Donnelley Financial Solutions, Inc. (NYSE:DFIN) Files An 8-K Regulation FD Disclosure
Item7.01. Regulation FD Disclosure.
On June13, 2017, Donnelley Financial Solutions, Inc. (the
Company) issued a press release announcing the pricing of the
offering of 6,143,208 shares of its common stock at a public
offering price of $21.25 per share. The shares have been offered
by Citigroup Global Markets Inc., Merrill Lynch, Pierce, Fenner
Smith Incorporated, J.P. Morgan Securities LLC and Wells Fargo
Securities, LLC (together, the Selling Stockholders). Immediately
prior to the consummation of the offering, R.R. Donnelley Sons
Company (RRD) will exchange the shares of common stock to be sold
by the Selling Stockholders in the offering with the Selling
Stockholders (who are also the underwriters in the offering) or
their affiliates for certain debt obligations of RRD held by the
Selling Stockholders or their affiliates. RRD will retain 99,594
shares of our common stock upon the consummation of the exchange.
The Company has also granted the underwriters in the offering a
30-day option to purchase up to an additional 921,481 shares of
the Companys common stock at the public offering price, less
underwriting discounts and commissions. A registration statement
on Form S-1 relating to the Companys common stock (File
No.333-216933) has been filed with, and declared effective by,
the Securities and Exchange Commission. The Company will not
receive any of the proceeds from the sale of the shares by the
Selling Stockholders. The offering is expected to close on
June21, 2017, subject to customary closing conditions.
A copy of the press release is attached hereto as Exhibit 99.1
and incorporated herein by reference.
The information in this Form8-K is being furnished to Item7.01,
and the information contained herein shall not be deemed filed
for purposes of Section18 of the Securities Exchange Act of 1934,
or otherwise subject to the liabilities under that Section.
Item9.01 Financial Statements and Exhibits.
| (d) | Exhibits |
|
ExhibitNo. |
Description |
|
| 99.1 |
Press release of Donnelley Financial Solutions,Inc. dated June13,2017 announcing the pricing of the secondary common stock offering. |
About Donnelley Financial Solutions, Inc. (NYSE:DFIN)
Donnelley Financial Solutions, Inc. is a financial communications services company that supports global capital markets compliance and transaction needs for its corporate clients and their advisors (such as law firms and investment bankers), and global investment markets compliance and analytics needs for mutual fund companies, variable annuity providers and broker/dealers. The Company provides content management, multi-channel content distribution, data management and analytics services, collaborative workflow and business reporting tools, and translations and other language services in support of its clients’ communications requirements. The Company operates in two business segments: United States and International. The United States segment consists of three reporting units: capital markets, investment markets, and language solutions and other. The International segment includes its operations in Asia, Europe, Latin America and Canada.