Market Overview

Strayer Education, Inc. Stockholders Approve Proposed Merger with Capella Education Company


Strayer Education, Inc. (NASDAQ:STRA) announced today that at a special
meeting this morning, its stockholders approved proposals to effect the
previously announced merger between Strayer Education, Inc. and Capella
Education Company. These stockholder approved proposals, which will take
effect at the time of the consummation of the merger, include an
increase in the number of the company's authorized shares of common
stock to 32,000,000; the issuance of shares of Strayer Education, Inc.
common stock to effectuate the merger; and the change of the company's
name from "Strayer Education, Inc." to "Strategic Education, Inc."

As a result of the proposed merger, Strategic Education, Inc. will be
the corporate entity under which both Strayer University and Capella
University will continue to operate as independent and separately
accredited institutions. Together, the two universities will serve
approximately 80,000 students across all 50 states. The combination is
expected to achieve corporate level efficiencies that will enable each
university to accelerate innovations that improve affordability, and
enhance academic and career outcomes for students. The proposed merger,
which is anticipated to close in the third quarter of 2018, is subject
to the satisfaction of customary closing conditions, including approvals
by the Department of Education, State regulators, and relevant
accreditation bodies.

Strayer Education, Inc. also announced today that it will host a
conference call to discuss its fourth quarter earnings on Friday, March
2 at 8:30 a.m. (ET). A news release outlining the financial results will
be issued after the market closes on Thursday, March 1. To participate
in the live call on March 2, investors should dial (877) 303-9047 ten
minutes prior to the start time. In addition, the call will be available
via webcast. To access the live webcast of the conference call, please
go to
15 minutes prior to the start time of the call to register. Following
the call, the webcast will be archived and available at

About Strayer Education, Inc.

Education, Inc.
(NASDAQ:STRA) is educating a more competitive and
qualified workforce by solving higher education's most challenging
problems. It includes Strayer
, a regionally accredited institution that delivers
affordable degree programs for working adults, and a Top
25 Princeton Review-ranked executive MBA program
through the Jack
Welch Management Institute
. Non-degree web and mobile application
development courses are offered through the New
York Code + Design Academy
. Strayer also transforms the workforces
of its corporate partners through customized degree and professional
development programs. By deploying innovative teaching methods and
technologies that enhance student learning outcomes, Strayer makes it
possible for working adults to acquire the skills they need to succeed
in today's rapidly changing economy.

Forward Looking Statements

This communication contains certain forward-looking statements made
pursuant to the Private Securities Litigation Reform Act of 1995 (the "Reform
"). Such statements may be identified by the use of words such
as "expect," "estimate," "assume," "believe," "anticipate," "will,"
"forecast," "outlook," "plan," "project," or similar words and may
include statements with respect to, among other things, the proposed
merger of a wholly-owned subsidiary of Strayer with and into Capella,
including the expected timing of completion of the Merger; the
anticipated benefits of the Merger, including estimated synergies; the
combined company's plans, objectives and expectations; future financial
and operating results; and other statements that are not historical
facts. The statements are based on Strayer's current expectations and
are subject to a number of assumptions, uncertainties and risks. In
connection with the safe-harbor provisions of the Reform Act, Strayer
has identified important factors that could cause Strayer's actual
results to differ materially from those expressed in or implied by such
statements. The assumptions, uncertainties and risks include:

  • the risk that the Merger may not be completed in a timely manner or at
    all due to the failure to satisfy other conditions (including
    obtaining required regulatory and educational agency approvals) to
    completion of the Merger;
  • the occurrence of any event, change or other circumstance that could
    give rise to the termination of the merger agreement;
  • the outcome of any legal proceeding that may be instituted against
    Strayer, Capella and others following the announcement of the Merger;
  • the amount of the costs, fees, expenses and charges related to the
  • the risk that the benefits of the Merger, including expected
    synergies, may not be fully realized or may take longer to realize
    than expected;
  • the risk that the Merger may not advance the combined company's
    business strategy and growth strategy;
  • the risk that the combined company may experience difficulty
    integrating Strayer's and Capella's employees or operations;
  • the potential diversion of Strayer's management's attention resulting
    from the proposed Merger; and
  • other risks and uncertainties identified in Strayer's filings with the
    Securities and Exchange Commission.

Actual results may differ materially from those projected in the
forward-looking statements. Strayer undertakes no obligation to update
or revise forward-looking statements.

Additional Information and Where to Find It

Investors and security holders are urged to carefully review and
consider each of Strayer's and Capella's public filings with the
Securities and Exchange Commission (the "SEC"), including but not
limited to their Annual Reports on Form 10-K, their proxy statements,
their Current Reports on Form 8-K and their Quarterly Reports on Form
10-Q. The documents filed by Strayer with the SEC may be obtained free
of charge at Strayer's website at,
in the "Investor Relations" tab at the top of the page, or at the SEC's
website at
These documents may also be obtained free of charge from Strayer by
requesting them in writing to 2303 Dulles Station Boulevard, Herndon, VA
20171. The documents filed by Capella with the SEC may be obtained free
of charge at Capella's website at,
in the "Investor Relations" tab at the top of the page, or at the SEC's
website at
These documents may also be obtained free of charge from Capella by
requesting them in writing to 225 South 6th Street, 9th Floor,
Minneapolis, Minnesota 55402.

In connection with the proposed transaction, on November 20, 2017,
Strayer filed a registration statement on Form S-4 with the SEC which
included a joint proxy statement of Strayer and Capella and a prospectus
of Strayer. The registration statement was amended on December 4, 2017
and declared effective on December 8, 2017. On January 19, 2018 at their
respective special meetings, Strayer's stockholders approved the
issuance of Strayer common stock and the amendment and restatement of
Strayer's charter, each in connection with the Merger, and Capella
shareholders approved the Agreement and Plan of Merger, dated as of
October 29, 2017, by and among the Company, Capella and Merger Sub.
TRANSACTION. Investors and security holders can obtain the registration
statement and the Proxy Statement free of charge from the SEC's website
or from Strayer or Capella as described above. The contents of the
websites referenced above are not deemed to be incorporated by reference
into the registration statement or the Proxy Statement.

No Offer or Solicitations

This document shall not constitute an offer to sell or buy or the
solicitation of an offer to buy or sell any securities, nor shall there
be any sale of securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction. No
offering of securities shall be made except by means of a prospectus
meeting the requirements of Section 10 of the Securities Act of 1933.

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