R.H. Donnelley extends exchange offer for five series of notes, will accept additional notes

By Angela McDaniels

Tacoma, Wash., June 9 - R.H. Donnelley Corp. said its subsidiary R.H. Donnelley Inc. extended its exchange offer for five series of notes and increased the total amount of notes it will accept for exchange to $754.4 million from $700 million.

The offer will now expire at midnight ET on June 20 instead of June 6, according to a company news release.

The company began the exchange offer to refinance a portion of its 6 7/8% senior notes due 2013, 6 7/8% series A-1 senior discount notes due 2013, 6 7/8% series A-2 senior discount notes due 2013, 8 7/8% series A-3 senior notes due 2016 and 8 7/8% series A-4 senior notes due 2017 on May 8.

Through June 6, holders had tendered:

• $46.74 million of the 6 7/8% senior notes. The company will accept up to $46.75 million of this series, increased from $35 million;

• $31.22 million of the 6 7/8% series A-1 notes. The company will accept up to $50 million of this series;

• $98.01 million of the 6 7/8% series A-2 notes. The company will accept up to $98.1 million of this series, increased from $90 million;

• $145.58 million of the 8 7/8% series A-3 notes. The company will accept up to $300 million of this series; and

• $259.51 million of the 8 7/8% series A-4 notes. The company will accept up to $259.55 million of this series, increased from $225 million.

In exchange for old notes, tendering noteholders will receive new 11¾% senior notes due May 15, 2015.

For each $1,000 principal amount of old notes, holders will receive $682.50 of new notes for the 6 7/8% notes, $705.00 for the 8 7/8% series A-3 notes and $700.00 for the 8 7/8% A-4 notes.

For each $1,000 principal amount at maturity of old notes, holders will receive $682.50 of new notes for the discount notes.

For each series, the payout includes an early participation amount of $30.00 of new notes for old notes tendered by midnight ET on June 6, the early participation deadline.

The offer is conditioned upon the completion of an amendment to R.H. Donnelley Inc.'s credit facility.

The information agent is MacKenzie Partners, Inc. (800 322-2885 or call collect 212 929-5500).

R.H. Donnelley is a Yellow Pages and online local commercial search company based in Cary, N.C.

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