Apollo Education Group, Inc. (NASDAQ: APOL) announced that
the Special Meeting of Shareholders scheduled for today to vote on
proposals regarding the proposed acquisition by a consortium of
investors including The Vistria Group, LLC, funds affiliated with
Apollo Global Management, LLC and the Najafi Companies has been
adjourned to May 6, 2016 at 1:00 PM Phoenix time at 4025 South
Riverpoint Parkway, Phoenix, Arizona 85040, Rooms 101-102.
Of the Class A shares voted to date, nearly 58% voted FOR the
proposed transaction. However, the favorable vote of a majority of
all outstanding Class A shares is required to adopt this proposal,
and the votes to date in favor of the transaction do not yet
constitute a majority of the outstanding shares. The Special
Meeting of Shareholders has been adjourned in order to provide
additional time for shareholders to vote. No changes have been made
in the proposals to be voted on by shareholders at the special
meeting.
“We are gratified that the shareholders who voted in favor of
the transaction recognized that this offer represents the best
available outcome,” said Greg Cappelli, Chief Executive Officer of
Apollo Education Group. “The Board performed a thorough review of
strategic alternatives and determined that the transaction is in
the best interest of shareholders and continues to strongly support
our efforts to transform the University of Phoenix, grow our
international operations, drive efficiency throughout the
organization, and most importantly, provide students with a high
quality education.”
The Apollo Education Group Board of Directors continues to
recommend that shareholders vote “FOR” the adoption of the merger
agreement.
During the adjournment, shareholders of record on April 11, 2016
are entitled to and are being requested to vote. The Company's
proxy statement and any other materials filed by the Company with
the SEC remain unchanged and can be obtained free of charge at the
SEC's website at www.sec.gov or the transaction website at
www.apollo.edu/transaction.
Shareholders are reminded that their vote is important and are
encouraged to vote at their earliest convenience. Shareholders who
have already voted do not need to recast their votes. Proxies
previously submitted will be voted at the reconvened meeting unless
properly revoked. Shareholders who have not already voted or wish
to change their vote are encouraged to do so using the instructions
provided in the definitive proxy statement.
The failure to return the proxy, or vote at the special meeting
in person, will have the same effect as a vote “against” the
merger. Apollo Education Group shareholders seeking copies of the
definitive proxy statement or with questions about the special
meeting may contact the company’s proxy solicitor, Innisfree
M&A Incorporated, toll-free at (888) 750-5834. Banks and
brokers should call at (212) 750-5833.
About Apollo Education Group, Inc.
Apollo Education Group, Inc. is one of the world’s largest
private education providers, serving students since 1973. Through
its subsidiaries, Apollo Education Group offers
undergraduate, graduate, professional development and other
non-degree educational programs and services, online and on-campus
principally to working learners. Its educational programs and
services are offered throughout the United States and
in Europe, Australia, Latin
America, Africa and Asia, as well as online
throughout the world. For more information about Apollo
Education Group, Inc. and its subsidiaries, call (800)
990-APOL or visit the Company’s website
at www.apollo.edu.
About The Vistria Group
The Vistria Group is a Chicago, IL based private investment firm
focused on investing in middle market companies in the healthcare,
education, and financial services sectors. Vistria’s team is
comprised of highly experienced operating partners and private
equity executives with proven track records of working with
management teams in building innovative market leading
companies.
About Apollo Global Management
Apollo Global Management is a leading global alternative
investment manager with offices in New York, Los Angeles, Houston,
Chicago, Bethesda, Toronto, London, Frankfurt, Madrid, Luxembourg,
Mumbai, Delhi, Singapore, Hong Kong and Shanghai. Apollo Global
Management had assets under management of approximately $170
billion as of December 31, 2015 in private equity, credit and real
estate funds invested across a core group of nine industries where
Apollo Global Management has considerable knowledge and resources.
Apollo Global Management has significant experience investing in
the education sector with current and former private equity fund
investments in leading companies including McGraw Hill Education,
Connections Academy and Sylvan Learning Centers. The portfolio
companies owned by funds managed by affiliates of Apollo Global
Management are managed and operate independently from one another.
