Simpson Thacher represented J.P. Morgan Securities LLC and the other initial purchasers in connection with a Rule 144A/Regulation S offering by Graham Holdings Company (“GHC”) of $500 million aggregate principal amount of 5.625% Senior Notes due 2033.
Simpson Thacher also represented Wells Fargo Bank, National Association, as administrative agent on behalf of the lenders and as joint lead arranger, in connection with the amendment and restatement of GHC’s credit agreement to replace its existing revolving credit facility with a $400 million revolving credit facility maturing in 2030.
GHC intends to use the net proceeds from the notes offering, together with borrowings under its amended and restated credit agreement, to (i) redeem all of its outstanding 5.750% senior notes due 2026, (ii) refinance the revolving loans outstanding under its existing revolving credit facility, (iii) repay the amount outstanding under its existing $150 million term loan facility and (iv) pay related fees and expenses.
Graham Holdings Company is a diversified holding company whose principal operations include educational services, television broadcasting, healthcare services, manufacturing, automotive, retail, media, e-commerce and digital services, restaurants and custom framing.
The Simpson Thacher team included Dave Azarkh, John O’Connell, Matt Petrone, Deane Ciampa and Louise Choi (Capital Markets); Jessica Tuchinsky, Erland Modesto, Robert Meyer, Gordon Lee and Manuel Alvarez (Credit); Michael Mann (Tax); Pasco Struhs (Executive Compensation and Employee Benefits); Corina Holland and Margerite Blase (Intellectual Property); and Jennie Getsin (Blue Sky). Max Totsky also provided valuable assistance.