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BRIEF-RRD Says Received Unsolicited Non-Binding Proposal To Acquire RRD For $11.00 Per Share In Cash

reuters.com · 12/29/2021 21:10
BRIEF-RRD Says Received Unsolicited Non-Binding Proposal To Acquire RRD For $11.00 Per Share In Cash

- RR Donnelley & Sons Co RRD:

  • RRD RECEIVES UNSOLICITED NON-BINDING PROPOSAL TO ACQUIRE RRD FOR $11.00 PER SHARE IN CASH

  • BOARD DETERMINES PROPOSAL WOULD REASONABLY BE EXPECTED TO LEAD TO A "SUPERIOR PROPOSAL"

  • UNDER TERMS OF CHATHAM MERGER AGREEMENT, AFFILIATES OF CHATHAM HAVE AGREED TO ACQUIRE COMPANY FOR $10.85 PER SHARE IN CASH

  • AT THIS TIME, BOARD HAS NOT DETERMINED THAT STRATEGIC PARTY PROPOSAL CONSTITUTES A SUPERIOR PROPOSAL

  • RR DONNELLEY & SONS-NO ASSURANCES THAT TRANSACTION WILL RESULT FROM STRATEGIC PARTY PROPOSAL OR ANY ALTERNATIVE TRANSACTION WILL BE ENTERED,CONSUMMATED

  • ALSO CONFIRMED RECEIPT OF A LETTER FROM CHATHAM REGARDING STRATEGIC PARTY PROPOSAL

  • RRD-IN LETTER, CHATHAM STATED BELIEF THAT STRATEGIC PARTY PROPOSAL DOES NOT CONSTITUTE,WOULD NOT REASONABLY BE EXPECTED TO LEAD SUPERIOR PROPOSAL

  • CHATHAM'S BELIEF THAT CONCLUSION OTHERWISE BY BOARD WOULD BE A BREACH OF COMPANY'S OBLIGATIONS UNDER CHATHAM MERGER AGREEMENT

  • RRD - BOARD HAS NOT MADE A "CHANGE OF RECOMMENDATION" (AS DEFINED IN CHATHAM MERGER AGREEMENT), REAFFIRMS ITS RECOMMENDATION OF CHATHAM MERGER AGREEMENT

  • RRD - BOARD ALSO REJECTS ALL "ALTERNATIVE ACQUISITION AGREEMENTS"

  • RR DONNELLEY & SONS - IN ADDITION, CO WILL FILE PRELIMINARY PROXY STATEMENT IN RESPECT OF TRANSACTIONS CONTEMPLATED BY CHATHAM MERGER AGREEMENT

  • RRD- CO IS NOT PERMITTED TO ENGAGE IN NEGOTIATIONS OR DISCUSSIONS WITH, OR FURNISH NONPUBLIC INFORMATION, DATA TO STRATEGIC PARTY

Source text for Eikon: ID:nBw9F0bLPa

Further company coverage: RRD


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