANCIAL SUPPLEMENT March 31, 2015

EX 99.2-5.7.15 Exhibit 99.2 FINANCIAL SUPPLEMENT March 31, 2015 Monster Worldwide, Inc. (together with its consolidated subsidiaries, the ?Company,? ?Monster,? ?we,? ?our? or ?us?) provides this supplement to assist investors in evaluating the Company?s financial and operating metrics. We suggest that the notes to this supplement be read in conjunction with the financial tables. The financial info