Case Caption
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

Major Dates

Filing Date

July 2, 2013


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)

Meeting of Creditors

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


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)

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

 


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



Effective Date of Debtors' Amended Joint Plan of Reorganization

March 31, 2014


Administrative Expense Claims Bar Date

Rejection Damages Claims Bar Date

April 30, 2014

April 30, 2014



Hearing

February 24, 2015 at 11:30 a.m.
(Prevailing Eastern Time)

HEARING HAS BEEN CANCELLED
Certain Matters Adjourned to
April 2, 2015 at 9:30 a.m. (Prevailing Eastern Time)


Hearing

April 2, 2015 at 9:30 a.m.
(Prevailing Eastern Time)

HEARING HAS BEEN CANCELLED
Certain Matters Adjourned to
May 19, 2015 at 9:30 a.m. (Prevailing Eastern Time)

 


 


Hearing

May 19, 2015 at 9:30 a.m.
(Prevailing Eastern Time)

Certain Matters Adjourned to
June 23, 2015 at 9:30 a.m. (Prevailing Eastern Time)


Hearing

June 23, 2015 at 9:30 a.m.
(Prevailing Eastern Time)

HEARING HAS BEEN CANCELLED
Certain Matters Adjourned to
July 21, 2015 at 9:30 a.m. (Prevailing Eastern Time)


Hearing

July 21, 2015 at 9:30 a.m.
(Prevailing Eastern Time)

HEARING HAS BEEN CANCELLED
Objection Has Been Adjourned to
August 10, 2015 at 12:00 p.m. (Prevailing Eastern Time)


Hearing

August 10, 2015 at 12:00 p.m.
(Prevailing Eastern Time)


Hearing

September 24, 2015 at 9:30 a.m.
(Prevailing Eastern Time)

HEARING HAS BEEN CANCELLED
Objection Has Been Adjourned to
October 30, 2015 at 9:30 a.m. (Prevailing Eastern Time)


Hearing

October 30, 2015 at 9:30 a.m.
(Prevailing Eastern Time)
HEARING HAS BEEN CANCELLED
Objection Has Been Adjourned to
December 3, 2015 at 9:30 a.m. (Prevailing Eastern Time)


Hearing

November 3, 2015 at 9:30 a.m.
(Prevailing Eastern Time)


Hearing

December 3, 2015 at 9:30 a.m.
(Prevailing Eastern Time)
HEARING HAS BEEN CANCELLED
Objection Has Been Adjourned to
January 12, 2015 at 9:30 a.m. (Prevailing Eastern Time)


Hearing

January 12, 2016 at 9:30 a.m.

(Prevailing Eastern Time)

HEARING HAS BEEN CANCELLED
Objections Have Been Adjourned to
February 11, 2016 at 9:30 a.m. (Prevailing Eastern Time)


Hearing

July 22, 2016 at 9:30 a.m.
(Prevailing Eastern Time)

HEARING HAS BEEN ADJOURNED
to August 16, 2016 at 9:00 a.m. (Prevailing Eastern Time)


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.