EQT V, THROUGH SVENSK UTBILDNING INTRESSENTER, ANNOUNCES A RECOMMENDED CASH OFFER OF SEK 190 PER SHARE IN ACADEMEDIA



Similar documents
Aurora Investment makes a partial public cash offer to the shareholders in Anoto Group for up to 20.0 per cent. of the shares

Randstad announces a recommended cash offer to the shareholders of Proffice

approximately 52% compared to the volume-weighted average price of SEK for the Fortnox share on NGM Nordic MTF

TELE2 OFFERS SEK 75 PER SHARE FOR SONG NETWORKS

through Svensk Utbildning Intressenter Holding AB Offer to the shareholders in AcadeMedia AB

SHV EXTENDS OFFER PERIOD: AWAITING ANTI-TRUST CLEARANCE FROM UKRAINE

The Tender Offer does not correspond to tender offers as stipulated in Article 27, Section 2-1 of Japan s Financial Instruments and Exchange Law.

27 June 2014 SANCTION OF SCHEME

FOR IMMEDIATE RELEASE 10 July 2006 RECOMMENDED FINAL OFFERS * AIRPORT DEVELOPMENT AND INVESTMENTLIMITED. a company held by

THE ROAD TO THE STOCK EXCHANGE AN OVERVIEW

Offer document. Voluntary public offer to the shareholders of: Mols-Linien A/S Company registration No. (CVR)

Chapter 10 EQUITY SECURITIES RESTRICTIONS ON PURCHASE AND SUBSCRIPTION

Takeover Rules for certain trading platforms. The Swedish Corporate Governance Board

China Resources (Holdings) Proposes to Acquire the Non-Beer Businesses of China Resources Enterprise

Announcement of prospectus and offer to the shareholders of CSE

3I INFRASTRUCTURE LIMITED (THE COMPANY ) PLACING AND OPEN OFFER OF 108,132,277 NEW ORDINARY SHARES AT 106 PENCE PER NEW ORDINARY SHARE

Rules concerning takeover bids for shares in Swedish companies whose shares are traded on certain trading platforms

DEMERGER PLAN. concerning the partial demerger of. Digia Plc

TERMS AND CONDITIONS FOR CALL OPTIONS 2013/2016 REGARDING PURCHASE OF SHARES IN LAGERCRANTZ GROUP AB (publ.)

Lindab Intressenter 1 makes a SEK 3,310m recommended cash offer for Lindab. Bid premium 32%

Capio intends to be listed on the Nasdaq Stockholm Stock Exchange

Re: Agreement to Commence the Process for the Acquisition of Amlin, a UK Insurance Holding Company by Mitsui Sumitomo Insurance

AGREEMENT AUTHORISED DEALER OF SWEDISH GOVERNMENT BONDS. Our ref. /01. with

General Conditions for Loans reference No.: General Terms and Conditions for Loans dated 1 March 2016

June 2009 THE DANISH ACT ON PUBLIC AND PRIVATE LIMITED LIABILITY COMPANIES AMENDMENTS

SSAP 32 STATEMENT OF STANDARD ACCOUNTING PRACTICE 32 CONSOLIDATED FINANCIAL STATEMENTS AND ACCOUNTING FOR INVESTMENTS IN SUBSIDIARIES

Letter of Intent for Acquisition Purchase of Stock of the Business for a Combination of Cash and Purchaser s Stock (Pro-Buyer Oriented)

MAJOR AND CONTINUING CONNECTED TRANSACTIONS RENEWAL OF THE EXISTING FINANCIAL SERVICES FRAMEWORK AGREEMENT

Tracker Certificate on Solactive Cloud Computing Performance-Index

Terms and conditions for warrants 2016/2019

N.V. 1,400,000,000 6.S.S. PERSON (SEE "OFFER AND DISTRIBUTION RESTRICTIONS" BELOW)

NOBINA AB INVESTOR PRESENTATION, Q3, SEPTEMBER NOVEMBER 2015

Offer to the shareholders for the buy-back of Class B shares

PRIMARY DEALER AGREEMENT REGARDING SWEDISH GOVERNMENT BONDS

Credit Suisse Structured Products

ARCH CAPITAL ADVISORS

Estimated Going Concern Enterprise Valuation

COMPANY PRESENTATION OF THE TERMS FOR TRANSATLANTIC S DEBT CERTIFICATES 2013

BEST BUY CO., INC OMNIBUS STOCK AND INCENTIVE PLAN

From: Hong Kong Wah Sun Company Sent: Friday, October 23, :39 PM Subject: Conflict Check

950,000,000 n/a n/a 0 per cent. 2 Any and all. Interpolated Mid-Swap Rate 0 bps n/a

Publication and posting of the Very Substantial and Connected Acquisition Circular and Scheme Document

NunaMinerals: Notice of extraordinary general meeting

RULES OF THE STOCK EXCHANGE

Ministry of Labour and Social Policy LAW ON VOLUNTARY FULLY FUNDED PENSION INSURANCE ( )

K+S CANADA HOLDINGS INC. K+S AKTIENGESELLSCHAFT POTASH ONE INC.

