BRIDGEPOINT EDUCATION, INC. (NYSE:BPI) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement.
entered into an agreement with Warburg Pincus Private Equity
VIII, L.P. (Warburg Pincus) to repurchase 18,072,289 shares of
the Companys common stock, $0.01 par value (the Common Stock),
from Warburg Pincus in a private transaction at a price per share
equal to $8.30, for an aggregate purchase price of approximately
$150.0 million (the Share Repurchase Agreement). This represents
an approximately 11.6% discount to the closing price of $9.39 at
the close of business on March 9, 2017. The repurchase of the
shares of Common Stock to the Share Repurchase Agreement is
expected to close on March 10, 2017. The Share Repurchase
Agreement contains customary representations, warranties and
covenants of the parties. A special committee of the of Board of
Directors of the Company, comprised solely of independent
directors not affiliated with Warburg Pincus, negotiated the
Share Repurchase Agreement on behalf of the Company. In
connection with the transactions contemplated by the Share
Repurchase Agreement, the special committee was advised by
separate independent legal and financial advisors.
not purport to be complete and is qualified in its entirety by
reference to the Share Repurchase Agreement, a copy of which is
filed herewith as Exhibit 10.1 and is incorporated herein by
reference.
|
(c)
|
Exhibits.
|
|
Exhibit No.
|
Description
|
|
|
10.1
|
Share Repurchase Agreement, dated March 10, 2017, by
and between the Company and Warburg Pincus. |
About BRIDGEPOINT EDUCATION, INC. (NYSE:BPI)
Bridgepoint Education, Inc. (Bridgepoint) is a provider of postsecondary education services. The Company’s academic institutions include Ashford University and University of the Rockies, which offer associate’s, bachelor’s, master’s and doctoral programs online, as well as at the campuses located in Iowa and Colorado, respectively. Bridgepoint’s institutions conduct ongoing faculty and student assessment processes, and provide a range of student services. The Company is also developing Constellation, Waypoint Outcomes and mobile application technology. The Company has approximately 49,160 students enrolled in its institutions. The Company’s institutions offer approximately 1,850 courses, over 80 degree programs and approximately 150 specializations. Its institutions offer programs and specialization areas through the University of the Rockies’ two schools: the School of Organizational Leadership and the School of Professional Psychology. BRIDGEPOINT EDUCATION, INC. (NYSE:BPI) Recent Trading Information
BRIDGEPOINT EDUCATION, INC. (NYSE:BPI) closed its last trading session 00.00 at 9.39 with 89,677 shares trading hands.
