Kroton Educacional S.A. (BM&FBovespa: KROT3 or 'Kroton'), in accordance with CVM Instruction 358/02, as amended, complementing the Material Fact notice dated October 26, 2015, announces to its shareholders and the general market that, after fulfilling the conditions precedent set forth in the Agreement for Purchase and Sale of Ownership Interests and Other Covenants, it concluded, on the date hereof, the sale to Treviso Empreendimentos e Participações S.A. ('Buyer') of all ownership interests held by the subsidiaries of Kroton ('Sellers') in the following companies: Sociedade Educacional Leonardo da Vinci S/S Ltda.; ASSEVIM - Sociedade Educacional do Vale do Itajaí Mirim Ltda.; Instituto Educacional do Alto Vale do Itajaí Ltda.; Sociedade Educacional do Vale do Itapocu S.S. Ltda.; and Sociedade Educacional do Planalto Serrano Ltda. (jointly 'Uniasselvi').
As previously informed, Buyer will pay Sellers the aggregate price of up to one billion, one hundred and five million reais (R$1,105,000,000.00), as follows:
(a) R$400 million paid in cash on the date hereof;
(b) R$450 million to be paid in 5 annual installments, from 2018 to 2022, restated by the variation in the IPCA index until the payment date of the respective installment;
(c) up to R$ 255 million to be paid in the form of a premium, in a variable amount to be calculated based on pre-established financial and operating targets, in annual installments, from 2018 to 2022, restated by the variation in the IPCA index until the payment date of the respective installment.
February 29, 2016
Carlos Alberto Bolina Lazar
Investor Relations Officer
Kroton Educacional SA issued this content on 29 February 2016 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 29 February 2016 22:02:17 UTC
Original Document: http://ri.kroton.com.br/kroton2010/web/conteudo_en.asp?idioma=1&tipo=32840&conta=44&id=223221
Cogna Educacao SA, formerly Kroton Educacional SA, is a Brazil-based company active in the private education sector. The Company focuses on developing primary and secondary schools, post-secondary and undergraduate programs, as well as vocational courses. The Company's activities are divided into three business segments: In-class higher education, which offers port-secondary programs on campus; Distance learning higher education (EAD), which provides port-secondary programs via online platform, and Basic education, which includes own and managed primary schools, collection and development of teaching materials, school management advisory, as well as educational support tools, among others. The Company operates a number of brand names, such as Anhanguera, Fama, Pitagoras, Unic, Unime and Unopar. In addition, it is involved in the wholesale, retail, distribution, import and export of textbooks, course books, magazines and other publications related to education.