For more information about Apollo, please visit www.agm.com.
About Najafi Companies
Najafi Companies is an international private investment firm
based in Phoenix, Arizona, targeting education, media, consumer
products, internet services, and direct marketing sectors. The firm
makes highly selective investments in companies with strong
management teams across a variety of industries, often in areas
undergoing rapid transformation. Najafi Companies funds its
investments with internally generated capital, not through a fund.
The firm is able to move quickly and decisively when investing and
make investments that create maximum value for the long term.
Forward-Looking Statements Safe Harbor
Statements about Apollo Education Group and its business in this
release which are not statements of historical fact, including
statements regarding Apollo Education Group's future strategy and
plans and commentary regarding future results of operations and
prospects, are forward-looking statements and are subject to the
Safe Harbor provisions created by the Private Securities Litigation
Reform Act of 1995. These forward-looking statements are based on
current information and expectations and involve a number of risks
and uncertainties. Actual plans implemented and actual results
achieved may differ materially from those set forth in or implied
by such statements due to various factors, including, without
limitation: (i) the timing of the completion of the merger; (ii)
the failure of Parent to obtain the necessary equity financing set
forth in the equity commitment letters received in connection with
the merger agreement or the failure of that financing to be
sufficient to complete the merger and the transactions contemplated
thereby; (iii) the inability to complete the merger due to the
failure to obtain shareholder approval or the failure to satisfy
other conditions to completion of the merger, including receipt of
required regulatory approvals; (iv) the risk that regulatory
agencies impose restrictions, limitations, costs, divestitures or
other conditions in connection with providing regulatory approval
of the merger; (v) the outcome of pending or potential litigation
or governmental investigations; (vi) disruptions resulting from the
proposed merger making it more difficult for Apollo Education Group
to maintain relationships with its students, customers, employees,
suppliers and strategic partners; (vii) competitive responses to
the proposed merger; (viii) unexpected costs, liabilities, charges
or expenses resulting from the merger; (ix) the inability to
obtain, renew or modify permits in a timely manner, or comply with
government regulations; (x) the inability to retain key personnel
of Apollo Education Group or its subsidiaries; (xi) the occurrence
of any event, change or other circumstance that could give rise to
the termination of the merger agreement, including a termination of
the merger agreement under circumstances that could require Apollo
Education Group to pay a termination fee; (xii) unexpected expenses
or other challenges in integrating acquired businesses, student,
consumer or regulatory impact arising from consummation of such
acquisitions, and unexpected changes or developments in the
acquired businesses; (xiii) diversion of management’s attention
from ongoing business concerns; (xiv) limitations placed on Apollo
Education Group’s ability to operate its business by the merger
agreement; (xv) the impact of increased competition from
traditional public universities and proprietary educational
institutions; (xvi) the impact of the initiatives to transform the
University of Phoenix into a more-focused, higher-retaining and
less-complex institution, including the near-term impact on
enrollment; (xvii) the impact of Apollo Education Group’s ongoing
restructuring and cost-reduction initiatives; (xviii) impacts from
actions taken by our regulators that could affect the University of
Phoenix’s eligibility to participate in or the manner in which it
participates in U.S. Federal and state student financial aid
programs, including the recent requirement that all substantial
changes be approved by the U.S. Department of Education in advance;
(xix) further delay in the University of Phoenix’s pending
recertification by the U.S. Department of Education for
participation in Title IV student financial aid programs, or any
limitations or qualifications imposed in connection with any
recertification; (xx) the impact of any reduction in financial aid
available to students, including active and retired military
personnel, due to the U.S. government deficit reduction proposals,
debt ceiling limitations, budget sequestration or otherwise; (xxi)
changes in regulation of the U.S. education industry and
eligibility of proprietary schools to participate in U.S. Federal
student financial aid programs; (xxii) changes in the University of
Phoenix’s enrollment or student mix; (xxiii) the impact on student
enrollments of the announcement of the proposed merger and general
economic conditions; (xxiv) the impact of third party claims that
Apollo Education Group’s products and services infringe their
intellectual property rights; and (xxv) fluctuations in non-U.S.