STERIS Corporation to Contest U.S. Federal Trade Commission's Attempt to Block Synergy Health Acquisition

GENERAL TERMS AND CONDITIONS OF NORDEA BANK AB (PUBL) SHARE DEPOSITARY RECEIPTS

Policy Title: INSIDER TRADING POLICY # of Pages Approval Source: Board of Directors

Reverse Mortgage Specialist

PROPOSAL FORM FOR MANAGEMENT LIABILITY AND COMPANY REIMBURSEMENT INSURANCE

Directors and Officers Liability Insurance

NOT FOR DISTRIBUTION IN OR INTO AUSTRALIA OR JAPAN OFFER DOCUMENT. Voluntary offer to acquire all outstanding Shares in. Cermaq ASA.

Update following the publication of the Bank of England Stress Test. 16 December 2014

Which market? An overview of London, New York, Hong Kong and Singapore stock exchanges

BIOSENSORS INTERNATIONAL GROUP, LTD. (Incorporated in Bermuda with limited liability) (Company Registration Number: EC 24983)

Annual report for the financial year

Class V Common Stock FAQ

NOTICE OF ANNUAL GENERAL MEETING

Corporate governance. 1. Implementation and reporting on corporate governance. 2. IDEX s business. 3. Equity and dividends

Internal Revenue Service

RECOMMENDED CASH ACQUISITION. for AGA RANGEMASTER GROUP PLC MIDDLEBY UK RESIDENTIAL HOLDING LTD

Dividend distribution in connection with the recommended exchange offer

First North Nordic Rulebook

A I M R U L E S F O R C O M PA N I E S F E B R U A R Y

LONDON STOCK EXCHANGE HIGH GROWTH SEGMENT RULEBOOK 27 March 2013

ICE CLEAR EUROPE LIMITED. - and - COMPANY NAME

Rothschild Visa Card Terms and Conditions

LAUNCH TECH COMPANY LIMITED* (a joint stock limited company incorporated in the People s Republic of China with limited liability) (Stock code: 2488)

Voluntary tender offer to acquire all Scania shares

First North Bond Market Rulebook January 2014

Sweco and Grontmij to create Europe s leading engineering consultancy

PUBLIC FINANCE MANAGEMENT ACT NO. 1 OF 1999

RENEWAL OF CONTINUING CONNECTED TRANSACTION FINANCIAL SERVICES AGREEMENT WITH CHINALCO FINANCE

Offer to the shareholders of Rottneros AB

Recommended Acquisition of Networkers International plc Presentation to Analysts & Investors

Finansinspektionen's Regulations

The reasons for the Directors recommendation are set out in detail in the Scheme Booklet.

The Australian Stock Exchange ("ASX") - IPO Overview

Introducing the potential for equity powered return with principal protection

NORTHERN FREEGOLD RESOURCES LTD.

PRESS RELEASE. TELECOM ITALIA S.p.A. ANNOUNCES CASH TENDER OFFER FOR ANY AND ALL OF CERTAIN USD NOTES ISSUED BY TELECOM ITALIA CAPITAL S.A.

First North Bond Market Rulebook 3 July 2016

REVISION OF OFFER PRICE, NO FURTHER PRICE INCREASE AND EXTENSION OF CLOSING DATE

FIFTH RESTATED CERTIFICATE OF INCORPORATION OF THE CHARLES SCHWAB CORPORATION (Effective May 7, 2001)

GOLDIN FINANCIAL HOLDINGS LIMITED * (Incorporated in Bermuda with limited liability) (Stock Code: 530)

Hoist Finance announces its intention to launch an initial public offering and listing on Nasdaq Stockholm

Notice of Annual General Meeting in Sectra AB (publ)

Non-collateralised Structured Products Supplemental Listing Document for Warrants over Single Equities

Standard Life Investments strengthens strategic position through acquisition of Ignis Asset Management

