The Firm recently represented Cengage Learning Acquisitions, Inc. (“Cengage Learning”) in certain refinancing transactions designed to address near-term maturities. Cengage Learning entered into an amendment with the lenders under its existing senior secured credit facilities which, among other things, extended the maturity of certain of its term loans and revolving credit commitments thereunder. Cengage Learning also completed a private placement of $725,000,000 aggregate principal amount of Senior Secured Notes due 2020 in reliance on Rule 144A and Regulation S.
Cengage Learning used the proceeds of the notes offering to repay a portion of the extended term loans. Cengage Learning will initially seek to use the remaining net proceeds to repurchase existing first lien debt, but may also use the remaining net proceeds for general corporate purposes, which may include repurchase of its existing unsecured notes.
Cengage Learning is a leading provider of innovative teaching, learning and research solutions for the academic, professional and library markets worldwide. Cengage Learning’s products and services are designed to foster academic excellence and professional development, increase student engagement, improve learning outcomes and deliver authoritative information to people whenever and wherever they need it. Through the company’s unique position within both the library and academic markets, Cengage Learning is providing integrated learning solutions that bridge from the library to the classroom. Cengage Learning’s brands include Brooks/Cole, Course Technology, Delmar, Gale, Heinle, South-Western and Wadsworth, among others.
The Simpson Thacher team for these transactions included Patrick Ryan, Alexandra Kaplan, Michael Vernace, Qi Yue and Sheri Nentin (Banking and Credit), Ken Wallach, Sunny Cheong, Eddie Bontkowski and Leah Shen (Capital Markets), Erik Hepler and Jonathan Pall (Collateral), Jeanne Annarumma and Aimee Adler (Executive Compensation and Employee Benefits), Adeeb Fadil and Noreen Lavan (Environmental), Mindy Lok and Corina Gugler (Intellectual Property), Mardi Merjian (Real Estate) and Gary Mandel, Jonathan Cantor, Sean Austin and Devin Heckman (Tax).