Houghton Mifflin begins cash offer for $158 million 9% notes due 2025

Chicago, May 11 – Houghton Mifflin Harcourt Publishers Inc., Houghton Mifflin Harcourt Publishing Co. and HMH Publishers LLC started a cash tender offer for up to $158 million of their 9% senior secured notes due 2025, according to a press release.

The notes will be purchased at par plus interest to the purchase date.

The offer is being made because of Houghton Mifflin Harcourt’s sale of all of the assets, including intellectual property, used in its HMH books and media segment to HarperCollins Publishers LLC, with News Corp. as guarantor for HarperCollins. The indenture governing the notes requires that the company make an offer to repurchase the notes due to an asset sale.

Funding for the offer is coming from cash on hand from the proceeds of the asset sale.

The asset sale offer will expire at 11:59 p.m. ET on June 8.

The offer is subject to proration if the amount of notes tendered exceeds the offer cap.

Should the cap not be met, any proceeds not used in buying back the notes can be used in any manner the company wishes, including the repayment of debt.

The asset sale offer documents will be distributed to noteholders by the company.

Houghton Mifflin Harcourt is a learning technology company based out of Boston.

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