ATA Announces Entry into Preliminary Agreements for Acquisition of a Leading Chinese Service Provider of Overseas Art Educati...
April 09 2019 - 8:30AM
ATA Inc. ("ATA" or the "Company", Nasdaq: ATAI), a
company focused on providing students with quality educational
services in China and abroad, today announced that it entered into
non-binding framework agreements (the “
Framework
Agreement”) and certain related conditional share purchase
agreement and deposit agreement (collectively and together with the
Framework Agreements, the “
Preliminary
Agreements”) with Beijing Huanqiuyimeng Education
Consultation Corp. (“
ACG”) and certain of its
shareholders for a proposed acquisition of ACG. ACG is a
leading provider of educational services for students in China who
are interested in applying for overseas art study.
ATA Exploring Potential Opportunities in
International Education Over the past year, ATA has
continued to work toward its long-term goal of leveraging ATA’s
expertise in assessment/education technologies and services, as
well as industry relationships, to transform ATA into a leading
international education service provider. The Company has been
actively exploring merger and acquisition opportunities where ATA
can create a unique value proposition for students and schools in
China and abroad.
Management CommentaryMr. Kevin
Ma, ATA’s Chairman and CEO, stated, “Over the past few years, we
have identified a significant opportunity to grow in certain
strategic markets for domestic and international educational
markets. The art education market is of particular interest due to
rapidly growing interest in China and need for international
education experience to enhance the learning capabilities of
students. The market has a low concentration, and we believe
that ACG has a strong presence and is taking advantage of this
opportunity to grow. ATA’s collaboration with ACG would provide
considerable synergies in our core competencies as well as help to
greatly enhance its market position. In addition, we will
also continue to explore and validate other potential areas of
expansion where appropriate.”
Background on the International Art
Education MarketDriven by increasing demand for more
diverse international education opportunities by urban families in
China, the overseas art education market is particularly attractive
as a growing number of China-based students are seeking
international education opportunities. China remains the world’s
no. 1 source of international students and sends the largest number
of students overseas for study. According to the Ministry of
Education, 544,500 Chinese students pursued study abroad
opportunities in 2016, more than triple the 179,800 students who
sought overseas education in 2008.
ACG – A Leading Service
Provider of Overseas Art
Education in China (https://www.acgorg.net/)With 22 direct
campus locations covering 21 cities throughout China, ACG
specializes in providing portfolio preparation courses,
consultation of overseas art study application and other relevant
services to students and young professionals who are interested in
art and aiming at studying art abroad. In the past few years, ACG
has been dedicated to creating an overall ecology in the field of
international creative education and building a one-stop business
line in order to upgrade and enhance the comprehensive
commercial benefits of the Company. Utilizing its offline national
sales network and online platform, ACG is expanding rapidly in the
overseas art education market in China.
By leveraging the synergies between ATA’s and
ACG’s respective services, operational capabilities, markets,
resources and competencies, ATA believes the management team of ACG
will be in a better position to maintain its leadership position
within the industry and accelerate the growth of its business.
Transaction TimelineUnder the
terms of the Preliminary Agreements, ACG and its major
shareholders, including its founder, will negotiate exclusively
with ATA until June 30, 2019 for an acquisition of 100% of the
share capital of ACG (the “Acquisition”), and in
connection therewith, ATA will pay an aggregate deposit of RMB20
million to certain of ACG’s major shareholders. If the Acquisition
is not completed by June 30, 2019 due to reasons contributable to
ATA, then such major shareholders shall be entitled to retain the
related deposit as damages. If the Acquisition is not completed by
June 30, 2019 due to reasons contributable to ACG and/or such major
shareholders, then the deposit shall be returned to ATA and ATA is
entitled to damages in equivalent amount. The Company will provide
additional detail on the Acquisition as it proceeds further in the
due diligence process.
About ATA Inc.ATA is focused on providing
quality educational services for students in China. ATA aims to
offer online, on-campus, and other education programs through a
network of global education partners. For more information,
please visit ATA’s website at www.atai.net.cn.
Cautionary Note Regarding
Forward-looking StatementsThis announcement contains
forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended, and as defined in the
Private Securities Litigation Reform Act of 1995. These
forward-looking statements can be identified by terms such as
"believe," "could," "expect," "future," "look forward to," "plan,"
"should," "will," and similar terms. Examples of forward-looking
statements in this press release include statements about ATA’s
plan and efforts to transform itself into a leading international
education service provider; ATA’s plans for mergers and
acquisitions generally; ATA’s proposed acquisition of ACG and
subsequent business activities and anticipated benefits; the
anticipated benefits to ATA’s expansion efforts into the
international education market; and the ability of ATA and ACG to
cooperate effectively and to introduce offerings and build
partnerships. These forward-looking statements involve known and
unknown risks and uncertainties, are based on current expectations,
assumptions, estimates, and projections by both ATA and ACG, and
are subject to governmental approvals and other conditions. The
Company undertakes no obligation to update forward-looking
statements, except as may be required by law. The Company cannot
assure you that its expectations and assumptions will turn out to
be correct, and investors are cautioned that actual results may
differ materially from the anticipated results.
For
more information on our company, please contact the following
individuals: |
|
|
At
the Company |
Investor Relations |
ATA
Inc. |
The
Equity Group Inc. |
Amy
Tung, Chief Financial Officer |
Carolyne Y. Sohn, Senior Associate |
+86
10 6518 1122 x5518 |
415-568-2255 |
amytung@atai.net.cn |
csohn@equityny.com |
|
|
|
Katherine Yao, Senior Associate |
|
+86
10 6587 6435 |
|
kyao@equityny.com |
|
|
|
Adam
Prior, Senior Vice President |
|
212-836-9606 |
|
aprior@equityny.com |
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