Information regarding share split and redemption of shares in AB Volvo 2007

CITIC Dameng Holdings Limited

Corporate Finance and Mergers &

DISCLOSEABLE TRANSACTION ACQUISITION OF LEAPFROG ENTERPRISES, INC. BY WAY OF MERGER

Joint Press Release 14 November 2014

ARCH CAPITAL ADVISORS

RusForest Strengthens Equity by SEK 450 million and Secures Russian Strategic Investor

Insider Trading and Reporting Policy Revision Date: December 1, 2008

The Hongkong and Shanghai Banking Corporation Limited (incorporated in Hong Kong with limited liability under the Companies Ordinance of Hong Kong)

The AGM The Annual General Meeting in Vostok Nafta Investment Ltd to be held on May 20, 2015

Transcription:

The Offer is not being made, and this press release may not be distributed, directly or indirectly, in or into, nor will any tender of shares be accepted from or on behalf of holders in, Australia, Canada, Japan, New Zealand, South Africa, Switzerland, or the United States of America, or any other jurisdiction in which the making of the Offer, the distribution of this press release or the acceptance of any tender of shares would contravene applicable laws or regulations or require further offer documents, filings or other actions in addition to those required under Swedish law. PRESS RELEASE 28 April 2010 EQT V, THROUGH SVENSK UTBILDNING INTRESSENTER, ANNOUNCES A RECOMMENDED CASH OFFER OF SEK 190 PER SHARE IN ACADEMEDIA EQT V Limited 1 ( EQT V ), through Svensk Utbildning Intressenter Holding AB ( Svensk Utbildning Intressenter ) 2, hereby announces a recommended offer ( the Offer ) to shareholders in AcadeMedia AB ( AcadeMedia or the Company ) to acquire all the shares in AcadeMedia for SEK 190 in cash per share. The shares in AcadeMedia are listed on NASDAQ OMX Stockholm ( OMX ), Small Cap. SUMMARY OF THE OFFER Svensk Utbildning Intressenter offers SEK 190 in cash ( the Price ) 3 for each share in AcadeMedia. The Offer represents a premium of: 11.8 per cent compared to the offer made by Providence Education International AB ( Providence ) of SEK 170 per share in AcadeMedia; 12.4 per cent compared to the closing share price of SEK 169.00 on 27 April 2010, the last trading day prior to announcement of the Offer; 33.6 per cent compared to the closing price of SEK 142.25 on 30 March 2010, the day prior to the abnormal share price movements in the AcadeMedia share 4 ; 40.2 per cent compared to the volume weighted average share price of SEK 135.55 during the last 30 trading days up to and including 30 March 2010 (17 February 30 March 2010); and 47.0 per cent compared to the volume weighted average share price of SEK 129.29 during the last three months up to and including 30 March 2010 (31 December 2009 30 March 2010). The Offer will be financed through a combination of equity and debt. The acceptance period is expected to commence around 12 May and end around 2 June 2010. Settlement is expected to take place as soon as possible following the end of the acceptance period. A press conference will be held today at 10:30 (CET) at EQT Partners AB s head office at Hovslagargatan 3, Stockholm. 1 EQT V Limited is a limited liability company organised in accordance with the laws of the Bailiwick of Guernsey with registered office at National Westminister House, Le Truchot, St. Peter Port, Guernsey GY1 3RA, Guernsey, acting in its capacity as general partner for EQT V (General Partner) LP, who in turn is acting in its capacity as (i) general partner of the EQT V (No.1) Limited Partnership and EQT V (No.2) Limited Partnership; (ii) agent for and on behalf of Investor Investment Northern Europe Limited; and (iii) manager of the EQT V Co- Investment Scheme. The fund EQT V is supported by its advisory company EQT Partners AB. 2 A newly formed company indirectly wholly owned by EQT V, under name change to Svensk Utbildning Intressenter Holding AB. 3 This amount is subject to adjustment should AcadeMedia pay a dividend or make any other value distribution to shareholders prior to the settlement of the Offer, and will accordingly be reduced by the amount of any such dividend or value distribution per share. 4 As a consequence of abnormal share price movements in the AcadeMedia share, AcadeMedia issued a press release on 6 April 2010 expressing Providence Equity Partners interest in making a public cash offer of SEK 170 per share, confirmed by a Providence Equity Partners press release issued on the same day. On 22 April 2010 Providence Equity Partners, through Providence Education International AB, announced a public offer to acquire 100% of the shares in AcadeMedia for SEK 170 in cash per share.

