R.H. Donnelley Corporation and R.H. Donnelley Inc. Announce Interim Results of Refinancing of Senior Notes of R.H. Donnelley Cor
May 22 2008 - 6:15PM
PR Newswire (US)
CARY, N.C., May 22 /PRNewswire-FirstCall/ -- R.H. Donnelley
Corporation (NYSE:RHD)(the "Company") announced today the interim
results of the exchange offers by R.H. Donnelley Inc. ("RHDI") to
issue its 11.75% Senior Notes due May 15, 2015 (the "New Notes") in
exchange for a portion of the Company's outstanding notes. As of
5:00 p.m., New York City time, on May 21, 2008, a total of $550.5
million principal amount of Old Notes (as defined below) had been
tendered in the exchange offers. The Company and RHDI also
announced that RHDI has extended the early participation deadline
for each of the exchange offers until 12:00 midnight, New York City
time, on June 6, 2008 (the "Early Participation Deadline"), which
is the expiration time of the exchange offers unless extended by
RHDI (the "Expiration Date"). Holders of Old Notes whose tenders
are accepted by RHDI will receive, subject to proration, the
applicable total exchange amount set forth below: Principal amount
of New Notes for each $1,000 principal amount of applicable Old
Notes Title of Outstanding Notes of the Company Maximum to be
Exchanged Amount Principal Early Total (collectively, the Offered
for Exchange Participation Exchange "Old Notes") Exchange* Amount
Amount Amount 6.875% Senior Notes due 2013 $35,000,000 $652.50
$30.00 $682.50 6.875% Series A-1 Senior Discount Notes due 2013
$50,000,000 $652.50 $30.00 $682.50 6.875% Series A-2 Senior
Discount Notes due 2013 $90,000,000 $652.50 $30.00 $682.50 8.875%
Series A-3 Senior Notes due 2016 $300,000,000 $675.00 $30.00
$705.00 8.875% Series A-4 Senior Notes due 2017 $225,000,000
$670.00 $30.00 $700.00 * For purposes of the exchange offers, the
amount offered for exchange with respect to the 6.875% Senior Notes
due 2013, the 8.875% Series A-3 Senior Notes due 2016 and the
8.875% Series A-4 Senior Notes due 2017 reflects the aggregate
principal amount outstanding at March 31, 2008, and the amount
offered for exchange with respect to the 6.875% Series A-1 Senior
Discount Notes due 2013 and the 6.875% Series A-2 Senior Discount
Notes due 2013 reflects the aggregate principal amount at maturity.
Holders of the Old Notes who validly tender their Old Notes prior
to the Early Participation Deadline, as extended, and whose Old
Notes are accepted for exchange, will be entitled to receive an
early participation amount of $30.00 in principal amount of New
Notes per $1,000 principal amount of Old Notes accepted for
exchange. RHDI has not extended the withdrawal deadline for tenders
of Old Notes and holders no longer have the right to withdraw any
Old Notes previously tendered or tendered through the Expiration
Date. In the event that the principal amount of Old Notes of any
series tendered prior to the Expiration Date exceeds the maximum
amount offered for exchange for that series, Old Notes will be
accepted on a pro rata basis by series according to the principal
amount of such series validly tendered prior to the Expiration Date
and accepted for exchange. Final proration of tenders of the Old
Notes will be determined based on the total amount of Old Notes of
each series validly tendered and accepted for exchange.
Consummation of the exchange offers is subject to certain
conditions, including, without limitation, the successful
completion of an amendment to RHDI's credit facility and certain
additional conditions, which must also be satisfied or waived in
the applicable exchange offer. The exchange offers are only being
made, and copies of the exchange offer documents will only be made
available, to holders of Old Notes that have certified certain
matters to RHDI, including their status as either "qualified
institutional buyers", as that term is defined in Rule 144A under
the Securities Act of 1933, or persons other than "U.S. persons",
as that term is defined in Rule 902 under the Securities Act of
1933 (collectively, "Eligible Holders"). Eligible Holders may
request documents by contacting the information agent, MacKenzie
Partners, Inc., at (toll-free) 800-322-2885 or (collect)
212-929-5500. The New Notes have not been and are not expected to
be registered under the Securities Act of 1933 or any state
securities laws. Therefore, the New Notes may not be offered or
sold in the United States absent registration or any applicable
exemption from the registration requirements of the Securities Act
of 1933 and any applicable state securities laws. This press
release shall not constitute an offer to purchase any securities or
a solicitation of an offer to sell any securities and is issued
pursuant to Rule 135c under the Securities Act of 1933. The
exchange offers are being made only pursuant to a confidential
offering memorandum and related letter of transmittal and only to
such persons and in such jurisdictions as is permitted under
applicable law. DATASOURCE: R.H. Donnelley Corporation CONTACT:
MacKenzie Partners, Inc., +1-800-322-2885, for R.H. Donnelley
Corporation
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