Acquisitions (Tables)

9 Months Ended

Sep. 30, 2012

Fair Value, Valuation Techniques and Related Unobservable Inputs of Level 3

The following table presents the fair value, valuation techniques and related unobservable inputs for these Level 3 measurements:

	Fair Value		Valuation Technique	Unobservable Input	Range
Customer relationships	$	20.2	Excess earnings, with and without method	Discount rate Attrition rate	16.0% - 17.5% 7.0% - 20.0%
Technology		13.4	Excess earnings, relief- from-royalty method, cost approach	Discount rate Obsolescence factor Royalty rate (after-tax)	16.0% - 17.0% 10.0% - 20.0% 4.5%
Trade names		3.1	Relief-from-royalty method	Discount rate Royalty rate (after-tax)	15.5% - 17.5% 0.5% - 1.2%
Non-compete agreements		0.9	With and without method	Discount rate	17.5%
Contingent consideration		3.5	Probability weighted discounted future cash flows	Discount rate	4.5%

Pro Forma Financial Information

Pro forma adjustments are tax-effected at the applicable statutory tax rates.

	Three Months Ended September 30,				Nine Months Ended September 30,
	2012		2011		2012		2011
Net sales	$	2,521.5	$	2,707.7	$	7,614.7	$	7,959.0
Net earnings attributable to RR Donnelley common shareholders		75.3		154.8		204.4		177.1
Net earnings per share attributable to RR Donnelley common shareholders:
Basic	$	0.42	$	0.82	$	1.13	$	0.90
Diluted	$	0.41	$	0.81	$	1.12	$	0.89

Pro Forma Adjustments Affecting Net Earnings

the pro forma adjustments affecting net earnings attributable to RR Donnelley common shareholders for the three and nine months ended September 30, 2012 and 2011 were as follows:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Depreciation and amortization of purchased assets, pre-tax	$	(0.5	)	$	(2.6	)	$	(4.2	)	$	(8.3	)
Acquisition-related expenses, pre-tax		2.7			0.5			4.5			1.2
Restructuring and impairment charges, pre-tax		1.2			0.4			2.6			(2.2	)
Inventory fair value adjustment, pre-tax		—			—			0.3			—
Other pro forma adjustments, pre-tax		(0.1	)		(0.2	)		3.9			(14.9	)
Income taxes		(1.1	)		2.3			(1.9	)		12.5

XPO And EDGAR Online Acquisitions [Member]

Schedule of Purchase Price Allocation for Acquisitions

Based on the current valuations, the purchase price allocations for these acquisitions were as follows:

Accounts receivable	$	15.4
Prepaid expenses and other current assets		0.8
Property, plant and equipment		2.2
Amortizable other intangible assets		24.2
Other noncurrent assets		14.0
Goodwill		44.4
Accounts payable and accrued liabilities		(16.3	)
Other noncurrent liabilities		(0.1	)
Deferred taxes-net		10.4
Total purchase price-net of cash acquired		95.0
Less: debt assumed		1.4
Less: fair value of contingent consideration		3.5
Net cash paid	$	90.1

Genesis Libre Digital Sequence Helium and Journalism Online Acquisitions [Member]

Schedule of Purchase Price Allocation for Acquisitions

Based on the valuations, the final purchase price allocations for these acquisitions were as follows:

Accounts receivable	$	6.0
Inventories		2.3
Prepaid expenses and other current assets		0.4
Property, plant and equipment and other noncurrent assets		16.8
Amortizable other intangible assets		16.2
Goodwill		117.6
Accounts payable and accrued liabilities		(8.2	)
Other noncurrent liabilities		(2.9	)
Deferred taxes-net		14.2
Total purchase price-net of cash acquired		162.4
Less: fair value of Company’s previously held investments in Helium		13.9
Less: fair value of contingent consideration		6.8
Net cash paid	$	141.7