2 (9) AcadeMedia s bid committee has decided to recommend that AcadeMedia shareholders accept the Offer. The bid committee has at the same time withdrawn its recommendation to accept Providence s offer from 22 April 2010. Lannebo funds, Länsförsäkringar and Alfred Berg funds, Fourth AP Fund, Josef Elias together with other shareholders representing in total approximately 31 per cent of the share capital in AcadeMedia, have expressed their support for Svensk Utbildning Intressenter s offer of SEK 190 per share in AcadeMedia, and that they therefore do not intend to accept Providence s offer of SEK 170 per share. EQT has extensive experience in owning and developing operations in Sweden. We understand the specific nature of the Swedish education market and have a deep understanding of the Company, its key stakeholders and the Swedish education model. As owners we will support and contribute to the Company s longer-term development through planned investments in quality as well as growth, says Harry Klagsbrun, Senior Partner at EQT Partners AB. BACKGROUND AND RATIONALE FOR THE OFFER AcadeMedia is the largest independent education company in Sweden with approximately 45,000 students and participants, 150 locations and 2,500 employees. The Company s operations include pre-school and compulsory school, upper-secondary school and adult education, which are run through independent schools and companies. AcadeMedia was listed on OMX in 2001. EQT V believes that the private education market continues to offer strong growth potential, although concurrent to this EQT V believes that both AcadeMedia and the Swedish education market are entering a development phase in which increased penetration in selected areas and forthcoming demographic changes will result in intensified competition within certain segments. Future consolidation is therefore expected to a certain extent in Sweden. At the same time current indications suggest that other European markets are likely to gradually be deregulated in a similar way to that which has taken place in Sweden, which will present new opportunities for international expansion. EQT V is of the opinion that AcadeMedia will have improved development prospects under private ownership. The corporate governance and development model that EQT V utilises offers ready access to capital, competence and other key resources. EQT V also brings considerable experience in developing Swedish and international corporations with publicly funded operations. EQT V believes that a locally established owner, with strong insight into and understanding of Swedish society and the Swedish education system, is best positioned to assist AcadeMedia to successfully develop its operations with high quality education. EQT V also intends, in the event the Offer is accepted by the shareholders, to further support AcadeMedia s management team by strengthening the Board of Directors with additional competence from the Swedish market. In particular, the focus will be on supporting AcadeMedia's management in its ambitions to further improve the quality of education and strengthen AcadeMedia's leading position, as well as to support organic and acquisition based growth through the contribution of both capital and competence. EQT V places great value on AcadeMedia s management team and employees, and expects that the Offer will support strengthened growth and create long term positive effects for employees as well as students and other stakeholders. EQT V does not expect the Offer to have any significant impacts on employees, including conditions of employment, or on sites where AcadeMedia currently conducts business.

