Details of the deal

Size
£confidential

Summary
Advised TSL on the establishment of a 50/50 joint venture vehicle with the American Federation of Teachers

Jurisdictions
UK and US

TSL Education Limited

Advised TSL Education Limited on a number of matters across the life cycle of the business, most notably in relation to its recent joint venture arrangements with the American Federation of Teachers.

TSL Education Limited ("TSL") is a privately owned private equity backed company with over 1.8 million registered online users in 196 countries.  It is the largest online network of teachers in the world, which publishes the Times Education Supplement, amongst other publications.

In 2005, Travers Smith advised Exponent Private Equity on the acquisition of TSL from News International Publishers Limited, a company in the News International media group, for £235 million. This was Exponent’s first deal since the raising of its £400 million fund.

Later in 2007, we advised the shareholders of TSL, including long-standing client Exponent Private Equity, on the sale, for an undisclosed sum, of the company to Charterhouse Capital Partners. We also advised the management of TSL on their new equity arrangements with Charterhouse.

This year, Travers Smith advised TSL on the establishment of a 50/50 joint venture vehicle with the American Federation of Teachers ("AFT"), one of the largest teaching unions in the US founded in 1916, which represents 1.5 million members in more than 3,000 local affiliates across the US. The joint venture vehicle operates a new US website called sharemylesson.com, which provides a platform for teachers to share teaching materials online, ranging from lesson plans to videos and assessments.  Teachers will be able to download, rate, share and upload these materials at no charge. The website is based on tesconnect.com, an online platform created by TSL, which allows teachers to share resources online.

"This was a unique and challenging transaction, bringing together a UK-based commercial entity and US labor union to form a brand new joint venture business, which the parties hope and believe will be a significant development in US education."

Tom Purton, Head of Commercial, IP & Technology

Travers Smith has also advised TSL on a number of other commercial matters including a trade mark infringement dispute concerning world university rankings, the printing arrangements for its publications, its online advertising arrangements and a number of other joint ventures, including an online tutoring service using tutors based in India.