RRD Confirms Receipt of Revised Proposal from Chatham Asset Management

R.R. Donnelley & Sons Company (NYSE: RRD) (“RRD” or the “Company”) on November 3, 2021 announced it entered into a definitive merger agreement (the “Merger Agreement”) to be acquired by affiliates of Atlas Holdings LLC (“Atlas”) for $8.52 per share in cash for each share of RRD common stock.

RRD today announced that it has received a proposal from Chatham Asset Management, LLC (“Chatham”) to acquire all of the outstanding shares of RRD not already owned by Chatham for $9.10 per share in cash (the “Revised Proposal”).

The RRD Board of Directors, consistent with its fiduciary duties and in accordance with the terms of its merger agreement with Atlas, will carefully review and consider the Revised Proposal to determine the course of action that it believes is in the best interests of the Company and RRD shareholders. RRD shareholders do not need to take any action at this time and the RRD Board of Directors has not yet made any determination with respect to the Revised Proposal.

Centerview Partners LLC is serving as financial advisor and Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal advisor to RRD.

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