-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RBDuTeiIY/9XJOhzo3z8/j3odb2gH3GoU1tL76Woo36Z5dpxoX+XqyRQ57gHkg2b L2nvSA52OqbTDIhOHNcyzw== 0001299933-10-003760.txt : 20101022 0001299933-10-003760.hdr.sgml : 20101022 20101021173607 ACCESSION NUMBER: 0001299933-10-003760 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20101021 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20101022 DATE AS OF CHANGE: 20101021 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BOWNE & CO INC CENTRAL INDEX KEY: 0000013610 STANDARD INDUSTRIAL CLASSIFICATION: COMMERCIAL PRINTING [2750] IRS NUMBER: 132618477 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05842 FILM NUMBER: 101135757 BUSINESS ADDRESS: STREET 1: 55 WATER STREET CITY: NEW YORK STATE: NY ZIP: 10041-0006 BUSINESS PHONE: 2129245500 MAIL ADDRESS: STREET 1: 55 WATER STREET CITY: NEW YORK STATE: NY ZIP: 10041-0006 8-K 1 htm_39407.htm LIVE FILING Bowne & Co., Inc. (Form: 8-K)  

 


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

     
Date of Report (Date of Earliest Event Reported):   October 21, 2010

Bowne & Co., Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

     
Delaware 1-05842 13-2618477
_____________________
(State or other jurisdiction
_____________
(Commission
______________
(I.R.S. Employer
of incorporation) File Number) Identification No.)
      
55 Water Street, New York, New York   10041
_________________________________
(Address of principal executive offices)
  ___________
(Zip Code)
     
Registrant’s telephone number, including area code:   212-924-5500

Not Applicable
______________________________________________
Former name or former address, if changed since last report

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 8.01 Other Events.

On October 21, 2010, R.R. Donnelley & Sons Company ("R.R. Donnelley") and Bowne & Co., Inc. ("Bowne") issued a joint press release announcing that, pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated February 23, 2010, among R.R. Donnelley, Bowne and Snoopy Acquisition, Inc., the termination date of the Merger Agreement had been extended as provided for in the Merger Agreement from October 23, 2010 to January 23, 2011. The press release is attached as Exhibit 99.1 and is incorporated herein by reference.





Item 9.01 Financial Statements and Exhibits.

(d) Exhibits. The following exhibit is being filed herewith:

99.1 Joint Press Release of R.R. Donnelley & Sons Company and Bowne & Co., Inc., dated October 21, 2010.






SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

         
    Bowne & Co., Inc.
          
October 21, 2010   By:   /s/ Scott L. Spitzer
       
        Name: Scott L. Spitzer
        Title: Senior Vice President, General Counsel and Corporate Secretary


Exhibit Index


     
Exhibit No.   Description

 
99.1
  Joint Press Release of R.R. Donnelley & Sons Company and Bowne & Co., Inc., dated October 21, 2010.
EX-99.1 2 exhibit1.htm EX-99.1 EX-99.1

Bowne & Co., Inc.
55 Water Street
New York, NY 10041
(212) 924-5500
Fax: (212) 658-5871

     
    NEWS RELEASE
Bowne Media Contact:
  Bowne Investor Relations Contact:
Pamela Blum
Director of Corporate Communications
212-658-5884
pamela.blum@bowne.com
  Bryan Berndt
Treasurer
212-658-5817
bryan.berndt@bowne.com
 
   
RR Donnelley Media Contact:
  RR Donnelley Investor Relations Contact:
Doug Fitzgerald
Executive Vice President, Communications
630-322-6830
doug.fitzgerald@rrd.com
  Dave Gardella
Vice President, Investor Relations
312-326-8155
david.a.gardella@rrd.com
 
   

FOR IMMEDIATE RELEASE

RR DONNELLEY AND BOWNE EXTEND TIME TO COMPLETE MERGER AND REAFFIRM EXPECTATIONS THAT ACQUISITION OF
BOWNE WILL CLOSE IN 2010

CHICAGO and NEW YORK, October 21, 2010 — R.R. Donnelley & Sons Company
(NASDAQ: RRD) and Bowne & Co., Inc. (NYSE: BNE) announced today that pursuant to the terms of the Merger Agreement entered into among RR Donnelley, Bowne and Snoopy Acquisition, Inc. on February 23, 2010, the termination date of the Merger Agreement has been extended as provided for in the Merger Agreement from October 23, 2010 to January 23, 2011.

RR Donnelley and Bowne had previously disclosed on May 12, 2010, that each had received a request for additional information (commonly known as a “second request”) from the Federal Trade Commission under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”). Completion of the transaction remains subject to the expiration or termination of the waiting period under the HSR Act and other customary closing conditions. RR Donnelley and Bowne continue to expect the transaction to close during 2010.

About RR Donnelley
RR Donnelley (NASDAQ: RRD) is a global provider of integrated communications. Founded more than 146 years ago, the company works collaboratively with more than 60,000 customers worldwide to develop custom communications solutions that reduce costs, enhance ROI and ensure compliance. Drawing on a range of proprietary and commercially available digital and conventional technologies deployed across four continents, the company employs a suite of leading Internet based capabilities and other resources to provide premedia, printing, logistics and business process outsourcing products and services to leading
clients in virtually every private and public sector. For more information and for RR Donnelley’s Corporate Social Responsibility Report, visit the company’s web site at http://www.rrdonnelley.com

About Bowne
Bowne provides shareholder and marketing communications services around the world. Dealmakers rely on Bowne to handle critical capital markets communications with speed and accuracy. Compliance professionals turn to Bowne to prepare and file regulatory and shareholder communications online and in print. Investment managers and third party fund administrators count on Bowne’s integrated solutions to streamline their document processes and produce high quality communications for their shareholders. Marketers look to Bowne to create and distribute customized, one-to-one communications on demand. With 2,700 employees in 50 offices around the globe, Bowne has met the ever-changing demands of its clients for more than 230 years. For more information, please visit www.bowne.com.

Use of Forward-Looking Statements
This news release may contain “forward-looking statements” as defined in the U.S. Private Securities Litigation Reform Act of 1995. Readers are cautioned not to place undue reliance on these forward-looking statements and any such forward-looking statements are qualified in their entirety by reference to the following cautionary statements. All forward-looking statements speak only as of the date of this news release and are based on current expectations and involve a number of assumptions, risks and uncertainties that could cause the actual results to differ materially from such forward-looking statements. Such factors include, among others, unanticipated issues associated with obtaining approvals to complete the transaction or other unexpected issues that could impact the closing of the deal. Readers are strongly encouraged to read the full cautionary statements contained in each of RR Donnelley’s and Bowne’s filings with the SEC. Both RR Donnelley and Bowne disclaim any obligation to update or revise any forward-looking statements.

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