R.R. Donnelley accepts $440.53 million of notes after early deadline

By Susanna Moon

Chicago, March 13 - R.R. Donnelley & Sons Co. planned to purchase on March 13 a total of $440,534,000 of its 4.95% notes due April 1, 2014 and 5½% notes due May 15, 2015, according to a company news release.

Holders had tendered $340,534,000 of the company's 4.95% notes as of the early tender date at 5 p.m. ET on March 12, and the company accepted for purchase all of those notes.

Holders had tendered $192,211,000 of the 5½% notes as of the early tender date, and the company accepted $100 million, or 52%, of those notes for purchase on a prorated basis.

The company is offering to purchase up to $350 million of its $600 million of 4.95% notes and up to $100 million of its $400 million of 5½% notes. The tender offer began on Feb. 28.

For each $1,000 principal amount, the company will pay $1,050 for the 4.95% notes and $1,035 for the 5½% notes, which include an early tender premium of $30 for notes tendered by the early tender date.

Holders also will receive accrued interest up to but excluding the settlement date.

The tender offer will continue to run until 11:59 p.m. ET on March 26, but holders who tender after the early tender date will not receive a consent premium for tendered notes. In addition, R.R. Donnelley will not accept any additional 5½% notes for purchase.

If the amount of tendered 4.95% notes exceeds the cap, the company will purchase the notes on a prorated basis.

The offer was conditioned on the completion by R.R. Donnelley of a public offering of at least $300 million principal amount of notes due 2019 by the early settlement date. The offer is not contingent on the tender of any minimum amount of notes.

The company priced an upsized $450 million issue of seven-year senior notes at par to yield 8¼% on Feb. 28.

The dealer managers of the tender offer are Bank of America Merrill Lynch (888 292-0070 or 646 855-3401), Citigroup Global Markets Inc. (800 558-3745 or 212 723-6106) and Mitsubishi UFJ Securities (877 649-6848). The depositary and information agent is Global Bondholder Services Corp. (866 857-2200 or 212 430-3774).

R.R. Donnelley is a Chicago-based provider of premedia, printing, logistics and business process outsourcing products and services.

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