The Firm recently represented Cooper-Standard Automotive Inc. (“Cooper-Standard”) in a comprehensive set of transactions with a group of Cooper-Standard’s existing debtholders to refinance certain debt with near-term maturities. Such refinancing transactions consisted of (i) the fully-backstopped private offering for cash of $580 million aggregate principal amount of 13.5% Cash Pay / PIK Toggle Senior Secured First Lien Notes due 2027 to holders of Cooper-Standard’s existing 5.625% Senior Notes due 2026 (“2026 Senior Notes”) who participated in the concurrent exchange offer, (ii) the exchange offer to the holders of 2026 Senior Notes who participated in the concurrent notes offering pursuant to which Cooper-Standard exchanged $357.4 million of 2026 Senior Notes (representing approximately 86.36% of the aggregate outstanding principal amount of 2026 Senior Notes) for newly issued 5.625% Cash Pay / 10.625% PIK Toggle Senior Secured Third Lien Notes due 2027, (iii) a related consent solicitation where Cooper-Standard received the requisite consents to amend the indenture governing the 2026 Senior Notes to remove substantially all of the covenants, certain events of default and certain other provisions, (iv) entry into an amendment to Cooper-Standard’s existing asset-based revolving credit facility to, among other things, permit the consummation of the refinancing transactions, and (v) the use of proceeds from the refinancing transactions to repay and/or redeem Cooper-Standard’s existing term loan facility and existing first lien secured notes.
Cooper-Standard, headquartered in Northville, Michigan, is a leading global supplier of systems and components for the automotive industry. Products include sealing, fuel and brake delivery, and fluid transfer systems. Cooper Standard employs approximately 23,000 people globally and operates in 21 countries around the world.
The Simpson Thacher team for the transaction included Ken Wallach, Sunny Cheong, Catherine Ciriello, Siobhan Lam, Ryan Poché, Anna Jarman and Avalee Hagerty (Capital Markets); Justin Lungstrum, Matthew Farrell, Abdulyekinni Fasinro and Mari Zaldivar (Banking & Credit); Sandy Qusba and David Zylberberg (Restructuring); Jonathan Pall (UCC and Collateral); Drew Purcell, Jonathan Cantor and Kris Liu (Tax); Jeanne Annarumma (ECEB); Jessica Cohen, Courtney Welshimer, Melanie Jolson and Mark Natividad (IP & Data Privacy); Timothy Mulvihill (Environmental); Dennis Loiacono (Real Estate); Jennie Getsin (Blue Sky); and Karen Hsu Kelley (Public Company Advisory Practice).