R.R. Donnelley & Sons Company (NYSE: RRD) announced that its Board has determined an unsolicited acquisition proposal from Chatham Asset Management to buy RRD's outstanding shares at $10.25 each constitutes a 'Superior Proposal' compared to its existing merger agreement with Atlas Holdings at $8.52 per share. RRD plans to terminate the agreement with Atlas, pending negotiations during the allowed period until December 7, 2021. If terminated, RRD must pay a $20 million fee to Atlas, which Chatham will cover on RRD's behalf.
R.R. Donnelley & Sons Company (NYSE: RRD) announced it has received a proposal from Chatham Asset Management to acquire all outstanding shares not owned by Chatham for $10.25 per share in cash. The RRD Board will review this proposal while adhering to an existing merger agreement with Atlas Holdings dated November 3, 2021. RRD has previously engaged in negotiations with Chatham regarding an earlier offer of $9.10 per share. The Board has not made a determination regarding the new proposal and continues to recommend the Atlas merger, rejecting alternative offers.
Chatham Asset Management has proposed a binding offer of $10.25 per share to acquire RRD, surpassing a competing bid of $10.00 per share. Chatham, which holds approximately 14.9% of RRD's common stock, emphasizes the strategic importance of its proposal and encourages RRD's board to consider declaring it a 'Superior Proposal' by December 1, 2021. The offer includes a commitment to cover a $20 million termination fee to Atlas Holdings, aiming to expedite negotiations and prevent higher costs.
R.R. Donnelley & Sons Company (NYSE: RRD) announced the expiration of its 'go-shop' period related to the merger agreement with Atlas Holdings. The company received an unsolicited acquisition proposal from Chatham Asset Management for $9.10 per share, and a strategic ‘Go-Shop Proposal’ for $10.00 per share. RRD's Board has not yet classified either as a 'Superior Proposal' but must pay a $20 million termination fee if it terminates the Atlas agreement for a new deal. All alternatives are currently rejected, and the Atlas merger remains in effect.
R.R. Donnelley & Sons Company (NYSE: RRD) announced a definitive merger agreement with Atlas Holdings LLC on November 3, 2021, at $8.52 per share in cash. Following this, Chatham Asset Management, LLC proposed to acquire RRD shares not already owned by them for $9.10 per share. The RRD Board will review this revised offer while affirming it hasn’t made any determinations yet. Centerview Partners LLC and Skadden, Arps, Slate, Meagher & Flom LLP are advising RRD in this process.
Chatham Asset Management has made a binding cash offer of $9.10 per share to acquire R.R. Donnelley & Sons Company (RRD), which translates to an additional $47.9 million to $67.9 million more than Atlas Holdings' current offer of $8.52 per share. Chatham, owning approximately 14.9% of RRD's stock, plans to increase its bid to $9.34 if certain termination fees with Atlas are waived. Furthermore, Chatham filed a lawsuit against RRD's Board to ensure fair treatment of stockholders and to challenge the Atlas agreement, citing a history of underperformance and Board inaction.
RRD recently announced the relaunch of its global creative services under the name Alchemy by RRD, reinforcing its commitment to enhancing brand experiences. Alchemy serves as a key component of RRD GO Creative, focusing on personalized content and design. This global creative studio offers a range of services, including branding execution, digital marketing, and interactive experiences. With a team of experts and hybrid delivery models, Alchemy aims to provide tailored solutions, helping brands achieve authentic engagement.
R.R. Donnelley & Sons Company (NYSE: RRD) has announced a definitive merger agreement with Atlas Holdings LLC in an all-cash transaction valued at approximately $2.1 billion. RRD shareholders will receive $8.52 per share, marking a 29.1% premium over RRD's closing price on November 2, 2021. The RRD board unanimously approved the merger, which aims to maximize shareholder value. The transaction is expected to close in the first half of 2022, pending regulatory approvals, after which RRD will become a private company.
R.R. Donnelley & Sons Company (RRD) reported a 6.4% increase in net sales for Q3 2021, reaching $1.27 billion. GAAP earnings per share rose to $0.38, significantly up from losses in Q3 2020. Additionally, the company announced an acquisition agreement by Atlas Holdings at $8.52 per share, expected to close in early 2022. Total debt decreased by $508 million year-over-year, while operating margins improved despite ongoing supply chain challenges.
Chatham Asset Management, which owns approximately 14.9% of R.R. Donnelley & Sons Company (RRD), has submitted an enhanced cash offer of $9.00 to $9.50 per share to acquire all outstanding shares not owned by them. This offer follows a previous proposal of $7.50 per share. Chatham has expressed frustration with RRD's Board, as they have allegedly engaged with Atlas Holdings for an agreement at $8.50 per share without discussing Chatham's offers. Chatham remains committed to the acquisition and emphasizes the need for negotiations to maximize shareholder value.