Vitru Limited Received Final Antitrust Clearance for the Investment by Crescera
08 November 2022 - 3:31PM
Vitru Limited, or Vitru (Nasdaq: VTRU), announced today that the
15-day period from the date of the publication of the decision by
the General Superintendence of CADE (Administrative Council for
Economic Defense – Brazilian antitrust authority) in the Brazilian
Official Gazette approving, without any restrictions, the
transactions contemplated by the investment agreement with Crescera
Growth Capital Master V Fundo de Investimento em Participações
Multiestratégia and Crescera Growth Capital V Coinvestimento III
Fundo de Investimento em Participações Multiestratégia (“Crescera”
and “Investment Agreement”, respectively) has lapsed and, pursuant
to the applicable Brazilian legislation, CADE’s decision became
final.
The closing of Crescera’s investment in Vitru is
expected to take place in the fourth quarter of 2022, subject to
customary closing conditions. Pursuant to the Investment Agreement,
Crescera has agreed to subscribe for 3,636,363 new common shares to
be issued by Vitru for a total consideration of R$300 million,
equivalent to US$58.3 million based on the applicable exchange rate
pursuant to the Investment Agreement, or approximately US$16.02 per
common share.
As previously announced, Vitru has commenced a
rights offering pursuant to which it is distributing
nontransferable subscription rights to each holder of its common
shares as of 5:00 p.m., Eastern Time, on October 21, 2022 (the
“Record Date”). The subscription rights may be exercised at any
time during the subscription period, which commenced on October 24,
2022, and ends at 5:00 p.m., Eastern Time, on November 17, 2022.
One subscription right is being distributed for each six common
shares held as of the Record Date, with each subscription right
exercisable for one common share at an exercise price of US$16.02
per full common share. Vitru will not issue any fractional shares
upon exercise of any subscription rights in the rights offering,
and shareholders must exercise subscription rights which would
result in the issuance of at least one whole common share to
participate in the rights offering.
Crescera also has the option to acquire
additional common shares not subscribed for by Vitru’s minority
shareholders in Vitru’s previously announced rights offering, for
up to a maximum amount equivalent to R$100 million less the total
amount received by Vitru from subscriptions of new common shares by
minority shareholders pursuant to the rights offering.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy any securities, nor
shall there be any offer, solicitation or sale of securities in any
state or jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
About Vitru
Vitru is the leading pure distance learning
education group in the postsecondary distance learning market in
Brazil. Through its invested companies, Vitru provides a complete
pedagogical ecosystem focused on hybrid distance
learning experience for undergraduates and continuing
education students.
Vitru’s mission is to democratize access to
education in Brazil through a digital ecosystem and empower every
student to create their own successful story.
Forward Looking Statements
This press release includes “forward-looking
statements” within the meaning of the U.S. federal securities laws.
Statements contained herein that are not clearly historical in
nature are forward-looking, and the words “anticipate,” “believe,”
“continues,” “expect,” “estimate,” “intend,” “project” and similar
expressions and future or conditional verbs such as “will,”
“would,” “should,” “could,” “might,” “can,” “may,” or similar
expressions are generally intended to identify forward-looking
statements. These forward-looking statements speak only as of the
date hereof and are based on Vitru’s current plans, estimates of
future events, expectations and trends that affect or may affect
our business, financial condition, results of operations, cash
flow, liquidity, prospects and the trading price of Vitru’s common
shares, and are subject to several known and unknown uncertainties
and risks, many of which are beyond Vitru’s control. As a
consequence, current plans, anticipated actions and future
financial position and results of operations may differ
significantly from those expressed in any forward-looking
statements in this press release. You are cautioned not to unduly
rely on such forward-looking statements when evaluating the
information presented. Vitru does not undertake any obligation to
update publicly or to revise any forward-looking statements after
we distribute this press release because of new information, future
events, or other factors.
Contact:
Carlos Henrique Boquimpani de Freitas, Chief Financial and Investor Relations Officer
e-mail: ir@vitru.com.br
website: https://investors.vitru.com.br/
Vitru (NASDAQ:VTRU)
Historical Stock Chart
Von Jun 2024 bis Jul 2024
Vitru (NASDAQ:VTRU)
Historical Stock Chart
Von Jul 2023 bis Jul 2024