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Houghton Mifflin Harcourt to redeem 9% notes due 2025 on April 7
By Mary-Katherine Stinson
Lexington, Ky., March 7 – Houghton Mifflin Harcourt Co. issued a conditional notice of redemption for its 9% senior secured notes due 2025 issued by wholly owned subsidiaries Houghton Mifflin Harcourt Publishers Inc., Houghton Mifflin Harcourt Publishing Co. and HMH Publishers LLC for April 7, according to an 8-K filing with the Securities and Exchange Commission.
The notes will be redeemed at 104.5 plus accrued interest up to, but excluding the redemption date.
The redemption is conditioned upon the completion of the merger of Harbor Purchaser Inc., as purchaser, into the company with the company continuing as the surviving corporation pursuant to and on terms set forth in the agreement and merger plan by and among the company, the purchaser and Harbor Holding Corp. as parent.
The agreement provides for the acquisition of the company by the parent through a cash tender offer by the purchaser for all the company’s outstanding shares of common stock at the price of $21 per share. The merger completion is subject to a number of conditions including that the number of shares tendered and not withdrawn together with any shares of stock beneficially owned by the parent or any subsidiaries equals at least one share more than 50% of all shares then outstanding.
The issuers may delay the redemption until such time as the merger is completed or may withdraw the redemption if the condition is not satisfied by the redemption date or by the delayed redemption date.
U.S. Bank NA is the trustee.
Citibank NA is the collateral agent.
Houghton Mifflin is a Boston-based provider of K-12 core curriculum, supplemental and intervention solutions and professional learning services.
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