0000905718-19-000585.txt : 20190701 0000905718-19-000585.hdr.sgml : 20190701 20190701170704 ACCESSION NUMBER: 0000905718-19-000585 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20190701 DATE AS OF CHANGE: 20190701 GROUP MEMBERS: ANTHONY MELCHIORRE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: RR Donnelley & Sons Co CENTRAL INDEX KEY: 0000029669 STANDARD INDUSTRIAL CLASSIFICATION: COMMERCIAL PRINTING [2750] IRS NUMBER: 361004130 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-17456 FILM NUMBER: 19934013 BUSINESS ADDRESS: STREET 1: 35 WEST WACKER DRIVE CITY: CHICAGO STATE: IL ZIP: 60601 BUSINESS PHONE: 312.326.8000 MAIL ADDRESS: STREET 1: 35 WEST WACKER DRIVE CITY: CHICAGO STATE: IL ZIP: 60601 FORMER COMPANY: FORMER CONFORMED NAME: DONNELLEY R R & SONS CO DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Chatham Asset Management, LLC CENTRAL INDEX KEY: 0001511989 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 26 MAIN STREET, SUITE 204 CITY: CHATHAM STATE: NJ ZIP: 07928 BUSINESS PHONE: 973-701-2431 MAIL ADDRESS: STREET 1: 26 MAIN STREET, SUITE 204 CITY: CHATHAM STATE: NJ ZIP: 07928 SC 13G 1 rrdonnelley_13gjun202019.htm INITIAL FILING

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. )*

R. R. Donnelley & Sons Company

(Name of Issuer)

COMMON STOCK, $0.01 PAR VALUE PER SHARE

(Title of Class of Securities)

257867200

(CUSIP Number)

June 20, 2019

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule 13G is filed:

[ ] Rule 13d-1(b)

[X] Rule 13d-1(c)

[ ] Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP NO. 257867200
(1) Names of Reporting Persons. I.R.S. Identification Nos. of Above Persons (entities only):
	Chatham Asset Management, LLC
(2) Check the Appropriate Box if a Member of a Group			(a) [ ]
			(b) [ ]

(3) SEC Use Only
(4) Citizenship or Place of Organization
	Delaware
Number of Shares Beneficially Owned By Each Reporting Person With
		(5) Sole Voting Power:	0
		(6) Shared Voting Power:	3,878,687*
		(7) Sole Dispositive Power:	0
		(8) Shared Dispositive Power:	3,878,687*

(9) Aggregate Amount Beneficially Owned by Each Reporting Person: 3,878,687*

(10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions): [ ]
(11) Percent of Class Represented by Amount in Row (9): 5.5%*
(12) Type of Reporting Person (See Instructions): IA

*See Item 4 for additional information.

CUSIP NO. 257867200
(1) Names of Reporting Persons. I.R.S. Identification Nos. of Above Persons (entities only):
	Anthony Melchiorre
(2) Check the Appropriate Box if a Member of a Group			(a) [ ]
			(b) [ ]

(3) SEC Use Only
(4) Citizenship or Place of Organization
	United States of America
Number of Shares Beneficially Owned By Each Reporting Person With
		(5) Sole Voting Power:	0
		(6) Shared Voting Power:	3,878,687*
		(7) Sole Dispositive Power:	0
		(8) Shared Dispositive Power:	3,878,687*

(9) Aggregate Amount Beneficially Owned by Each Reporting Person: 3,878,687*

(10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions): [ ]
(11) Percent of Class Represented by Amount in Row (9): 5.5%*
(12) Type of Reporting Person (See Instructions): IN

*See Item 4 for additional information.

