Current Report Filing (8-k)
June 06 2017 - 9:21AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant
to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 6, 2017 (June 5, 2017)
R. R. DONNELLEY & SONS COMPANY
(Exact name of Registrant as Specified in Its Charter)
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1-4694
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Delaware
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36-1004130
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(Commission
File Number)
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(State or Other Jurisdiction
of Incorporation)
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(IRS Employer
Identification No.)
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35 West Wacker Drive,
Chicago, Illinois
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60601
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(Address of Principal Executive Offices)
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(Zip Code)
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(312) 326-8000
(Registrants Telephone Number, Including Area Code)
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Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
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Check the appropriate box below
if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this
chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or
revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01. Other Events
On June 6, 2017, R.R. Donnelley & Sons Company (the Company) announced the early tender results for the previously
announced cash tender offers to purchase a portion of its outstanding debt securities. The tender offers include third party cash tender offers by Citigroup Global Markets Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P.
Morgan Securities LLC and Wells Fargo Securities, LLC (collectively, the Third-Party Purchasers) and separate cash tender offers by the Company. The Company also announced that the Third-Party Purchasers have increased the third-party
maximum tender payment from $90,000,000 to $125,000,000. A copy of the press release announcing the early tender results and increase of the third-party maximum tender payment is attached hereto as Exhibit 99.1 and is incorporated herein by
reference.
Item 9.01. Financial Statements and Exhibits
(d)
Exhibits
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Exhibit No.
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Description of Exhibit
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99.1
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Press Release issued by R.R. Donnelley & Sons Company on June 6, 2017.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
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R.R. DONNELLEY & SONS COMPANY
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By:
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/s/ Terry D. Peterson
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Terry D. Peterson
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Executive Vice President and
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Chief Financial Officer
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Date: June 6, 2017
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