PLATO Learning, Inc. and Lightspan, Inc. Announce Approval of Merger
17 November 2003 - 5:57PM
PR Newswire (US)
PLATO Learning, Inc. and Lightspan, Inc. Announce Approval of
Merger MINNEAPOLIS, and SAN DIEGO, Nov. 17 /PRNewswire-FirstCall/
-- PLATO Learning, Inc. , a leading provider of K-Adult
computer-based and e-learning solutions, and Lightspan, Inc. , a
leading provider of curriculum-based educational software and
online products and services used in schools, at home and in
community colleges, today announced that each of their respective
shareholders voted to approve the merger of a wholly owned
subsidiary of PLATO Learning with and into Lightspan. Lightspan
will continue as a wholly owned subsidiary of PLATO Learning after
the merger. In the merger, each share of Lightspan common stock
will be exchanged for 1.33 shares of PLATO Learning common stock.
The ratio is based on the volume- weighted average of the closing
price of PLATO Learning common stock for the 15 trading days prior
to the closing date. PLATO Learning also announced its shareholders
have approved an amendment to the PLATO Learning, Inc. 2002 Stock
Plan to increase the number of shares reserved for issuance under
this plan from 1.7 million to 3.7 million and to make other
amendments intended to provide additional clarity and reflect
current market practices of similarly situated companies. John
Murray, President and Chief Executive Officer of PLATO Learning,
said, "We are pleased that this merger has been approved and will
now move quickly to complete this transaction and integrate
operations. We can now focus on accelerating our revenue and
profitability growth." About PLATO Learning PLATO Learning, Inc. is
a leading provider of computer-based and e- learning instruction
for kindergarten through adult learners, offering curricula in
reading, writing, math, science, social studies, and life and job
skills. PLATO Learning also offers innovative online assessment and
accountability solutions and standards-based professional
development services. With over 4,000 hours of objective-based,
problem-solving courseware, plus assessment, alignment and
curriculum management tools, PLATO Learning creates standards-based
curricula that facilitate learning and school improvement. With
trailing 12-month revenues of about $78 million, PLATO Learning is
a publicly held company traded as TUTR on the NASDAQ-NMS. PLATO(R)
Learning educational software is marketed to K-12 schools,
colleges, job training programs, correctional institutions,
military education programs, corporations and individuals and
delivered via networks, CD-ROM, the Internet and private intranets.
It is available for immediate purchase and electronic download on
the PLATO Learning's Web site. PLATO Learning is headquartered at
10801 Nesbitt Avenue South, Bloomington, Minnesota 55437, (952)
832-1000 or (800) 869-2000. The Company has domestic offices
throughout the United States and international offices in the
United Kingdom and Canada. International distributors are located
in Puerto Rico, Singapore, South Africa and the United Arab
Emirates. PLATO Learning's Web address is http://www.plato.com/ .
About Lightspan Lightspan, Inc. provides curriculum-based
educational software and on-line products and services that
increase student achievement and enhance teacher professional
development. These products are used in schools and homes and align
to all key federal education reform initiatives, offering school
districts a complete solution to assess, align, instruct and
evaluate, as a comprehensive achievement and accountability system.
More than 1,000 independent studies prove Lightspan products
enhance student achievement, improve teacher effectiveness and help
build stronger connections with families. Lightspan is
headquartered at 10140 Campus Point Drive, San Diego, California
92121, (858) 824-8000. Lightspan's Web address is
http://www.lightspan.com/ . This announcement includes
forward-looking statements. PLATO Learning and Lightspan have based
these forward-looking statements on its current expectations and
projections about future events. Although PLATO Learning and
Lightspan believe that the assumptions made in connection with the
forward- looking statements are reasonable, no assurances can be
given that its assumptions and expectations will prove to have been
correct. These forward- looking statements are subject to various
risks, uncertainties and assumptions. PLATO Learning and Lightspan
undertake no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise. Any forward looking statements made are
subject to the risks and uncertainties as those described in the
joint proxy statement/prospectus dated October 10, 2003 and the
PLATO Learning and Lightspan Annual Reports on Form 10-K for the
years ended October 31, 2002 and January 31, 2003, respectively.
Actual results may differ materially from anticipated results. (R)
PLATO is a registered trademark of PLATO Learning, Inc. (R)
Lightspan is a registered trademark of Lightspan, Inc.
http://www.newscom.com/cgi-bin/prnh/20020917/PLATOLOGO
http://photoarchive.ap.org/ DATASOURCE: PLATO Learning, Inc.
CONTACT: John Murray, President & CEO, Greg Melsen, CFO, or
Steve Schuster, VP & Treasurer of PLATO Learning, Inc.,
+1-952-832-1000, or John Kernan, Chairman & CEO, or Michael A.
Sicuro, CFO of Lightspan, Inc., +1-858-824-8000 Web site:
http://www.plato.com/ http://www.lightspan.com/
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