30 October 2017
Strayer Education, Inc. (“Strayer”) and Capella Education Company (“Capella”) have announced that they have agreed to combine in an all-stock merger of equals transaction, creating a national leader in education innovation. Strayer will be the remaining corporate entity under which both universities will operate. Pursuant to the terms of the merger agreement, Strayer and Capella will combine in an all-stock merger of equals with Capella shareholders receiving 0.875 Strayer shares for each Capella share, which represents a premium of approximately 22% to the closing price of Capella shares on Friday, October 27, 2017, the last trading day prior to announcement. Based on the closing prices of Strayer and Capella common stock on October 27, 2017, the implied equity value of the combined company is approximately $1.9 billion. The transaction is expected to close in the 3rd quarter of 2018, subject to customary closing conditions, including antitrust approvals, approvals by the Department of Education, state regulators and relevant accreditation bodies as well as approval by both Strayer and Capella shareholders.
Latham & Watkins represents Capella in the transaction with a corporate deal team led by Orange County partner Michael Treska and Chicago partner Mark Gerstein, with Orange County counsel David Wheeler, Orange County associates Michael Daniels, Emily Sairafian, Ben Sosin, and Jevon Potts, Chicago associates Sarah Smoler, Brett Schroeder, Blake Berkey and Paul Holmer. Advice was also provided on benefits matters by Los Angeles partner Michelle Carpenter, with Orange County associates Sara Schlau and Paige Elberger; on tax matters by Los Angeles partner Sam Weiner, with Los Angeles associate Kathryn Harrington; and on antitrust matters by Brussels partner Josh Holian, with Brussels associate Tomas Nilsson.