Item 1(a). Name Of Issuer:
	R.R. Donnelley & Sons Company (the “Company”)
Item 1(b). Address of Issuer’s Principal Executive Offices:
	35 West Wacker Drive Chicago, IL 60601
Item 2(a). Name of Person Filing:
	This report on Schedule 13G (this “Schedule 13G”), is being jointly filed by (i) Chatham Asset Management, LLC (“CAM”), a Delaware limited liability company and the investment manager to certain other affiliated funds (collectively, the “Chatham Funds”), and (ii) Anthony Melchiorre, as the managing member of CAM (“Mr. Melchiorre” and, collectively with CAM, the “Reporting Persons”).
Item 2(b). Address of Principal Business Office or, if None, Residence:
	The address for the Reporting Persons is: 26 Main Street, Suite 204, Chatham, New Jersey 07928.

Item 2(c). Citizenship:
	CAM is organized under the laws of the State of Delaware. Mr. Melchiorre is a citizen of the United States.

Item 2(d). Title of Class of Securities:
	Common Stock, $0.01 par value per share (the “Common Stock”).
Item 2(e). CUSIP No.:
	257867200
Item 3. If This Statement Is Filed Pursuant to Section 240.13d-1(b) or 240.13d-2(b) or (c), check whether the Person Filing is a:
	Not Applicable.

Item 4. Ownership:
As reported in the cover pages to this report, the ownership information with respect to each of the CAM and Mr. Melchiorre is as follows:
	(a) Amount Beneficially Owned:		3,878,687*
	(b) Percent of Class:		5.5%^*
	(c) Number of Shares as to which such person has:
		(i) sole power to vote or to direct the vote:	0
		(ii) shared power to vote or to direct the vote:	3,878,687*
		(iii) sole power to dispose or to direct the disposition of:	0
		(iv) shared power to dispose or to direct the disposition of:	3,878,687*

* This Schedule 13G is being jointly filed by CAM and Mr. Melchiorre.

The foregoing beneficial ownership percentage is based upon approximately 70,800,000 shares of Common Stock, issued and outstanding as of April 29, 2019, as reported by the Company in its annual report on Form 10-K, filed with the Securities and Exchange Commission on May 1, 2019.

The 3,878,687 shares of Common Stock held in the aggregate by the Chatham Funds, which constitutes approximately 5.5% of the shares of Common Stock of the Company deemed issued and outstanding as of the date of the event requiring this filing, may be deemed to be beneficially owned (x) indirectly by CAM, as the investment manager to the Chatham Funds, and (y) indirectly by Mr. Melchiorre, as the managing member of CAM.

Item 5. Ownership of Five Percent or Less of a Class
	If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: [ ]
Item 6. Ownership of More Than Five Percent on Behalf of Another Person
	Not Applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person
	Not Applicable.
Item 8. Identification and Classification of Members of the Group
	Not Applicable.
Item 9. Notice of Dissolution of Group
	Not Applicable.

Item 10. Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

July 1, 2019

	CHATHAM ASSET MANAGEMENT, LLC

By:

/s/ Anthony Melchiorre

		Name:	Anthony Melchiorre
		Title:	Managing Member

/s/ Anthony Melchiorre

		Anthony Melchiorre

Attention: Intentional misstatements or omissions of fact constitute
Federal criminal violations (See 18 U.S.C. 1001).

Exhibit Index

Exhibit

1. Joint Filing Agreement, dated as of July 1, 2019, by and among Chatham Asset Management, LLC and Anthony Melchiorre.

Exhibit 1

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of them of a statement on Schedule 13G (including amendments thereto) with respect to the shares of Common Stock, $0.01 par value per share, of R. R. Donnelley & Sons Company, a Delaware corporation, and further agree that this Joint Filing Agreement be included as Exhibit 1 to such Schedule 13G. In evidence thereof, the undersigned hereby execute this agreement this 1^st day of July, 2019.

	CHATHAM ASSET MANAGEMENT, LLC

By:

/s/ Anthony Melchiorre

		Name:	Anthony Melchiorre
		Title:	Managing Member

/s/ Anthony Melchiorre

		Anthony Melchiorre