Simpson Thacher Represents Cooper-Standard Holdings Inc. in Offerings of $200.0 Million of Senior PIK Toggle Notes and Related Equity Tender Offer

The Firm represented Cooper-Standard Holdings Inc. (“Cooper-Standard”) in connection with its offering of $175.0 million aggregate principal amount of Senior PIK Toggle Notes due 2018 and its subsequent offering of $25.0 million aggregate principal amount of additional Senior PIK Toggle Notes due 2018. The notes were issued pursuant to Rule 144A and Regulation S under the Securities Act. Deutsche Bank Securities Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities LLC and UBS Securities LLC acted as joint book-running managers of the offerings.

Cooper-Standard used the net proceeds from the offerings to finance its cash tender offer to purchase 4,651,162 shares of its common at a purchase price of $43.00 per share, for an aggregate cost of approximately $200.0 million. The number of shares purchased by the Company represent approximately 26.1% of the Company’s outstanding shares of common stock as of April 30, 2013. J.P. Morgan Securities LLC acted as dealer manager for the tender offer.

Cooper-Standard is a leading global supplier of systems and components for the automotive industry. Products include vehicle sealing and exterior systems, fluid and anti-vibration systems. Cooper-Standard employs more than 22,000 people globally and operates in 19 countries around the world.

The Simpson Thacher team for the transaction included Ken Wallach, Joia Lee and Luis Pellerano (Capital Markets); Eric Swedenburg, Jim Cross and Raymond Kim (Mergers & Acquisitions); Marcy Geller, Jonathan Cantor and Jodi Sackel (Tax); Jamin Koslowe and Britany McCants (Executive Compensation and Employee Benefits); Timothy Mulvihill (Environmental); and Jennie Getsin (Blue Sky).

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