3 (9) THE OFFER Svensk Utbildning Intressenter offers SEK 190 in cash for each share in AcadeMedia. The Price is subject to adjustment should AcadeMedia pay any dividend or make any other value distribution to the shareholders prior to the settlement of the Offer and will accordingly be reduced by the per share amount of any such dividend or value distribution. No commission will be charged in connection with the Offer. The Offer of SEK 190 represents a premium of: 11.8 per cent compared to the offer made by Providence of SEK 170 per share in AcadeMedia; 12.4 per cent compared to the closing share price of SEK 169.00 on 27 April 2010, the last trading day prior to announcement of the Offer; 16.9 per cent compared to the volume weighted average share price of SEK 162.51 during the last 30 trading days preceding announcement of the Offer (15 March 27 April 2010); 23.6 per cent compared to the volume weighted average share price of SEK 153.66 during the last three months preceding announcement of the Offer (28 January 27 April 2010) 33.6 per cent compared to the closing price of SEK 142.25 on 30 March 2010, the day prior to the abnormal share price movements in the AcadeMedia share 5 ; 40.2 per cent compared to the volume weighted average share price of SEK 135.55 during the last 30 trading days up to and including 30 March 2010 (17 February 30 March 2010); and 47.0 per cent compared to the volume weighted average share price of SEK 129.29 during the last three months up to and including 30 March 2010 (31 December 2009 30 March 2010). The total value of the Offer is circa SEK 2,292 million based on the current number of shares outstanding in AcadeMedia 6. The Offer will be financed by a combination of equity and debt. Svensk Utbildning Intressenter has entered into binding credit agreements for (i) contribution of capital from EQT V (representing 50 per cent of the total consideration of the Offer); and (ii) bank financing from Nordea Bank AB ( Nordea ) together with mezzanine debt financing led by investment funds advised by Partners Group AG or its affiliates ( Partners Group ) and supported by investment funds advised by MezzVest ( MezzVest ) (representing the remainder of the total consideration of the Offer) (see Description of Svensk Utbildning Intressenter and the financing of the Offer ). ACADEMEDIA S BID COMMITTEE Due to undertakings by Bure Equity AB (publ) ( Bure ) as well as Bengt Ekberg and his wholly owned subsidiary LBS Intressenter AB ( LBS ) to accept Providence s 7 offer, three board members of AcadeMedia also being board members or senior executives in Bure 8 and Bengt Ekberg 9 have not participated in AcadeMedia s board of directors evaluation of neither the offer by Providence, nor the Offer. Considering this AcadeMedia s board has appointed a special bid committee consisting of the two board members Josef Elias and Helen Fasth Gillstedt to manage bid related matters. It should be noted that the obligation to tender shares to Providence in accordance with the above mentioned undertakings is subject to the consummation of Providence s offer. 5 As a consequence of abnormal share price movements in the AcadeMedia shares, AcadeMedia issued a press release on 6 April 2010, communicating Providence Equity Partners interest in making a public cash offer of SEK 170 per share. Providence Equity Partners confirmed the information by a press release issued on the same day. On 22 April 2010 Providence Equity Partners, through Providence, announced a cash offer to all shareholders in AcadeMedia of SEK 170 per share. 6 The total number of shares outstanding in AcadeMedia as per the day of this Offer is 12,061,246 B-shares. 7 Bure and Bengt Ekberg with his wholly owned subsidiary LBS together owns 2,095,087 shares in AcadeMedia, corresponding to approximately 17.4 per cent of the share capital and votes in the Company. 8 Patrik Tigerschiöld, Björn Björnsson and Ann-Sofi Lodin. 9 Bengt Ekberg is also a board member in LBS.

4 (9) RECOMMENDATION FROM ACADEMEDIA S BID COMMITTEE AcadeMedia s bid committee has on 28 April 2010 unanimously decided to recommend the Company s shareholders to accept the Offer from Svensk Utbildning Intressenter. The bid committee has at the same time withdrawn its recommendation from 22 April 2010 to accept Providence s offer. The bid committee s assessment is among other things based on a fairness opinion from Öhrlings PricewaterhouseCoopers. In its statement, the bid committee notes that there currently are two public offers outstanding to the shareholders in AcadeMedia. In the opinion of the bid committee it is in the interest of all shareholders that there is a clear difference between the price levels in the outstanding offers to reduce the risk that none of the offers are consummated. Furthermore, the bid committee considers it important for AcadeMedia and its employees that the bid processes will not be lengthy. Pursuant hereto the bid committee will address Providence in writing and require that its offer is either withdrawn or increased to a level not insignificantly higher than Svensk Utbildning Intressenter s offer. SVENSK UTBILDNING INTRESSENTER S SHAREHOLDING IN ACADEMEDIA Neither Svensk Utbildning Intressenter nor EQT V own or control any shares in AcadeMedia, nor have they acquired any shares in AcadeMedia during the last six months prior to the announcement of the Offer. POSITIVE SUPPORT FROM SHAREHOLDERS IN ACADEMEDIA Lannebo funds, Länsförsäkringar and Alfred Berg funds, Fourth AP Fund, Josef Elias together with other shareholders representing in total approximately 31 per cent of the share capital in AcadeMedia, have expressed their support for Svensk Utbildning Intressenter s offer of SEK 190 per share in AcadeMedia, and that they therefore do not intend to accept Providence s offer of SEK 170 per share. CONDITIONS TO THE OFFER Completion of the Offer is conditional upon: (i) the Offer being accepted to such extent that Svensk Utbildning Intressenter becomes the owner of more than 90 per cent of the total number of shares in AcadeMedia; (ii) that no other party announces an offer to acquire shares in AcadeMedia on terms that are more favourable than the Offer to the shareholders in AcadeMedia; (iii) with respect to the Offer and the acquisition of AcadeMedia, receipt of all necessary regulatory, governmental or similar clearances, approvals and decisions, including from competition authorities, in each case on terms which, in Svensk Utbildning Intressenter s opinion, are acceptable; (iv) that Svensk Utbildning Intressenter will receive payment in accordance with the loan agreements that Svensk Utbildning Intressenter has entered into with Nordea, Partners Group and MezzVest (see Description of Svensk Utbildning Intressenter and the financing of the Offer ); (v) that neither the Offer nor the acquisition of AcadeMedia, is wholly or partly prevented or materially adversely affected by any legislation or other regulation, court decision, public authority decision or similar circumstance, which is actual or could reasonably be anticipated, outside the control of Svensk Utbildning Intressenter and which Svensk Utbildning Intressenter could not reasonably have foreseen at the time of the announcement of the Offer; (vi) that, save as publicly announced by AcadeMedia prior to the date the Offer was announced or as otherwise disclosed in writing to Svensk Utbildning Intressenter prior to that date, Svensk Utbildning Intressenter does not discover that any information publicly disclosed by AcadeMedia or otherwise made available to Svensk Utbildning Intressenter is materially inaccurate or misleading or that any material information which should have been publicly disclosed by AcadeMedia has not been so disclosed;

