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Cengage Learning, Inc., et al.
General Information
Case # 13-44106
Court United States Bankruptcy Court
Eastern District of New York
Judge The Honorable Elizabeth S. Stong

For additional information, please contact the Cengage Learning’s restructuring information center at: Toll-Free: (800)-654-4134 or International Toll: (646) 378-4198 or submit an inquiry via e-mail to: cengageinfo@donlinrecano.com.

Debtor Name Debtor Case Number
CENGAGE LEARNING, INC. 13-44106
CENGAGE LEARNING HOLDINGS II, L.P. 13-44105
CENGAGE LEARNING ACQUISITIONS, INC. 13-44107
CENGAGE LEARNING HOLDCO, INC. 13-44108
Plan Support Agreement
Plan Support Agreement
Major Dates
Filing Date July 2, 2013
First Day Hearing July 3, 2013 at 9:30 a.m. (Prevailing Eastern Time)

Notice of First Day Agenda of Matters Scheduled for Hearing on July 3, 2013

Notice of Chapter 11 Filing and Indices of Pleadings

Creditors' Committee Formation Meeting July 10, 2013 at 10:00 a.m. (Prevailing Eastern Time);
Waldorf Astoria New York
301 Park Avenue
New York, NY 10022
Second Day Hearing July 24, 2013 at 2:00 p.m.
(Prevailing Eastern Time)

August 1, 2013 at 3:00 p.m.
(Prevailing Eastern Time)

Notice of Hearing for
Matters Scheduled for
Hearing on July 24, 2013


Notice of Adjournment of Matters Scheduled for Hearing on July 24, 2013

Meeting of Creditors September 9, 2013 at 2:00 p.m.
(Prevailing Eastern Time)

Notice of Commencement of Chapter 11 Bankruptcy Cases, Meeting of Creditors, and Deadlines

Disclosure Statement Hearing September 27, 2013 at 8:30 a.m. (Prevailing Eastern Time)
Rescheduled to November 12, 2013 at 8:30 a.m. (Prevailing Eastern Time)


November 20, 2013 at 2:30 p.m.

Disclosure Statement Hearing Notice

Joint Plan of Reorganization

Disclosure Statement for Debtors' Joint Plan of Reorganization Pursuant to Chapter 11 of the Bankruptcy Code

Debtors' Motion for Entry of an Order Approving the Disclosure Statement

Exhibit A to Debtors' Joint Plan of Reorganization

Notice of Filing of Exhibit to the Disclosure Statement

Notice of Rescheduled Hearing

Notice of Filing of Revised Proposed Order

Notice of Agenda of Matters Scheduled for Hearing on November 12, 2013

Notice of Filing of Revised Documents Related to the Disclosure Statement for Debtors’ Joint Plan of Reorganization

Notice of Hearing

Notice of Filing Revised Proposed Order

Notice of Filing of Revised Disclosure Statement and Debtors’ Joint Plan of Reorganization

Notice of Agenda of Matters Scheduled for Hearing on November 20, 2013

Prepetition and Section 503(b)(9) Claims Bar Date

Governmental Unit Claims Bar Date
October 31, 2013 at 5:00 p.m. (Prevailing Eastern Time)

December 30, 2013 at 5:00 p.m. (Prevailing Eastern Time)

Notice of Deadline Requiring Filing of Proofs of Claim

Proof of Claim Form

Bar Date Order

Pre-Trial Conferences

January 23, 2014 at 8:30 a.m. 
(Prevailing Eastern Time)

Adjourned to March 7, 2014 at 8:30 a.m.
(Prevailing Eastern Time); HEARING HAS BEEN CANCELLED

 

Notice of Cancellation of Hearing

Notice of Adjournment of Pre-Trial Conferences Scheduled for January 23, 2014

Confirmation Hearing Date

March 13, 2014 at 8:30 a.m. (Prevailing Eastern Time)

Notice of Amended Agenda of Matters Scheduled for Hearing on March 13, 2014

Notice of Agenda of Matters Scheduled for Hearing on March 13, 2014

Notice of Hearing to Consider Confirmation of the Amended Chapter 11 Plan

Supplemental Disclosure Statement Related to Debtors' Amended Joint Plan of Reorganization

Debtors' Amended Joint Plan of Reorganization

Order, Approving Plan Support Agreement, Disclosure Statement Supplement, Authorizing Expedited Supplemental Solicitation Procedures and Modification of Deadlines, and Approving Forms of New Solicitation Materials