currencies that could impact reported operating results of foreign
subsidiaries. For a discussion of the various factors that may
cause actual plans implemented and actual results achieved to
differ materially from those set forth in the forward-looking
statements, please refer to the risk factors and other disclosures
contained in Apollo Education Group's Form 10-K for fiscal year
2015, filed with the Securities and Exchange Commission (the “SEC”)
on October 22, 2015, Form 10-Q for the quarterly period ended
November 30, 2015, filed with the SEC on January 11, 2016, and
other filings with the SEC which are available at www.apollo.edu.
The cautionary statements referred to above also should be
considered in connection with any subsequent written or oral
forward-looking statements that may be issued by Apollo Education
Group or persons acting on Apollo Education Group's behalf. Apollo
Education Group undertakes no obligation to publicly update or
revise any forward-looking statements for any facts, events, or
circumstances after the date hereof that may bear upon
forward-looking statements. Furthermore, Apollo Education Group
cannot guarantee future results, events, levels of activity,
performance, or achievements.
Additional Information
This communication may be deemed to be solicitation material in
respect of the proposed sale of Apollo Education Group. In
connection with the proposed transaction, Apollo Education Group
has filed a definitive proxy statement on Schedule 14A with the SEC
on March 23, 2016 and has mailed the definitive proxy statement and
a form of proxy to the shareholders of Apollo Education Group on or
about March 25, 2016. Apollo Education Group’s shareholders are
encouraged to read the definitive proxy statement regarding the
proposed merger and any other relevant documents filed with the SEC
when they become available as they will contain important
information about the proposed merger. Apollo Education Group’s
shareholders will be able to obtain, without charge, a copy of the
definitive proxy statement and other relevant documents filed with
the SEC from the SEC’s website, www.sec.gov and Apollo Education
Group’s website, www.apollo.edu.
Participants in Solicitation
Apollo Education Group and its directors and officers may be
deemed to be participants in the solicitation of proxies from
Apollo Education Group's shareholders with respect to the proposed
merger. Information about Apollo Education Group’s directors and
executive officers and their ownership of Apollo Education Group’s
common stock is set forth in the definitive information statement
for Apollo Education Group’s 2015 Annual Meetings of Class A and
Class B Shareholders, which was filed with the SEC on December 23,
2015 and the definitive proxy statement on Schedule 14A, which was
filed with the SEC on March 23, 2016. Shareholders may obtain
additional information regarding the interests of Apollo Education
Group and its directors and executive officers in the proposed
merger, which may be different than those of Apollo Education
Group's shareholders generally, by reading the definitive proxy
statement and other relevant documents regarding the proposed
merger, when filed with the SEC.
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version on businesswire.com: http://www.businesswire.com/news/home/20160428007067/en/
For Apollo Education Group, Inc.:Voting
QuestionsInnisfree M&A IncorporatedShareholders: +1 888 750
5834Banks & Brokers: +1 212 750 5833orInvestorsBeth
Coronelli+1 312 660
2059beth.coronelli@apollo.eduorMediaBrunswick GroupTripp
Kyle / Tom Maginnis+1 212 333 3810apollo@brunswickgroup.comorFor
Apollo Global Management:InvestorsGary M. SteinHead of
Corporate CommunicationsApollo Global Management, LLC+1 212 822
0467gstein@apollolp.comorNoah GunnInvestor Relations ManagerApollo
Global Management, LLC+1 212 822
0540ngunn@apollolp.comorMediaCharles ZehrenRubenstein
Associates, Inc.+1 212 843 8590czehren@rubenstein.comorFor The
Vistria Group:Amy BrundageSKDKnickerbocker+1 202 464
6900abrundage@skdknick.comorFor The Najafi Companies:Anne
RobertsonLavidge Company+1 480 998 2600
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