5 (9) (vii) (viii) there being no circumstances, which Svensk Utbildning Intressenter did not have knowledge about at the time of the announcement of the Offer, that have occurred that have a material adverse effect or could reasonably be expected to have an effect upon AcadeMedia s sales, results, liquidity, assets or equity; and that AcadeMedia does not take any measures that typically are intended to impair the prerequisites for the implementation of the Offer. Svensk Utbildning Intressenter reserves the right to withdraw the Offer in the event that it is clear that any of the above conditions are not fulfilled or cannot be fulfilled. However, with regard to conditions (ii) (viii) such withdrawal will only be made provided that the defective fulfillment of such condition is of material importance to Svensk Utbildning Intressenter s acquisition of the shares in AcadeMedia. Svensk Utbildning Intressenter reserves the right to waive, in whole or in part, one or more of the conditions above in accordance with applicable laws and regulations, including, with respect to condition (i) above, to complete the Offer at a lower level of acceptance. DESCRIPTION OF SVENSK UTBILDNING INTRESSENTER AND THE FINANCING OF THE OFFER Svensk Utbildning Intressenter 10 is a newly formed company indirectly wholly owned by EQT V. The Company, with corporate number is 556805-3051, is domiciled in Stockholm with registered address c/o Hannes Snellman, Box 7801, 103 96 Stockholm, Sweden. Svensk Utbildning Intressenter was founded on 13 April 2010 and was registered with the Swedish Companies Registration Office (Sw. Bolagsverket) on 16 April 2010. The Company has never conducted and at present does not conduct any business, and its sole business purpose is to make the Offer and take all actions to finance and complete the Offer and operate as the parent company of AcadeMedia. Svensk Utbildning Intressenter has entered into binding agreements for: contribution of equity from EQT V (representing 50 per cent of the total consideration of the Offer), according to an equity commitment letter; and bank financing from Nordea together with mezzanine debt financing led by investment funds advised by Partners Group and supported by investment funds advised by MezzVest (representing the remainder of the total consideration of the Offer). Drawdown pursuant to the loan agreements with Nordea, Partners Group and MezzVest is subject to the conditions for the Offer being satisfied or waived (where such waiver requires consent from the lender in certain circumstances). Besides the aforementioned, the loan agreements do not include any conditions which Svensk Utbildning Intressenter and its owners in practice control (except for the condition that funding will not be provided if it is illegal for the lender to effect payment of the loan, which is a customary condition for drawdown pursuant to a loan of this kind). The additional conditions to drawdown in accordance with the loan agreements with Nordea, Partners Group and MezzVest which Svensk Utbildning Intressenter and its owners in practice control and thus can not invoke in relation to the Offer, essentially relate to: that Svensk Utbildning Intressenter is capitalised with agreed shareholders equity; that Svensk Utbildning Intressenter is not in breach of any of certain limited key representations regarding its standing or any of certain limited key undertakings under the loan documentation, such as that Svensk Utbildning Intressenter shall not conduct any business other than to receive the financing and make the Offer; that Svensk Utbildning Intressenter does not become insolvent or seeks to repudiate its contractual obligations; that Svensk Utbildning Intressenter acts in compliance with the Offer and the laws and regulations that apply to the Offer; and 10 A so called shelf company under change of name.

