Shearman & Sterling represented GoldenTree Asset Management, DDJ Capital Management, Bennett Management Corporation and PineBridge Investments LLC (the “Ad Hoc Committee”) in connection with Haights Cross Communications, Inc.’s prepackaged Chapter 11. Under the terms of the prepackaged plan, which closed on March 11, 2010, holders of HCC’s prepetition secured bank facility received approximately $10 million in cash and $100 million of first lien notes, holders of HCC’s prepetition senior notes received 92% of the equity interests in reorganized HCC and $80 million of new second lien notes, and holders of HCC’s senior discount notes received 8% of the equity interest in reorganized HCC plus warrants to acquire an additional 10% of the company. On the effective date of the plan, the Ad Hoc Committee collectively held approximately 75% of reorganized HCC’s outstanding common stock, all of the first lien notes and approximately $50 million of new second lien notes. As a result of the restructuring, HCC was deleveraged by approximately $200 million.
Founded in 1997 and based in White Plains, NY, HCC is a premier educational and library publisher dedicated to creating the finest books, audio products, periodicals, software and online services, serving the following markets: K-12 supplemental education, public and school libraries, and consumers. HCC companies include: Triumph Learning, Buckle Down Publishing and Options Publishing, and Recorded Books. Triumph Learning is HCC’s test-preparation and intervention business and is comprised of its Coach, Buckle Down, and Options brands. Recorded Books is a leading publisher of unabridged audiobooks and other audio media for libraries, schools, and consumers, with operations in the U.S., U.K. and Australia.
The Shearman & Sterling team included partners Andrew Tenzer (New York-Bankruptcy & Reorganization), Scott Petepiece (New York-Mergers & Acquisitions), James Scott (New York-Capital Markets), Michael Baker (New York-Finance Group), John Cannon (New York-Executive Compensation & Employee Benefits), and Caroline Leeds Ruby (London-Finance Group) and associates Solomon Noh (New York-Bankruptcy & Reorganization), Tanya Sheridan (New York-Bankruptcy & Reorganization), Richard Fischetti (New York-Bankruptcy & Reorganization), Ann Matthews (New York-Capital Markets), Joe Sasanuma (New York-Capital Markets), Veronica Wissel (New York-Executive Compensation & Employee Benefits), Laurie Stein (New York-Finance Group), Matthew Gautier (New York-Finance Group), Adam Tartakovsky (New York-Property), and Rachel Silber (Toronto-Finance).