R.R. Donnelley’s $2.1 Billion Take-Private Sale Draws Challenge

R.R. Donnelley & Sons Co. investors filed suit in Delaware to challenge its proposed $2.1 billion take-private deal with Atlas Holdings LLC, claiming the printing company’s board manipulated the sale process to stave off a more lucrative hostile takeover by Chatham Asset Management LLC.

The lawsuit, brought by a hedge fund and an individual stockholder, accuses the board of rushing to accept the $8.52-per-share offer from Atlas affiliates Nov. 3—and shield it from competing bids with a suite of defensive measures, including a poison pill—even as Chatham was publicly offering more.

“The board’s decision to maintain the poison pill to ...