6 (9) that the existing ownership structure in Svensk Utbildning Intressenter is maintained and that funds administrated by EQT V continue, directly or indirectly, to control Svensk Utbildning Intressenter. COMPULSORY ACQUISITION AND DE-LISTING As soon as possible following Svensk Utbildning Intressenter s acquisition of shares representing more than 90 per cent of the shares outstanding in AcadeMedia, Svensk Utbildning Intressenter intends to call for compulsory acquisition of the remaining shares outstanding in AcadeMedia. In connection hereto, Svensk Utbildning Intressenter intends to act to have the AcadeMedia shares de-listed from OMX. INDICATIVE TIMETABLE An offer document regarding the Offer is expected to be made public around 11 May 2010, and will be distributed to the shareholders in AcadeMedia in connection therewith. The acceptance period for the Offer is expected to commence around 12 May 2010 and end around 2 June 2010. Settlement will be commenced as soon as possible thereafter. Svensk Utbildning Intressenter reserves the right to extend the acceptance period, as well as to postpone the settlement date (payment to shareholders). The acquisition of AcadeMedia requires clearance from the relevant competition authorities. The necessary clearances are expected to be received by the end of the acceptance period and the Offer is expected to be completed shortly after the expiration of the acceptance period. STATEMENT FROM THE SWEDISH SECURITIES COUNCIL (SW. AKTIEMARKNADSNÄMNDEN) Information made available to EQT V indicates that shareholders in Switzerland hold approximately 4.5 per cent and shareholders in the United States of America hold approximately 3.0 per cent of the total share capital in AcadeMedia. Given cost and time considerations EQT V decided to exclude shareholders in Switzerland and the United States of America from the Offer and on 20 April 2010 EQT V applied for permission to exclude shareholders in the United States of America and Switzerland from the Offer. The Swedish Securities Council stated on 21 April 2010 11 that the exclusion is permitted due to the circumstances in the present case. DUE DILIGENCE EQT V has performed a limited due diligence review of confirmatory nature in relation to the preparation of the Offer and has in connection therewith met with the Company s management team. In connection with the due diligence review, EQT V has reviewed, inter alia, certain agreements, financial information including audit memorandums, quality reports and information regarding recruitment. AcadeMedia has informed EQT V that during this process no information not previously announced and which is likely to affect the price of the shares in AcadeMedia was disclosed to EQT V. ADVISERS Nordea Markets is acting as financial advisor and Hannes Snellman Advokatbyrå as legal advisor to EQT V and Svensk Utbildning Intressenter in connection with the Offer. 11 AMN 2010:17

7 (9) APPLICABLE LAW AND DISPUTES ETC. The Offer, as well as the agreements entered into between Svensk Utbildning Intressenter and the shareholders in AcadeMedia as a result of the Offer, shall be governed by and construed in accordance with substantive Swedish law. Disputes relating to the Offer shall be subject to the exclusive jurisdiction of the Swedish courts, of which the Stockholm City Court shall be the court of first instance. OMX s Rules Regarding Takeover Offers (the Takeover Rules ) and the Swedish Securities Council s rulings regarding interpretation and application of the Takeover Rules, including, where applicable, the Swedish Securities Council s interpretation and application of the formerly applicable Rules on Public Offers for the Acquisition of Shares issued by the Swedish Industry and Commerce Stock Exchange Committee, are applicable to the Offer. In addition, Svensk Utbildning Intressenter has, in accordance with the Swedish Act on Public Takeovers on the Stock Market (Sw. lag (2006:451) om offentliga uppköpserbjudanden på aktiemarknaden), on 27 April 2010 undertaken to OMX to fully comply with the rules mentioned above and to submit to the sanctions that can be decided by OMX in events of infringement of the Takeover Rules. Svensk Utbildning Intressenter has on 27 April 2010 informed the Swedish Financial Supervisory Authority (Sw. Finansinspektionen) about the Offer and the above mentioned undertakings towards OMX. Nordea Markets is acting as financial adviser to EQT V and Svensk Utbildning Intressenter in connection with the Offer and will not be responsible to anyone other than EQT V and Svensk Utbildning Intressenter for providing the protections afforded to clients of Nordea nor for providing advice in relation to the Offer. The information in this press release has been provided by EQT V and Svensk Utbildning Intressenter. Nordea Markets has not assumed any obligation to independently verify, and disclaims any liability with respect to, information herein. Stockholm 28 April 2010 Svensk Utbildning Intressenter Holding AB The Board of Directors The information in this press release was made public on 28 April 2010 at 09:00 (CET). PRESS CONFERENCE A press conference in Swedish will be held today 28 April 2010 at 10:30 (CET) at EQT Partners AB s headquarters, Hovslagargatan 3, Stockholm. Press conference dial in is: +46 (0) 8-505 20 114 For questions, please contact: Harry Klagsbrun, Senior Partner, EQT Partners +46 (0) 8-505 55 300 Johan Hähnel, PR & Communication +46 (0) 706-05 63 34 For additional information about the Offer visit www.eqt.se or contact Nordea +46 (0) 8-21 27 67.

