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RR Donnelley Announces Early Tender Date Results of Its Previously Announced Tender Offers


CHICAGO, June 1, 2011 (GLOBE NEWSWIRE) -- R.R. Donnelley & Sons Company (Nasdaq:RRD) ("RR Donnelley" or the "Company") today announced the early tender date results of its offers (the "Offers") to purchase up to $500,000,000 aggregate principal amount (the "Maximum Tender Amount") in an any and all tender offer for its 11.25% Notes due February 1, 2019 (the "2019 Notes") and in maximum tender offers for its 6.125% Notes due January 15, 2017 (the "2017 Notes") and 5.50% Notes due May 15, 2015 (the "2015 Notes", together with the 2019 Notes and the 2017 Notes, the "Securities").

The following table sets forth the Securities that are subject to the Offers as well as the aggregate principal amounts of Securities validly tendered and not validly withdrawn at or prior to 5:00 p.m., New York City time, on May 31, 2011 (the "Early Tender Date").

Title of Securities


Amount to
Be Accepted
Aggregate Principal
Amount Tendered as
of the Early Tender
11.250% Notes due 2019 257867AU5 N/A $400,000,000 N/A $216,166,000
6.125% Notes due 2017 257867AT8 1 $625,000,000 $100,000,000 $258,443,000
5.500% Notes due 2015 257867AR; 2 $500,000,000 $100,000,000 $121,690,000

Holders who have not already tendered their Securities may continue to do so at any time at or prior to 11:59 p.m., New York City time, on June 14, 2011, unless RR Donnelley extends or earlier terminates the applicable Offer. However, such holders will not be entitled to receive any early tender premium, except in the case of any Securities that were tendered prior to 5:00 p.m., New York City time, on May 31, 2011 and which are ultimately accepted for purchase. No tenders will be valid if submitted after the applicable expiration date. Withdrawal rights for the Offers have expired. 

RR Donnelley also announced that it has accepted for payment all of the $216,166,000 aggregate principal amount of 2019 Notes that had been validly tendered and not validly withdrawn prior to the Early Tender Date and expects to make payment on such notes today.

As described in the Offer to Purchase, if the aggregate principal amount of Securities within an Acceptance Priority Level that are validly tendered exceeds the Maximum Principal Amount to be Accepted (as set forth in the table above) following the purchase of Securities pursuant to the any and all offer for the 2019 Notes and, in the case of the 2015 Notes, of Securities tendered with a numerically lower Acceptance Priority Level, then RR Donnelley will accept such validly tendered Securities in such Acceptance Priority Level, in the aggregate, on a pro rated basis (rounded downward such that Securities purchased will be in integral multiples of $1,000, but not less than the minimum principal amount to be accepted). RR Donnelley reserves the right to increase the Maximum Tender Amount and/or the Maximum Principal Amount to be Accepted for any of the 2017 Notes and/or the 2015 Notes, subject to compliance with applicable law.

The Offers are being made pursuant to an Offer to Purchase dated May 17, 2011 (the "Offer to Purchase") and the related Letter of Transmittal dated May 17, 2011 (the "Letter of Transmittal"), which sets forth a complete description of the terms of the Offers. Holders of the Securities are urged to read the Offer to Purchase and the related Letter of Transmittal carefully before making any decision with respect to the Offers. The Offers are conditioned on the satisfaction of certain conditions set forth in the Offer to Purchase.

RR Donnelley has retained BofA Merrill Lynch and Wells Fargo Securities, LLC to serve as dealer managers for the Offers. Global Bondholder Services Corporation has been retained to serve as the depositary and information agent.

For additional information regarding the terms of the Offers, please contact: BofA Merrill Lynch at (888) 292-0070 (toll free) or (646) 855-3401 (collect), or Wells Fargo Securities, LLC at (866) 309-6316 (toll free) or (704) 715-8341 (collect). Requests for documents and questions regarding the tender of securities may be directed to Global Bondholder Services Corporation at (866) 873-6300 (toll free) or (212) 430-3774 (collect).

Copies of the Offer to Purchase and the Letter of Transmittal related to the Offers may also be obtained at no charge from Global Bondholder Services Corporation.

Neither RR Donnelley, its board of directors, the information agent and depositary nor the dealer managers make any recommendation as to whether holders of the notes should tender or refrain from tendering the notes. Holders of the notes must decide how many notes to tender, if any.

This announcement is for informational purposes only and does not constitute an offer to purchase or a solicitation of an offer to sell securities. The Offers are being made solely by means of the Offer to Purchase and the related Letter of Transmittal, which are being distributed to holders of notes by RR Donnelley. The Offers are not being made in any jurisdiction in which such offer, solicitation or acceptance of thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. In any jurisdiction where the laws require a tender offer to be made by a licensed broker or dealer, the Offers will be deemed to be made on behalf of RR Donnelley by the dealer managers, or one or more registered brokers or dealers under the laws of such jurisdiction.

About RR Donnelley

RR Donnelley (Nasdaq:RRD) is a global provider of integrated communications. Founded more than 146 years ago, the Company works collaboratively with more than 60,000 customers worldwide to develop custom communications solutions that reduce costs, enhance return on investment and ensure compliance. Drawing on a range of proprietary and commercially available digital and conventional technologies deployed across four continents, the Company employs a suite of leading Internet based capabilities and other resources to provide premedia, printing, logistics and business process outsourcing products and services to leading clients in virtually every private and public sector.     

For more information, and for RR Donnelley's Corporate Social Responsibility Report, visit the Company's web site at

Use of Forward-Looking Statements

This news release may contain "forward-looking statements" as defined in the U.S. Private Securities Litigation Reform Act of 1995. Readers are cautioned not to place undue reliance on these forward-looking statements and any such forward-looking statements are qualified in their entirety by reference to the following cautionary statements. All forward-looking statements speak only as of the date of this news release and are based on current expectations and involve a number of assumptions, risks and uncertainties that could cause the actual results to differ materially from such forward-looking statements. Readers are strongly encouraged to read the full cautionary statements contained in RR Donnelley's filings with the SEC. RR Donnelley disclaims any obligation to update or revise any forward-looking statements.

CONTACT: RR Donnelley Investor Contact:

   Dave Gardella

   Senior Vice President



   RR Donnelley Media Contact:

   Doug Fitzgerald

   Executive Vice President



Source: RR Donnelley

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