R. R. Donnelley & Sons Co. completes spinoffs of LSC Communications and Donnelley Financial Solutions

On October 1, 2016, R. R. Donnelley & Sons Co. (“RRD”) completed its spin-off of LSC Communications, Inc. (“LSC”) and Donnelley Financial Solutions, Inc. (“DFS”) by way of a distribution to its stockholders of approximately 80.75 per cent of the common stock of each spin-off company. Each RRD stockholder of record as of September 23, 2016, received one share of LSC and one share of DFS for every eight shares of RRD common stock owned. RRD retained the remaining 19.25 per cent of the common stock of each of LSC and DFS. 

The spin-offs resulted in RRD’s businesses being separated into three distinct, publicly traded companies. RRD is now an approximately US$7 billion multichannel communication strategies company that creates, manages, produces, distributes and processes content. LSC is a publishing and retail-centric print services and office products company with US$3.7 billion in revenues in 2015, and DFS is a financial communications and data services company with approximately US$1.05 billion in revenues in 2015. All three companies are listed on the New York Stock Exchange. The separation of RRD’s businesses required a significant reorganization in Canada, the United States and elsewhere. The distribution of stock in the spun-off companies to Canadian resident stockholders was made pursuant to the filing of a prospectus in each of the provinces and territories of Canada. 

Sullivan & Cromwell LLP acted as US counsel on the spin-off with a team led by Audra Cohen that included James Shea, Brian Farber, Lily Colahan, Patrick Kavanaugh and T’Shae Sherman (corporate and securities law), Michelle Heisner and Bill Nahill (internal reorganization), Ron Creamer, Eric Lopata and David Passey (tax), Matt Friestedt, Rebecca Coccaro and Amanda Toy (executive compensation and benefits), Mehdi Ansari and Justin Orr (intellectual property), Bob Downes, John Estes, Neal McKnight, Steve Mungovan, Brian Farber, Aba Yamoah, Maria Alejandra Suarez, Hampton Foushee, Kyra Ayo Caros, William Zhao, Lauren Donazzan (financing) and Jeremy Campbell and Craig Miller (real estate). 

Blake, Cassels & Graydon LLP acted as Canadian counsel on the spin-off with a team led by John Kolada that included Markus Viirland, Michael Hickey and Stefania Zilinskas (securities law), Paul Stepak, Zvi Halpern-Shavim and Casey Richardson-Scott (tax), Paul Singh, Andrew Thompson and Andrew Cyr (corporate), Kathryn Bush and Adam Ngan (pensions and benefits), Joe Grignano and Jason Kolarich (real estate) and Holly Reid (employment).


Paul Stepak Kathryn M. Bush