BOSTON, June 9, 2021 /PRNewswire/ -- Learning
technology company Houghton Mifflin Harcourt ("HMH" or the
"Company") (Nasdaq: HMHC) announced today the results of the cash
tender offer (the "Asset Sale Offer") by its wholly owned
subsidiaries, Houghton Mifflin Harcourt Publishers Inc., Houghton
Mifflin Harcourt Publishing Company and HMH Publishers LLC, to
purchase up to $158.0 million
aggregate principal amount (the "Offer Amount") of their 9.000%
Senior Secured Notes due 2025 (the "Notes"), at a purchase price of
100% of the principal amount thereof plus accrued and unpaid
interest to, but not including, the purchase date. The Asset Sale
Offer expired at 11:59 p.m.,
New York City time, on
June 8, 2021.
According to information provided by Global Bondholder Services
Corporation, the Information Agent, as of the expiration of the
Asset Sale Offer, $2,726,000
aggregate principal amount of the Notes were validly tendered and
not validly withdrawn in the Asset Sale Offer. As the aggregate
principal amount of the Notes validly tendered and not validly
withdrawn does not exceed the Offer Amount, all validly tendered
Notes that were not validly withdrawn have been accepted.
Payment for the validly tendered and not validly withdrawn Notes
will be made at a purchase price of 100% of the principal amount
thereof plus accrued and unpaid interest thereon to, but not
including, the date of purchase (the "Purchase Date"). The Company
expects the Purchase Date to be June 10,
2021. The aggregate purchase price, inclusive of accrued and
unpaid interest, payable on the Purchase Date for the validly
tendered and not validly withdrawn Notes will be $2,804,372.50.
This press release is for informational purposes only and is
neither an offer to purchase nor a solicitation of an offer to sell
any Notes. The Asset Sale Offer does not constitute an offer to
purchase Notes in any jurisdiction in which, or to or from any
person to or from whom, it is unlawful to make such offer under
applicable securities laws. The Asset Sale Offer was made only
pursuant to the Offer to Purchase, dated May
11, 2021, and the related documents.
For further information, contact Global Bondholder Services
Corporation:
Global Bondholder Services Corporation
65 Broadway â Suite 404
New York, New York 10006
Attn: Corporate Actions
Banks and Brokers call: 212-430-3774 (toll free:
866-470-3800)
About Houghton Mifflin Harcourt
Houghton Mifflin Harcourt
(NASDAQ: HMHC) is a learning technology company committed to
delivering connected solutions that engage learners, empower
educators and improve student outcomes. As a leading provider of
Kâ12 core curriculum, supplemental and intervention solutions and
professional learning services, HMH partners with educators and
school districts to uncover solutions that unlock students'
potential and extend teachers' capabilities. HMH serves more than
50 million students and 3 million educators in 150 countries.
CONTACT
Investor Relations
investor.relations@hmhco.com
Media Relations
Bianca Olson
SVP, Corporate Affairs
617-351-3841
Bianca.Olson@hmhco.com
Forward-Looking Statements
The statements contained herein include forward-looking
statements which involve risks and uncertainties. Forward-looking
statements include all statements that are not statements of
historical facts, including statements regarding our efforts to
execute on the Asset Sale Offer and the timing of the Purchase
Date, our Digital First, Connected growth strategy, to establish
ourselves as a pure-play K-12 learning technology company and to
generate free cash flow. We derive many of our forward-looking
statements from our operating budgets and forecasts, which are
based upon many detailed assumptions. We caution that it is very
difficult to predict the impact of known factors, and, of course,
it is impossible for us to anticipate all factors that could affect
our actual results. All forward-looking statements are based upon
information available to us on the date of this press release.
We caution you that forward-looking statements are not
guarantees of future performance and that actual results may differ
materially from those made in or suggested by the forward-looking
statements contained herein. Important factors that could cause
actual results to vary from expectations include, but are not
limited to: the duration and severity of the COVID-19 pandemic and
its impact on the federal, state and local economies and on K-12
schools; any disruption resulting from the completed sale of our
HMH Books & Media business that adversely affects our
businesses and business relationships, including with employees and
suppliers; the rate and state of technological change; state
requirements related to digital instructional materials; our
ability to execute on our Digital First, Connected growth strategy;
increases in our operating costs; our ability to retain and hire
key personnel; and other factors discussed in the "Risk Factors"
section of our Annual Report on Form 10-K for the fiscal year ended
December 31, 2020. These
forward-looking statements speak only as of the date of this press
release, and we do not assume any obligation to update or revise
any forward-looking statement made herein.
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SOURCE Houghton Mifflin Harcourt