HONG KONG, Aug. 21, 2017 /PRNewswire/ -- Nord Anglia
Education, Inc. (NYSE: NORD) ("Nord Anglia Education" or the
"Company"), the world's leading premium schools organization, today
announced that at an extraordinary general meeting of shareholders
held today, the Company's shareholders voted in favor of the
proposal to authorize and approve the previously announced
agreement and plan of merger dated as of April 25, 2017 (the "Merger Agreement"), among
the Company, Bach Finance Limited ("Parent") and Bach Acquisitions
Limited ("Merger Sub"), a subsidiary of Parent, the plan of merger
required to be filed with the Registrar of Companies of the
Cayman Islands (the "Plan of
Merger"), and the transactions contemplated thereby, including the
Merger (as defined below).
Pursuant to the Merger Agreement and the Plan of Merger, Merger
Sub will merge with and into the Company (the "Merger"), with the
Company continuing as the surviving company and a subsidiary of
Parent in accordance with the Companies Law of the Cayman Islands.
93,375,883 ordinary shares were voted in person or by proxy at
today's extraordinary general meeting, representing approximately
90% of the Company's total outstanding ordinary shares entitled to
vote at the extraordinary general meeting. Of those ordinary
shares, approximately 85% were voted in favor of the proposal to
authorize and approve the Merger Agreement, the Plan of Merger and
the transactions contemplated thereby, including the Merger.
The parties expect to complete the Merger as soon as
practicable, subject to the satisfaction or waiver of the
conditions set forth in the Merger Agreement. If and when
completed, the Merger would result in the Company becoming a
privately-held company and its ordinary shares no longer being
listed on the New York Stock Exchange. In addition, the Company's
ordinary shares will cease to be registered under Section 12 of the
U.S. Securities Exchange Act of 1934, as amended.
Forward-Looking Statements
This press release contains forward-looking statements that can
be identified by terminology such as "if," "will," "expect," and
similar statements. Forward-looking statements involve inherent
risks, uncertainties and assumptions. Risks, uncertainties and
assumptions include the expected timing of the completion of the
Merger; the possibility that various closing conditions for the
transaction may not be satisfied or waived; and other risks and
uncertainties discussed in documents filed with the SEC by the
Company, including the Schedule 13E-3 transaction statement and the
proxy statement attached thereto. These forward-looking statements
reflect the Company's expectations as of the date of this press
release. You should not rely upon these forward-looking statements
as predictions of future events. The Company does not undertake any
obligation to update any forward-looking statement, except as
required under applicable law.
About Nord Anglia Education, Inc.
Nord Anglia Education (NYSE: NORD) is the world's leading
premium schools organization. Our 46 international schools are
located in China, Europe, the Middle
East, Southeast Asia and
North America. Together, they
educate more than 39,000 students from kindergarten through to the
end of secondary education. We are driven by one unifying
philosophy - we are ambitious of our students, our people and our
family of schools. Our schools deliver a high quality education
through a personalized approach enhanced with unique global
opportunities to enable every student to succeed. We primarily
operate in geographic markets with high foreign direct investment,
large expatriate populations and rising disposable income. We
believe that these factors contribute to high demand for premium
schools and strong growth in our business. Nord Anglia
Education is headquartered in Hong Kong SAR, China. Our website is
www.nordangliaeducation.com.
For further information, please contact:
Investors:
Vanessa Cardonnel
Corporate Finance and Investor Relations Director – Nord Anglia
Education
Tel: +852 3951 1130
Email: vanessa.cardonnel@nordanglia.com
Media:
Brunswick Group
Tripp Kyle / Patricia Graue
Tel: +1 212 333 3810
Email: nordanglia@brunswickgroup.com
Sarah Doyle
Head of Brand – Nord Anglia Education
Tel: +852 3951 1144
Email: sarah.doyle@nordanglia.com
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SOURCE Nord Anglia Education, Inc.
