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Simpson Thacher represented Reed Elsevier in connection with a Rule 144A/Regulation S offering of $250,000,000 aggregate principal amount of its 3.125% Notes due 2022 (the “Notes”). Simpson Thacher also represented Reed Elsevier in connection with offers of additional Notes in an aggregate principal amount of $311,176,000 and cash in exchange for a portion of its outstanding 7.750% Notes due 2014 and 8.625% Notes due 2019. The Notes were issued by Reed Elsevier Capital Inc. and are fully and unconditionally guaranteed jointly and severally by Reed Elsevier PLC and Reed Elsevier NV, the parent companies of the entities that comprise the Reed Elsevier group of businesses.

Reed Elsevier’s businesses are principally science, medical, legal and business publishing and the organization of trade exhibitions. Reed Elsevier’s businesses include LexisNexis and Martindale-Hubbell. BofA Merrill Lynch, Deutsche Bank Securities, J.P. Morgan and Morgan Stanley were the joint bookrunners for the debt offering and dealer managers for the exchange offers.

The Simpson Thacher team for this transaction included: Rhett Brandon, John Lobrano, Daniel Bae, Aditya Basrur and Jason Pearl (Capital Markets); Jonathan Cantor and Danny Salinas (Tax); and Jennifer Pepin (Executive Compensation and Employee Benefits).