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Donnelley Ends Tender Offers, Reveals Results

March 29, 2013
CHICAGO—RR Donnelley announced the expiration and final results of its offers (the "Tender Offers") to purchase for cash up to $500 million aggregate principal amount of its notes, including up to $300 million of its 6.125 percent notes due Jan. 15, 2017 (the "2017 Notes"), up to $150 million of its 8.600 percent notes due Aug. 15, 2016 (the "2016 Notes") and up to $50 million of its 7.25 percent notes due May 15, 2018 (the "2018 Notes", together with the 2017 Notes and 2016 Notes, the "Securities").

As of the Expiration Date, the aggregate principal amount of 2017 Notes tendered was $173,545,000, of which $172,196,000 were tendered on March 13 (the "Early Tender Date") and were accepted for payment on the early tender settlement date on March 14 (the "Early Tender Settlement Date") and the aggregate principal amount of the 2016 Notes tendered was $130,156,000, of which $129,363,000 were tendered prior to the Early Tender Date and were accepted for payment on the Early Tender Settlement Date.

RR Donnelley announced that it has accepted for payment all of the $1,349,000 aggregate principal amount of 2017 Notes and the $793,000 aggregate principal amount of 2016 Notes that had been validly tendered after the Early Tender Date and prior to the Expiration Date, and was planning to make payment on such 2017 Notes and 2016 Notes on Thursday. The holders of such 2017 Notes and 2016 Notes tendered after the Early Tender Date will not receive an early tender premium.

RR Donnelley previously announced that it accepted for payment the maximum aggregate principal amount of 2018 Notes ($50 million aggregate principal amount) that had been validly tendered and not validly withdrawn prior to the Early Tender Date. RR Donnelley made payment for such notes on March 14. As a result, RR Donnelley announced that it would not accept any additional 2018 Notes for purchase. Accordingly, any additional 2018 Notes that were tendered after the Early Tender Date were not considered validly tendered and will be returned.

The Offers were made pursuant to an Offer to Purchase dated Feb. 28 (the "Offer to Purchase") and the related Letter of Transmittal dated Feb. 28 (the "Letter of Transmittal"), which set forth a complete description of the terms of the Tender Offers.

BofA Merrill Lynch, J.P. Morgan, PNC Capital Markets LLC and US Bancorp served as dealer managers for the Offers. Global Bondholder Services served as the depositary and information agent.
 

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