The Firm recently represented Cengage Learning Acquisitions, Inc. (“Cengage Learning”) in connection with a privately-negotiated debt exchange with certain holders of its outstanding 10.50% Senior Notes due 2015 (the “Existing Notes”), in which Cengage Learning exchanged $710,002,000 aggregate principal amount of the Existing Notes for $710,002,000 aggregate principal amount of its newly issued 12% Senior Secured Second Lien Notes due 2019 (the “New Notes”). In connection with such exchange, Cengage Learning also purchased for cash from the same holders $28,719,000 aggregate principal amount of the Existing Notes.
The New Notes are guaranteed by Cengage Learning’s parent company and certain of the parent’s subsidiaries.
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 the private exchange included Ken Wallach, Sunny Cheong and Leah Shen (Capital Markets), Alexandra Kaplan and Michael Vernace (Banking and Credit), Jonathan Pall (Collateral), Jennie Getsin (Blue Sky), Jeanne Annarumma and Aimee Adler (Executive Compensation and Employee Benefits), Mindy Lok and Corina Gugler (Intellectual Property), Mardi Merjian (Real Estate) and Jonathan Cantor and Sean Austin (Tax).