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


CHICAGO, Aug. 26, 2013 (GLOBE NEWSWIRE) -- R.R. Donnelley & Sons Company ("RR Donnelley" or the "Company") (Nasdaq:RRD) today announced the early tender date results of its offers (the "Tender Offers") to purchase for cash up to $400,000,000 aggregate principal amount of its notes, including up to $100,000,000 of its 5.500% Notes due May 15, 2015 (the "2015 Notes"), up to $100,000,000 of its 6.125% Notes due January 15, 2017 (the "2017 Notes") and up to $200,000,000 of its 7.250% Notes due May 15, 2018 (the "2018 Notes", together with the 2015 Notes and 2017 Notes, the "Securities").

The following table sets forth the Securities that are subject to the Tender Offers as well as the aggregate principal amounts of Securities validly tendered and not validly withdrawn at or prior to 5:00 p.m., New York City time, on August 23, 2013 (the "Early Tender Date").

Title of Securities

CUSIP Numbers

Aggregate Principal Amount Outstanding
Maximum Principal Amount to Be Accepted Aggregate Principal Amount Tendered as of the Early Tender Date Aggregate Principal Amount Accepted for Payment Approximate Percentage Accepted of Principal Amount Tendered
5.500% Notes due May 15, 2015 257867AR2; 257867AQ4 $300,000,000 $100,000,000 $131,118,000 $100,000,000 76.3%
6.125% Notes due January 15, 2017 257867AT8 $351,455,000 $100,000,000 $104,842,000 $100,001,000 95.4%
7.250% Notes due May 15, 2018 257867AX9 $550,000,000 $200,000,000 $345,046,000 $200,000,000 58.0%

As described in the Offer to Purchase (as defined below), because the aggregate principal amount of the Securities tendered exceeded the relevant Maximum Principal Amount to be Accepted (as set forth in the table above) for the Securities as of the Early Tender Date, RR Donnelley has accepted validly tendered Securities on a pro rated basis (rounded downward such that the Securities purchased will be in integral multiples of $1,000, but not less than the minimum principal amount to be accepted) with a pro ration factor of approximately 76.3% for the 2015 Notes, approximately 95.4% for the 2017 Notes and approximately 58.0% for the 2018 Notes. To the extent that pro rated acceptance of the 2015 Notes would have resulted in less than the authorized minimum denomination of $1,000 being returned to a holder and pro rated acceptance of the 2017 Notes and 2018 Notes would have resulted in less than the authorized minimum denomination of $2,000 being returned to a holder, RR Donnelley has accepted all of such holder's notes.

Accordingly, RR Donnelley announced that it has accepted for payment $100,000,000 aggregate principal amount of 2015 Notes, $100,001,000 aggregate principal amount of 2017 Notes and $200,000,000 aggregate principal amount of 2018 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.

RR Donnelley will not accept any additional Securities for purchase. 

The Tender Offers are being made pursuant to an Offer to Purchase dated August 12, 2013 (the "Offer to Purchase") and the related Letter of Transmittal dated August 12, 2013 (the "Letter of Transmittal"), each as amended by the press release issued August 12, 2013, which set forth a complete description of the terms of the Tender 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 Tender Offers. The Tender Offers are conditioned on the satisfaction of certain conditions set forth in the Offer to Purchase.

RR Donnelley has retained BofA Merrill Lynch, ING, PNC Capital Markets LLC and Loop Capital Markets to serve as dealer managers for the Tender Offers. Global Bondholder Services Corporation has been retained to serve as the depositary and information agent for the Tender Offers.

For additional information regarding the terms of the Tender Offers, please contact: BofA Merrill Lynch at (888) 292-0070 (toll free) or (646) 855-3401 (collect), ING at (646) 424-6000, PNC Capital Markets LLC at (412) 762-8420 or Loop Capital Markets at (888) 294-8898 (toll free) or (312) 913-2275. 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 Tender 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 Securities should tender or refrain from tendering the Securities. 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 Tender 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 Tender 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 Tender 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), a Delaware corporation, is a global provider of integrated communications. The Company works collaboratively with more than 60,000 customers worldwide to develop custom communications solutions that reduce costs, drive top line growth, enhance return on investment increase 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 services to 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

   Investor Relations


   RR Donnelley Media Contact:

   Phyllis Burgee

   Director, Communications


Source: RR Donnelley

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