8 (9) EQT IN BRIEF EQT is a leading private equity group with operations in Northern Europe, Eastern Europe, United States of America and China. EQT has a unique industrial approach and a strong record of successful investments. EQT has since the foundation raised approximately EUR 13 billion in 12 funds, which have invested approximately EUR 7 billion in 70 companies. EQT has a broad base of Swedish institutional investors, including the Fourth AP Fund, Folksam, Skandia and Länsförsäkringar. EQT Partners AB, adviser to all EQT funds, has approximately 100 investment professional with an extensive industrial and financial competence. EQT Partners AB has offices in Copenhagen, Frankfurt, Helsinki, Hong Kong, London, Munich, New York, Oslo, Shanghai, Stockholm, Warsaw and Zurich. One of EQT s most successful investment strategies has been the internationalisation of successful domestic Swedish businesses. Some recent Swedish examples of this include Aleris, Scandic Hotels as well as Securitas Direct. EQT V Limited, a limited liability company organised under the laws of the Bailiwick of Guernsey, with registered office at National Westminister House, Le Truchot, St. Peter Port, Guernsey GY1 3RA, Guernsey, acting in its capacity as general partner of EQT V (General partner) LP, in turn acting in its capacity as (1) general partner of the EQT V (No.1) Limited Partnership and EQT V (No.2) Limited Partnership; (2) agent for and on behalf of Investor Investment Northern Europe Limited; and (3) manager of the EQT V Co-Investment Scheme. The fund EQT V is supported by its advisory company EQT Partners AB. ACADEMEDIA IN BRIEF AcadeMedia is the largest education company in Sweden with operations within the entire Swedish education area pre-, compulsory-, upper secondary and adult education markets. The operations are conducted through independent schools and companies such as Vittra, NTI, Rytmus, IT-Gymnasiet, Ljud & Bildskolan and Mikael Elias Teoretiska Gymnasium. AcadeMedia has 45,000 students and attendees, approximately 150 units, and 2,500 employees. In 2009 AcadeMedia s sales were approximately SEK 2.1 billion. AcadeMedia s shares are publicly traded on NASDAQ OMX Stockholm, Small Cap.

9 (9) NOTICE The Offer is not being made to persons whose participation in the Offer requires that any additional offer document is prepared or registration effected or that any other measures are taken in addition to those required under Swedish law. This press release and any documentation relating to the Offer are not being distributed and must not be mailed or otherwise distributed or sent in or into any country in which the distribution or offering would require any such additional measures to be taken or would be in conflict with any law or regulation in such country any such action will not be permitted or sanctioned by Svensk Utbildning Intressenter Holding. Any purported acceptance of the Offer resulting directly or indirectly from a violation of these restrictions may be disregarded. The Offer is not being made, directly or indirectly, in or into Australia, Canada, Japan, New Zealand, South Africa, Switzerland or the United States of America by use of mail or any other means or instrumentality (including, without limitation, facsimile transmission, electronic mail, telex, telephone and the Internet) of interstate or foreign commerce, or of any facility of national security exchange, of Australia, Canada, Japan, New Zealand, South Africa, Switzerland or the United States of America, and the Offer cannot be accepted by any such use, means, instrumentality or facility of, or from within, Australia, Canada, Japan, New Zealand, South Africa, Switzerland or the United States of America. Accordingly, this press release and any documentation relating to the Offer are not being and should not be mailed or otherwise distributed, forwarded or sent into Australia, Canada, Japan, New Zealand, South Africa, Switzerland or the United States of America. Svensk Utbildning Intressenter will not deliver any consideration from the Offer into Australia, Canada, Japan, New Zealand, South Africa, Switzerland or the United States of America. Statements in this press release relating to future status or circumstances, including statements regarding future performance, growth and other trend projections and the other benefits of the Offer, are forward-looking statements. These statements may generally, but not always, be identified by the use of words such as anticipates, intends, expects, believes, or similar expressions. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There can be no assurance that actual results will not differ materially from those expressed or implied by these forward-looking statements due to many factors, many of which are outside the control of Svensk Utbildning Intressenter and AcadeMedia, including the effect of changes in general economic conditions, the level of interest rates, fluctuations in product demand, competition, technological change, employee relations, planning and property regulations, natural disasters and the potential need for increased capital expenditure (such as that resulting from increased demand, new business opportunities and deployment of new technologies).