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Simpson Thacher Represents MedQuist Holdings Inc. in Corporate Restructuring

04.13.11

Simpson Thacher represented MedQuist Holdings Inc. (formerly CBaySystems Holdings Limited) (NASDAQ: MEDH), a provider of clinical documentation services to the U.S. healthcare industry, in connection with a corporate restructuring that involved (i) term loan and mezzanine financings to refinance all of MEDH’s acquisition-related debt and to fund a special dividend to shareholders of MEDH’s majority-owned and NASDAQ-listed subsidiary, MedQuist Inc., (ii) the redomiciliation of MEDH from the British Virgin Islands to Delaware, (iii) the re-listing of MEDH from the London AIM market to NASDAQ, (iv) a privately-negotiated exchange of MEDH common stock for common stock of MedQuist Inc. owned by certain activist shareholders of MedQuist Inc. and an SEC-registered exchange offer of MEDH common stock for common stock of MedQuist Inc. held by public investors that together resulted in an increase in MEDH’s ownership of MedQuist Inc. from 70% to 97%, (v) an initial public offering in the U.S. by MEDH and (vi) the settlement of certain litigation brought by MedQuist Inc. shareholders against MEDH and MedQuist Inc., the terms of which will result in MEDH acquiring 100% ownership of MedQuist Inc.

The Simpson Thacher corporate team included Rhett Brandon, Ellen Smiley, Jon Strom, Joia Lee, Alfredo Porretti, Arjun Koshal, Mark Brod, Jennifer Chen, Moiz Ali and Vijay Sekhon. The bank and mezzanine financing team included Marissa Wesely, Brandon Messina and Aleksander Janiszewski. The litigation team included Chet Kronenberg, Peter Jordan and Jessica Marek. Support was provided from the following specialist areas: Tristan Brown, Victoria Stewart and Grace Lin (Executive Compensation and Employee Benefits); Marcela Robledo (Intellectual Property); and Jennie Getsin (FINRA). Paralegal Meredith Karp also provided invaluable assistance.