R.R. Donnelley wraps oversubscribed tender offer for three note series

By Susanna Moon

Chicago, Aug. 26 - R.R. Donnelley & Sons Co. said it wrapped tender offers for $400 million principal amount of three series of its debt securities, which had been set to end next month.

Investors had tendered the following amount of notes by the early tender deadline of 5 p.m. ET on Aug. 23:

• $131,118,000 of the $300 million outstanding 5½% notes due 2015;

• $104,842,000 of the $100 million of its $351,455,000 outstanding 6 1/8% notes due 2017; and

• $345,046,000 of the $550 million outstanding 7¼% notes due 2018.

Under the terms of the offer, the company will purchase the early tendered notes on a prorated basis, according to a company news release:

• $100 million, or 76.3%, of tendered 5½% notes;

• $100,001,000, or 95.4%, of tendered 6 1/8% notes; and

• $200 million, or 58%, of tendered 7¼% notes.

The offer was set to end at 11:59 p.m. ET on Sept. 9, but the company said it will accept no more notes in the offer.

The company began tender offers on Aug. 12 for up to $400 million principal amount of three series of its debt securities. The company launched the tender offers with a $350 million overall cap and a $150 million cap for the 7¼% notes. The caps were lifted later the same day, when the company upsized its offering of 81/2-year senior notes to $400 million from $350 million.

As previously announced, for each $1,000 principal amount, the company will pay $1,075 for the 5½% notes and $1,115 for the 6 1/8% notes and the 7¼% notes, including a $30 early tender premium for notes tendered by the early tender date.

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

The offers were conditioned on completion of $400 million of notes due 2022 by the early settlement date. The offers were not contingent on the tender of any minimum principal amount of notes.

R.R. Donnelley priced an upsized $400 million issue of non-callable 81/2-year senior notes at par to yield 7% on Aug. 12, as previously reported by Prospect News.

The dealer managers were BofA Merrill Lynch (888 292-0070 or 646 855-3401), PNC Capital Markets LLC (412 762-8420), ING (646 424-6000) and Loop Capital Markets (888 294-8898 or 312 913-2275). The depositary and information agent was Global Bondholder Services Corp. (866 873-6300 or 212 430-3774).

R.R. Donnelley is a Chicago-based provider of integrated communications.

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