Blackboard to Acquire ANGEL Learning, Inc.
Combined Company to Accelerate Innovation, Interoperability in e-Learning
WASHINGTON, May 6 /PRNewswire-FirstCall/ -- Blackboard Inc. (Nasdaq:
BBBB), a global leader in education technology today announced a definitive
agreement to acquire privately-held ANGEL Learning, Inc., a leading developer
of e-learning software to the U.S. education industry.
The acquisition combines ANGEL's record of innovation and client service
with Blackboard's own innovation, financial strength and industry leadership
to create a stronger, more flexible supporter of teaching, learning and
student engagement. The combined company aims to accelerate the pace of
innovation and interoperability in e-learning, and will continue to invest in
solutions to more effectively support teachers and learners. The acquisition
will also enable Blackboard to incorporate ANGEL's client-first culture that
has translated into consistently excellent experiences and high retention of
ANGEL Learning clients.
Under terms of the agreement, Blackboard will acquire ANGEL Learning for
approximately $95 million, net of cash acquired and excluding transaction
costs. Both companies' boards of directors as well as ANGEL Learning's
shareholders have approved the transaction and closing is expected in May
"Blackboard is committed to bringing together the best ideas, innovations
and practices in e-learning today," said Michael Chasen, Blackboard's
President and Chief Executive Officer. "With ANGEL Learning, we bring on
board a premier education technology company with a tremendous reputation for
innovation and e-learning leadership. Independently we've each led the way in
many areas of the industry. Now we can put the strengths of Blackboard and
ANGEL together for the benefit of students in our effort to create a more
flexible and engaging teaching and learning platform."
"Now as part of Blackboard, we're confident that we can together help the
combined client community advance e-learning and student achievement," said
Christopher Clapp, ANGEL Learning President and Chief Executive Officer.
"Together we can leverage our respective strengths to improve teaching and
Headquartered in Indianapolis, Indiana, ANGEL Learning provides enterprise
e-learning software to over 400 clients. The ANGEL product portfolio includes
the ANGEL Learning Management System, ANGEL ePortfolio as well as ANGEL
Managed Hosting. Additionally, ANGEL also provides consulting and training
A Combined Focus on Teaching and Learning
Blackboard's acquisition of ANGEL Learning will introduce a range of
benefits to institutions and the e-learning community, including:
-- A combined global community of practice of more than 5,800 K-12
schools, colleges and universities, government organizations and
-- A broader, unified platform for the general media, publishers and
e-learning software developers that increases interoperability for
-- A world-class service and support organization benefiting from
best-practices and infrastructure investments
-- Industry leading e-learning technology expertise including
specialization on Microsoft's .NET platform and Microsoft technologies
-- A stronger company with a greater capacity to invest in research and
development for new solutions over time
Financial Details of the ANGEL Learning Transaction
ANGEL Learning offers many of the same financial characteristics of
Blackboard's business model, including an annual recurring subscription-based
licensing model, ratable revenue recognition, a stable educational
institutional client base and high renewal rates. Blackboard expects to
realize greater revenue, profitability and cash flow following the integration
of ANGEL Learning.
The approximate purchase price of $95 million will include approximately
$80 million in cash and $15 million in stock, net of cash acquired and
excluding transaction costs. Assuming the merger closes in May 2009,
Blackboard expects this transaction to be accretive on a pro forma non-GAAP
basis for calendar year 2009, excluding the write off of deferred revenues in
purchase accounting and non-recurring merger and integration costs. For
financial reporting purposes, Blackboard expects the transaction to be
dilutive on a GAAP and non-GAAP basis for calendar year 2009. Blackboard
expects to realize significant efficiencies by leveraging shared development
infrastructure, sales, marketing, administrative and other expenditures.
Blackboard retained Thomas Weisel Partners LLC as its financial advisor
and Cooley Godward Kronish LLP as its legal advisor. ANGEL Learning retained
Evercore Partners as its financial advisor and Barnes & Thornburg LLP as its
Blackboard has launched a new portion of its Web site,
www.Blackboard.com/ANGEL, where anyone can track the latest news and
information about the transaction.
About Blackboard Inc.
Blackboard Inc. (Nasdaq: BBBB) is a global leader in enterprise technology
and innovative solutions that improve the experience of millions of students
and learners around the world every day. Blackboard's solutions allow
thousands of higher education, K-12, professional, corporate, and government
organizations to extend teaching and learning online, facilitate campus
commerce and security, and communicate more effectively with their
communities. Founded in 1997, Blackboard is headquartered in Washington,
D.C., with offices in North America, Europe, Asia and Australia.
Any statements in this press release about future expectations, plans and
prospects for Blackboard and other statements containing the words "believes,"
"anticipates," "plans," "expects," "will," and similar expressions, constitute
forward-looking statements within the meaning of The Private Securities
Litigation Reform Act of 1995. These forward looking statements include
statements about our expected financial results for the first quarter of 2009
and the full year 2009 and other statements about our future financial
performance. Actual results may differ materially from those indicated by
such forward-looking statements as a result of various important factors,
including the factors discussed in the "Risk Factors" section of our Form 10-K
filed on February 26, 2009 with the SEC. In addition, the forward-looking
statements included in this press release represent the Company's views as of
May 6, 2009. The Company anticipates that subsequent events and developments
will cause the Company's views to change. However, while the Company may elect
to update these forward-looking statements at some point in the future, the
Company specifically disclaims any obligation to do so. These forward-looking
statements should not be relied upon as representing the Company's views as of
any date subsequent to May 6, 2009.
About ANGEL Learning
ANGEL Learning, Inc. develops and markets enterprise e-learning software.
ANGEL Learning's flagship products are the ANGEL Learning Management Suite and
the ANGEL ePortfolio system. ANGEL Learning's products have been honed by use
-- with millions of students and instructors served from K to corporate.
ANGEL enjoys a reputation for creating products with exceptional ease of use,
excellent vision into learner progress, and for keeping its commitments. The
ANGEL LMS has been recognized as a Finalist for the Best Postsecondary Course
Management Solution CODiE award presented by the Software & Information
Industry Association four consecutive years and is the only product to win the
award two years in a row. ANGEL Learning won the 2008 Parature Legend Makers
Award for "customer service and support excellence." Educators ranked ANGEL
first in customer satisfaction in the IMS GLC Learn-Sat awards. ANGEL world
headquarters are in Indianapolis, Indiana. To learn more about the ANGEL
difference, visit us at www.angellearning.com.
SOURCE Blackboard Inc.
/CONTACT: Financial Media and Investors, Michael J. Stanton, Senior Vice
President, Investor Relations, +1-202-463-4860, ext. 2305, or Education &
General Media, Matthew Maurer, Director, Public Relations, +1-202-463-4860,
ext. 2637, firstname.lastname@example.org, both of Blackboard Inc./
/Web Site: http://www.blackboard.com /
CO: Blackboard Inc.; ANGEL Learning, Inc.
ST: District of Columbia
IN: EDU NET CPR STW HED MLM
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6243 05/06/2009 16:00 EDT http://www.prnewswire.com