WISCONSIN RAPIDS, Wis.,
Oct. 17, 2011 /PRNewswire/
-- Renaissance Learning, Inc. (Nasdaq: RLRN), a leading
provider of technology-based school improvement and student
assessment programs for K-12 schools, announced today that its
shareholders approved the agreement and plan of merger dated
August 15, 2011, as amended, among
Renaissance Learning and affiliates of the Permira Funds.
Renaissance Learning and the Permira Funds intend to close
the transaction on October 19,
2011.
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About the Transaction
Under the terms of the merger agreement, Terrance and Judith Paul and affiliates and
members of their family will receive $15.00 per share in cash, and all other
shareholders of Renaissance Learning will receive $16.60 per share in cash, for an aggregate
purchase price of approximately $455.0
million. Upon completion of the merger, shareholders
will receive a letter of transmittal from Renaissance Learning's
transfer agent for them to complete and return with their stock
certificates to obtain their per share merger consideration.
About Renaissance Learning, Inc.
Renaissance Learning, Inc. is a leading provider of
technology-based school improvement and student assessment programs
for K12 schools. Adopted by approximately 70,000
schools, Renaissance Learning's tools provide daily formative
assessment and periodic progress-monitoring technology to enhance
core curriculum, support differentiated instruction, and
personalize practice in reading, writing and math. Renaissance
Learning products and school improvement programs help educators
make the practice component of their existing curriculum more
effective by providing tools to personalize practice and easily
manage the daily activities for students of all levels. As a
result, teachers using Renaissance Learning products and programs
accelerate learning, get more satisfaction from teaching, and help
students achieve higher test scores on state and national tests.
Renaissance Learning has seven U.S. locations and subsidiaries in
Canada and the United Kingdom.
About Permira
Permira is a European private equity firm with global reach.
The Permira funds, raised from pension funds and other
institutions, make long-term investments in companies with the
ambition of transforming their performance and driving sustainable
growth.
Founded in 1985, the firm advises funds with a total committed
capital of approximately $30 billion.
Over the past 26 years the Permira funds have made nearly 200
private equity investments, over 30% of which have been in the core
sector of Technology, Media & Telecom ("TMT"). The
Permira funds portfolio in TMT includes market-leading software
providers, online commerce vendors, and digital content production
and distribution companies, among others. With offices in
New York and Menlo Park, Permira has had a presence in
North America since 2002.
Renaissance Learning represents the second North American
investment for the Permira funds in 2011.
For more information visit: www.permira.com
Forward-Looking Statements
This news release contains forward-looking statements that
involve risk and uncertainties. Such statements constitute
forward-looking statements within the meaning of the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995.
Readers are cautioned not to place undue reliance on these
forward-looking statements and any such forward-looking statements
are qualified in their entirety by reference to the following
cautionary statements. All forward-looking statements speak
only as of the date hereof and are based on current expectations
and involve a number of assumptions, risks and uncertainties that
could cause the actual results to differ materially from such
forward-looking statements. For example, Renaissance Learning
may not be able to complete the proposed merger with affiliates of
the Permira Funds on the terms described in the amended merger
agreement, as amended, or other acceptable terms or at all because
of a number of factors, including the failure to satisfy the
closing conditions. These factors, and other factors that may
affect the business or financial results of Renaissance Learning,
are described in the risk factors included in Renaissance
Learning's filings with the Securities and Exchange Commission,
including Renaissance Learning's 2010 Annual Report on Form 10-K
and later filed quarterly reports on Form 10-Q and Current Reports
on Form 8-K, which factors are incorporated herein by reference.
Renaissance Learning expressly disclaims a duty to provide
updates to forward-looking statements, whether as a result of new
information, future events or other occurrences.
SOURCE Renaissance Learning, Inc.
