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EX-99.1 - EX-99.1 - RDA Holding Co. | a12-6272_1ex99d1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
February 29, 2012
Date of Report (Date of earliest event reported)
RDA HOLDING CO.
(Exact name of registrant as specified in its charter)
Delaware |
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333-170143-07 |
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37-1537045 |
(State or other jurisdiction |
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(Commission |
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(IRS Employer |
of incorporation) |
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File Number) |
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Identification No.) |
750 Third Avenue New York, New York |
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10017 |
(Address of principal executive offices) |
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(Zip Code) |
(646) 293-6000
(Registrants telephone number, including area code)
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 (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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 February 29, 2012, RDA Holding Co. (Holdings) and The Readers Digest Association, Inc. (RDA, together with Holdings, the Company), completed the previously announced sale of the Companys Allrecipes.com business to Meredith Corporation (Meredith), pursuant to the Stock Purchase Agreement (the Agreement) dated as of January 23, 2012. Net cash proceeds from the sale, after estimated taxes and transaction fees, of approximately $150 million will be used primarily to repay debt and related fees.
On March 1, 2012, the Company issued a press release announcing the closing of the transaction. A copy of the press release is furnished hereto as Exhibit 99.1 and incorporated herein by reference in its entirety
Item 9.01 Financial Statements and Exhibits.
Exhibit No. |
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Description |
99.1 |
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Press Release dated March 1, 2012. |
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.
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RDA Holding Co. | |
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/s/ Andrea Newborn |
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Name: |
Andrea Newborn |
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Title: |
Senior Vice President, General Counsel and |
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Secretary |
Date: March 1, 2012 |
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