R.R. Donnelley tallies early tenders in offer for $500 million notes

By Susanna Moon

Chicago, March 14 - R.R. Donnelley & Sons Co. updated the tender offers for up to $500 million principal amount of its $525 million outstanding of 6 1/8% notes due 2017, $350 million outstanding 8.6% notes due 2016 and $600 million outstanding 7¼% notes due 2018.

The company is tendering for up to $300 million of its 6 1/8% notes, up to $150 million of its 8.6% notes and up to $50 million of its 7¼% notes, according to a press release.

As of 5 p.m. ET on March 13, the early tender date, investors had tendered $172,196,000 of the 6 1/8% notes, $129,363,000 of the 8.6% notes and $242,741,000 of the 7¼% notes.

Donnelley accepted for purchase all of the 6 1/8% notes and 8.6% notes tendered by the early deadline, and $50 million, or 20.6%, of the 7¼% notes tendered so far on a prorated basis.

For each $1,000 principal amount, the total purchase price will be $1,065.00 for the 6 1/8% notes, $1,137.50 for the 8.6% notes and $1,045.00 for the 7¼% notes, as noted before.

The total payment includes an early tender premium of $30.00 per $1,000 of notes tendered by the early tender deadline.

Holders also will receive accrued interest to but excluding the settlement date.

Donnelley said it will not accept any more 7¼% notes for purchase in the offer.

Holders may continue to tender 6 1/8% notes and 8.6% notes until 11:59 p.m. ET on March 27. Tendered notes may no longer be withdrawn.

If the company receives tenders for more than the offer cap, the notes will be purchased on a prorated basis, a previous release said.

Funding for the offer will come from the company's planned $350 million of senior notes due 2021, along with borrowings under its revolving credit facility.

The offers are conditioned on the company completing the notes issue but are not contingent upon the tender of any minimum principal amount of notes.

BofA Merrill Lynch (888 292-0070 or collect 646 855-3401), JPMorgan (800 245-8812 or collect 212 270-1200), PNC Capital Markets LLC (412 762-8420) and U.S. Bancorp (877 558-2607 or collect 612 336-7604) are the dealer managers. Global Bondholder Services Corp. (866 873-6300 or collect 212 430-3774) is the depositary and information agent.

R.R. Donnelley is a Chicago-based integrated communication solutions provider.

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