R.H. Donnelley to start roadshow Monday for $2.1 billion three-part notes offering

By Paul A. Harris

St. Louis, Jan. 6 - R.H. Donnelley Corp. will start a two-team roadshow on Monday for its $2.1 billion proceeds three-part notes transaction (Caa1/B+), according to a market source.

The roadshow is expected to conclude on Wednesday, with the notes expected to price on Thursday or Friday.

The Cary, N.C.-based Yellow Pages publisher plans to sell $1.2 billion of series A-3 senior notes due 2016 and to raise $600 million of proceeds by placing a tranche of series A-2 senior discount notes due Jan. 15, 2013. Proceeds will be used to fund a dividend to shareholders in connection with the acquisition of Englewood, Colo.-based print directories and internet-based local search services provider Dex Media, Inc., and for general corporate purposes.

R.H. Donnelley also plans to raise $332 million of proceeds by selling a tranche of series A-1 senior discount notes due Jan. 15, 2013. Proceeds from the series A-1 notes will be used to fund a portion of the repurchase of outstanding convertibles.

JP Morgan, Bear Stearns & Co. and Credit Suisse First Boston are joint bookrunners for the Rule 144A and Regulation S transaction. Goldman Sachs & Co, Deutsche Bank Securities, Wachovia Securities, UBS Investment Bank and Banc of America Securities LLC are co-managers, with other co-managers expected to emerge.

All three of the announced tranches and the existing R.H. Donnelley (Holdco) 6 7/8% notes due Jan. 15, 2013 are pari passu. R.H. Donnelley (Holdco) priced $300 million of the 6 7/8% senior notes due Jan 15, 2013 at par on Jan. 11, 2005.

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