Notice of Filing of Plan Supplement for the Debtors' Amended Joint Plan of Reorganization Pursuant to Chapter 11 of the Bankruptcy Code

Exhibit A - Schedule of Assumed Executory Contracts and Unexpired Leases

Exhibit B - Schedule of Rejected Executory Contracts and Unexpired Leases

Exhibit C - Term Sheet for the New Debt Alternative Facility

Exhibit D - Term Sheet for the Exit Revolver Facility

Exhibit E - New Certificates of Incorporation

Exhibit F - New Bylaws

Exhibit G - New Shareholders Agreement

Exhibit H - New Registration Rights Agreement

Exhibit I - List of the Retained Causes of Actions

Exhibit J - New Management Employment Agreements

Exhibit K - Management Incentive Plan

Exhibit L - Description of Transaction Steps

Exhibit M - Withheld Apax Distribution Gross-Up Percentages

Exhibit N - Amount of Balance Sheet Cash and Estimated Available Cash

Exhibit O - Implied Price Per Share of New Equity Under the Plan

Exhibit P - Identity of the Members of the New Board and Summary of Management Team Compensation

Notice of Filing Revised Exhibits to the Plan Supplement - Exhibit F, Exhibit F-1, Exhibit G, Exhibit G-1, Exhibit H, Exhibit H-1

Notice of Filing of Revised Exhibits to Plan Supplement - Exhibits P and P-1

Notice of Filing Exhibits Detailing Revisions to the Plan Supplement - Exhibit A, Exhibit B, Exhibit I

Debtors' Amended Joint Plan of Reorganization dated March 10, 2014

Blackline of Debtors' Amended Joint Plan of Reorganization

Notice of Filing of [Proposed] Confirmation Order

Declaration of Jung W. Song on behalf of Donlin, Recano & Company, Inc. Regarding Voting and Tabulation of Ballots Accepting and Rejecting the Debtors' Amended Joint Plan of Reorganization

Declaration of Richard D. Feintuch, Independent Director of Cengage Learning, Inc. In Support of Confirmation of the Debtors' Amended Joint Plan of Reorganization

Declaration of William C. Kosturos, Managing Director of Alvarez & Marsal North America, LLC, In Support of Confirmation of the Debtors' Amended Joint Plan of Reorganization

Debtors' (I) Memorandum of Law In Support of Confirmation of Debtors' Amended Joint Plan of Reorganization and (II) Omnibus Reply to Objections Thereto

Debtors' Amended Joint Plan of Reorganization dated March 12, 2014

Blackline of Debtors' Amended Joint Plan of Reorganization dated March 12, 2014

[Proposed] Confirmation Order

Blackline of [Proposed] Confirmation Order

Notice of Filing Exhibits Detailing Revisions to the Plan Supplement for the Debtors' Amended Joint Plan of Reorganization

Confirmation Order

March 14, 2014

Findings of Fact, Conclusions of Law, and Order Confirming the Debtors' Amended Joint Plan of Reorganization Pursuant to Chapter 11 of the Bankruptcy Code

Effective Date of Debtors' Amended Joint Plan of Reorganization

March 31, 2014

Notice of (I) Occurrence of the Effective Date and (II) The Administrative Claims Bar Date

Hearing

April 3, 2014
(Hearing has been Cancelled)

Notice of Cancellation of Hearing

Hearing

April 25, 2014 at 9:00 a.m. 
(Hearing has been Cancelled and Adjourned)

Notice of Cancellation and Adjournment of Hearing to May 22, 2014 at 9:00 a.m. (Prevailing Eastern Time)

Administrative Expense Claims Bar Date

Rejection Damages Claims Bar Date

April 30, 2014

April 30, 2014

Notice of (I) Occurrence of the Effective Date and (II) The Administrative Claims Bar Date

Counsel to the Debtors

Kirkland & Ellis LLP
Jonathan S. Henes, P.C.
Christopher Marcus, P.C.
601 Lexington Avenue
New York, NY 10022

- and -

James H.M. Sprayregen, P.C.
Ross M. Kwasteniet
300 N. LaSalle
Chicago, IL 60654

Counsel for the Official Committee of Unsecured Creditors

Arent Fox LLP
Andrew I. Silfen
Robert M. Hirsh
Leah M. Eisenberg
Jordana L. Renert
Beth Brownstein
1675 Broadway
New York, NY 10019
(212) 484-3900
E-mail: CengageCommittee@arentfox.com

For general information regarding Cengage Learning’s restructuring, please visit www.cengage.com/restructuring.