RR Donnelley Announces Pricing of $400 Million Offering of Its 7.000% Notes Due 2022
13 August 2013 - 9:17AM
R.R. Donnelley & Sons Company ("RR Donnelley" or the "Company")
(Nasdaq:RRD) announced today that it has priced an offering of $400
million of its 7.000% Notes due 2022 in an underwritten public
offering. The offering is expected to close on August 26, 2013.
RR Donnelley intends to use the net proceeds from the offering,
along with borrowings under its revolving credit facility, (1) to
fund tender offers for up to $400 million aggregate principal
amount of its debt securities, including up to $100 million of its
5.500% Notes due May 15, 2015, up to $100 million of its 6.125%
Notes due January 15, 2017 and up to $200 million of its 7.250%
Notes due May 15, 2018 and (2) to pay premiums in connection with
those tender offers. The completion of each tender offer will be
subject to customary closing conditions. If there are any remaining
proceeds from the notes, RR Donnelley intends to use those proceeds
to repay borrowings under its revolving credit facility and for
general corporate purposes. Amounts repaid under its revolving
credit facility may be reborrowed for general corporate purposes,
including the repayment or redemption of other indebtedness.
The notes are being offered pursuant to the Company's existing
shelf registration statement, which became automatically effective
upon filing with the Securities and Exchange Commission. A
prospectus supplement and accompanying prospectus describing the
terms of the offering will be filed with the Securities and
Exchange Commission. BofA Merrill Lynch, Citigroup, J.P. Morgan and
US Bancorp are acting as the joint book-running managers for the
offering. When available, copies of the prospectus supplement and
the accompanying prospectus for the offering may be obtained from:
BofA Merrill Lynch toll-free at 1-800-294-1322, Citigroup toll-free
at 1-800-831-9146, J.P. Morgan toll-free at 1-800-245-8812 and US
Bancorp toll-free at 1-877-558-2607.
This announcement does not constitute an offer to purchase or a
solicitation of an offer to sell securities, nor shall there be any
sales of these securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities law of such jurisdiction. The
tender offers are being made solely by means of an Offer to
Purchase and a related Letter of Transmittal. In any
jurisdiction where the laws require a tender offer to be made by a
licensed broker or dealer, the tender offers will be deemed to be
made on behalf of RR Donnelley by the dealer managers for such
tender offers, or one or more registered brokers or dealers under
the laws of such jurisdiction.
About RR Donnelley
RR Donnelley (Nasdaq:RRD), a Delaware corporation, is a global
provider of integrated communications. The Company works
collaboratively with more than 60,000 customers worldwide to
develop custom communications solutions that reduce costs, drive
top line growth, enhance return on investment and increase
compliance. Drawing on a range of proprietary and commercially
available digital and conventional technologies deployed across
four continents, the Company employs a suite of leading Internet
based capabilities and other resources to provide premedia,
printing, logistics and business process outsourcing services to
clients in virtually every private and public sector.
For more information, and for RR Donnelley's Corporate Social
Responsibility Report, visit the company's web site at
www.rrdonnelley.com.
Use of Forward-Looking Statements
This news release may contain "forward-looking statements" as
defined in the U.S. Private Securities Litigation Reform Act of
1995. Readers are cautioned not to place undue reliance on
these forward-looking statements and any such forward-looking
statements are qualified in their entirety by reference to the
following cautionary statements. All forward-looking
statements speak only as of the date of this news release and are
based on current expectations and involve a number of assumptions,
risks and uncertainties that could cause the actual results to
differ materially from such forward-looking
statements. Readers are strongly encouraged to read the full
cautionary statements contained in RR Donnelley's filings with the
SEC. RR Donnelley disclaims any obligation to update or revise
any forward-looking statements.
CONTACT: RR Donnelley Investor Contact:
Dave Gardella
Senior Vice President
Investor Relations
312-326-8155
david.a.gardella@rrd.com
RR Donnelley Media Contact:
Phyllis Burgee
Director, Communications
630-322-6093
phyllis.burgee@rrd.com
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