ASPEN GROUP, INC. (NASDAQ:AZPN) Files An 8-K Termination of a Material Definitive Agreement

Item 1.02Termination of a Material Definitive Agreement

On April 10, 2017, Aspen Group, Inc. (Aspen) repaid $2,157,534 to
Mr. Leon Cooperman, a 5% shareholder, which is the full amount
owed by Aspen under its now extinguished $3,000,000 revolving
credit line. Additionally, Aspen repaid an aggregate of
$1,373,534 of principal and interest owed under two outstanding
promissory notes held by Mr. Michael Mathews, Aspens Chairman of
the Board and Chief Executive Officer. After these repayments,
Aspen has no outstanding debt (other than immaterial purchase
money debt).

Item 3.02Unregistered Sales of Equity
Securities.

On April 7, 2017, Aspen raised $7,500,000 from the sale of
2,000,000 shares of common stock at $3.75 per share in a private
placement offering to 11 accredited investors, including a
director who invested $300,000 through an entity which he
controls and two 5% shareholders. The net proceeds to Aspen was
approximately $7.0 million. In connection with the offering,
Aspen agreed to register the shares of common stock.

Aspen used approximately $3.5 million of the net proceeds to
repay all of Aspens outstanding debt as described under Item 1.02
above. Aspen intends to use the balance of the net proceeds to
complete the acquisition of a for-profit university, assuming it
is completed and for working capital. The form of Stock Purchase
Agreement is attached as Exhibit 10.1 to this Form 8-K and is
incorporated herein by reference.

All of the securities were issued and sold in reliance upon the
exemption from registration contained in Section 4(a)(2) of the
Securities Act of 1933 (the Act) and Rule 506(b) promulgated
thereunder. These securities may not be offered or sold in the
United States in the absence of an effective registration
statement or exemption from the registration requirements under
the Act. The investors are accredited investors and there was no
general solicitation.

Item 9.01Financial Statements and Exhibits.

(d) Exhibits.

About ASPEN GROUP, INC. (NASDAQ:AZPN)

Aspen Technology, Inc. is a global provider of process optimization software solutions designed to manage and optimize plant and process design, operational performance, and supply chain planning. The Company’s aspenONE software and related services have been developed specifically for companies in the process industries, including the energy, chemicals, and engineering and construction industries. It operates through two segments, including subscription and software, which provides licensing of process optimization software solutions and associated support services, and services, which includes professional services and training. It has developed applications to design and optimize processes across the business areas, including engineering, manufacturing and supply chain. Its products include Aspen HYSYS, Aspen Economic Evaluation, Aspen Info Plus.21, Aspen PIMS Advanced Optimization, Aspen Collaborative Demand Manager and Aspen Supply Planner.

ASPEN GROUP, INC. (NASDAQ:AZPN) Recent Trading Information

ASPEN GROUP, INC. (NASDAQ:AZPN) closed its last trading session up +0.39 at 58.14 with 277,983 shares trading hands.