Arco Receives Antitrust Approval and Completes the Acquisition of COC and Dom Bosco Learning Systems
October 01 2021 - 4:06PM
Business Wire
Arco Platform Limited, or Arco (Nasdaq: ARCE), today
announced that it received, on September 30, 2021, final antitrust
approval from Brazil’s Administrative Council for Economic Defense
– CADE, with no conditions, in connection with its previously
announced acquisition of COC and Dom Bosco learning systems, which
it has now completed.
The payment terms set forth in the purchase agreement were
updated upon closing of the transaction to a total purchase price
of R$800.4 million, adjusted for COC’s and Dom Bosco’s cash and
working capital positions as of September 30, 2021, paid in a
single installment on the transaction closing date.
The acquisition of COC and Dom Bosco consolidates Arco’s leading
position in core solutions for the private K-12 segment by
diversifying the pricing and geographic reach of its existing
portfolio, while allowing Arco to unlock additional opportunities
to cross-sell supplemental products and upsell within existing
partner schools.
The incorporation of COC and Dom Bosco into Companhia Brasileira
de Educação e Sistema de Ensino S.A., Arco’s subsidiary
incorporating the acquired businesses, is expected to be concluded
in the first quarter of 2022.
About Arco Platform Limited (Nasdaq: ARCE)
Arco has empowered hundreds of thousands of students to rewrite
their futures through education. Our data-driven learning
methodology, proprietary adaptable curriculum, interactive hybrid
content, and high-quality pedagogical services allow students to
personalize their learning experience while enabling schools to
thrive.
Forward-Looking Statements
This press release contains forward-looking statements as
pertains to Arco within the meaning of the Private Securities
Litigation Reform Act of 1995, including, but not limited to,
Arco’s expectations or predictions of future financial or business
performance conditions. The achievement or success of the matters
covered by statements herein involves substantial known and unknown
risks, uncertainties and assumptions. If any such risks or
uncertainties materialize or if any of the assumptions prove
incorrect, Arco’s results could differ materially from the results
expressed or implied by the statements it makes. You should not
rely upon forward-looking statements as predictions of future
events. Forward looking statements are made on the basis of Arco’s
current expectations and projections relating to its financial
conditions, result of operations, plans, objectives, future
performance and business, and these statements are not guarantees
of future performance.
Statements which herein address activities, events, conditions
or developments that Arco expects, believes or anticipates will or
may occur in the future are forward-looking statements. You can
generally identify forward-looking statements by the use of forward
looking terminology such as “anticipate,” “believe,” “can,”
“continue,” “could,” “estimate,” “evaluate,” “expect,” “explore,”
“forecast,” “guidance,” “intend,” “likely,” “may,” “might,”
“outlook,” “plan,” “potential,” “predict,” “probable,” “project,”
“seek,” “should,” “view,” or “will,” or the negative thereof or
other variations thereon or comparable terminology. Moreover, all
statements in this press release, whether forward looking or of
historical fact, are based on the limited information available to
Arco during the due diligence process of COC, Dom Bosco and its
business operations (the “COC and Dom Bosco Businesses”) prior to
the signing of the Purchase Agreement discussed herein. This
limited access to information may have impaired Arco’s ability to
conduct a full and comprehensive assessment of the COC and Dom
Bosco Businesses, thus leading to risks and uncertainties. Reasons
for this uncertainty include, but are not limited to, the
following: (i) the analysis was conducted on the basis of pro
forma, unaudited and adjusted financial statements of the COC and
Dom Bosco Businesses; (ii) the accounting parameters and criteria
adopted by the COC and Dom Bosco Businesses are different from the
ones adopted by Arco; (iii) the transfer of the COC and Dom Bosco
Businesses to a new entity limits Arco’s ability to assess the
proper transfer of all assets and rights to such new entity. In
addition, the forward-looking statements regarding the COC and Dom
Bosco Businesses include risks and uncertainties related to
statements about competition for the combined business;
restrictions and/or limitations on the acquisition of the COC and
Dom Bosco Businesses that may be imposed by antitrust authorities
or other regulatory agencies; risks relating to Arco’s ability to
attract, upsell and retain customers of the COC and Dom Bosco
Businesses; and general market, political, economic, and business
conditions in Brazil or abroad.
Forward-looking statements represent Arco management’s beliefs
and assumptions only as of the date such statements are made, and
Arco undertakes no obligation to update any forward-looking
statements made in this presentation to reflect events or
circumstances after the date of this press release or to reflect
new information or the occurrence of unanticipated events, except
as required by law.
Further information on these and other factors that could affect
Arco’s financial results is included in filings Arco makes with the
Securities and Exchange Commission from time to time, including the
section titled “Risk Factors” in Arco’s most recent Forms 20-F and
6-K. These documents are available on the SEC Filings section of
the Investor Relations section of Arco’s website at:
https://investor.arcoplatform.com/
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Investor Relations Contact Arco Platform Limited
IR@arcoeducacao.com.br
Carina Carreira carinacarreira@arcoeducacao.com.br
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