R.R. Donnelley counts early tenders; two series oversubscribed so far

By Susanna Moon

Chicago, March 20 - R.R. Donnelley & Sons Co. announced the early tender results of the oversubscribed cash tender offers for up to $350 million of three series of notes.

As previously announced, R.R. Donnelley is offering to purchase for cash up to $100 million of its 7¼% notes due May 15, 2018, up to $250 million of its 8¼% notes due March 15, 2019 and up to $50 million principal amount of its 7 5/8% notes due June 15, 2020.

Investors had tendered $276,569,000 of the 7¼% notes, $211,039,000 of the 8¼% notes and $130,597,000 of the 7 5/8% notes by 5 p.m. ET on March 19, the early tender date.

The company accepted for purchase all of the 8¼% notes, with settlement set for March 20. Because the tendered amount for the two other series exceeded the cap, the company will purchase the notes on a prorated basis, with a proration factor of 36.16% for the 7¼% notes and 38.29% for the 7 5/8% notes.

The tender offer for the 8¼% notes will continue until 11:59 p.m. ET on April 2, but the company will no longer accept tenders for either of the other two series of notes.

R.R. Donnelley began cash tender offers on March 6 for up to $350 million of the three series of notes on Thursday morning and then lifted the cap to $400 million later the same day.

Originally, the maximum principal amount of the 7 5/8% notes accepted was going to be $50 million reduced on a dollar-for-dollar basis to the extent that tenders for the other two series exceed $300 million. That condition was later scrapped.

As previously noted, the total payment per $1,000 par amount is $1,180.00 for the 7¼% notes, $1,207.50 for the 8¼% notes and $1,150.00 for the 7 5/8% notes.

The total purchase price includes $30.00 for each $1,000 of notes tendered by the early tender date.

Those who tender after the early deadline will receive the total amount less the early premium.

The company also will pay accrued interest up to but excluding the settlement date.

Tendered notes may no longer be withdrawn as of the early tender date.

The offer is conditioned on completion of a $400 million public offering of notes due 2024 by the offer's settlement date.

BofA Merrill Lynch (888 292-0070 or 980 388-3646 collect), ING (646 424-6000) and Loop Capital Markets (888 294-8898 or 312 913-2275) are the dealer managers. Global Bondholder Services Corp. (866 470-3800 or 212 430-3774 collect) is the depositary and information agent.

The issuer is a Chicago-based provider of integrated communication solutions.

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