R.R. Donnelley wraps cash tender offers for three series of notes

By Marisa Wong

Madison, Wis., April 3 - R.R. Donnelley & Sons Co. announced the final tender results of the cash tender offers for up to $400 million of three series of notes, including 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 tendered a total of $276,569,000 of the 7¼% notes, $211,129,000 of the 8¼% notes and $130,597,000 of the 7 5/8% notes.

As previously announced, the company received tenders for $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 additional $90,000 of 8¼% notes tendered between the early tender date and the expiration of the offer at 11:59 p.m. ET on April 2 are expected to be accepted for purchase on Thursday.

The company accepted for purchase all of the early tendered 8¼% notes, as previously reported.

Because the tendered amounts for the two other series exceeded the caps, the company purchased the early tendered 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 company had previously announced that it would not accept any additional 7¼% notes and 7 5/8% notes after the early tender date.

Early settlement occurred on March 20.

The total payment per $1,000 par amount was $1,180 for the 7¼% notes, $1,207.50 for the 8¼% notes and $1,150 for the 7 5/8% notes. The total purchase price included $30 for each $1,000 of notes tendered by the early tender date.

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

Holder of the $90,000 of 8¼% notes tendered after the early deadline will not receive the $30 early tender premium.

R.R. Donnelley began the cash tender offers on March 6 for up to $350 million of the three series of notes 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.

The offer was conditioned on completion of a $400 million public offering of notes due 2024 by the offer's settlement date. The company priced an upsized $400 million of 6% notes due 2024 on March 6, as reported by Prospect News.

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) were the dealer managers. Global Bondholder Services Corp. (866 470-3800 or 212 430-3774 collect) was the depositary and information agent.

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

© 2015 Prospect News.
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