RR Donnelley Announces Final Results of its Any and All Tender Offer for its 5.625% Notes Due January 15, 2012
August 27 2009 - 5:30AM
Business Wire
R.R. Donnelley & Sons Company (NASDAQ:RRD) (“RR
Donnelley” or the “Company”) today announced the final results of
its offer to purchase any and all of its 5.625% Notes due January
15, 2012 (the “Any and All Tender Offer”).
As of 5:00 p.m., New York City time, on August 26, 2009, the
aggregate principal amount of 2012 Notes tendered in the Any and
All Tender Offer was $466,398,000. All of the 2012 Notes that were
tendered have been accepted for payment by RR Donnelley, with
settlement expected to occur today. The holders of the 2012 Notes
that were accepted for purchase will be entitled to receive tender
offer consideration of $1,015 per $1,000 principal amount of the
2012 Notes, plus any accrued and unpaid interest from and including
the last interest payment date up to, but not including, the
settlement date.
The Any and All Tender Offer was made pursuant to an Offer to
Purchase dated August 19, 2009 (the “Offer to Purchase”) and the
related Letter of Transmittal dated August 19, 2009 (the “Letter of
Transmittal”), which set forth a complete description of the terms
of the offer.
J.P. Morgan Securities Inc. and BofA Merrill Lynch served as
dealer managers for the tender offer. Global Bondholder Services
Corporation served as the depositary and information agent for the
tender offer.
For additional information regarding the terms of the tender
offer, please contact: J.P. Morgan Securities Inc. at (866)
834-4666 (toll free) or (212) 834-3506 (collect) and BofA Merrill
Lynch at (888) 292-0070 (toll free) or (646) 855-3401 (collect).
Requests for documents and questions regarding the tender of
securities may be directed to Global Bondholder Services
Corporation at (866) 540-1500 (toll free) or (212) 430-3774
(collect).
Copies of the Offer to Purchase and the Letter of Transmittal
related to the tender offer may also be obtained at no charge from
Global Bondholder Services Corporation.
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 offer is 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 offer is 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 offer
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 144 years ago, the company works
collaboratively with more than 60,000 customers worldwide to
develop custom communications solutions that reduce costs, enhance
ROI 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
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
http://www.rrdonnelley.com.
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.
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