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Valinhos, July 27, 2011 - Anhanguera Educacional Participações S.A. ("Company"), in accordance with Article 157, Paragraph 4 of Law 6,404/76 and CVM Instruction 358/02, announces to shareholders and the general market that it entered, on July 27, 2011, through its subsidiary Anhanguera Educacional Ltda. (“Anhanguera Ltda.”), into a Private Instrument of Purchase and Sale of Shares and Other Covenants, through which acquired 100% of the capital of UNIFEC - União Para a Formação, Educação e Cultura do ABC Ltda. (“UNIFEC”), the controlling institution of Universidade do Grande ABC.
The total value of the transaction was R$55,989,000.00 (fifty-five million, nine hundred and eighty-nine thousand reais), including i)R$49,497,579.00 (forty-nine million, four hundred ninety-seven thousand, five hundred and seventy-nine reais) for 100% of UNIFEC’s quotas, paid at the time of closing; and ii) R$6,491,421 (six million, four hundred and ninety-one thousand, four hundred and twenty-one reais) regarding UNIFEC’s outstanding net debt and other liabilities.
UNIFEC has 9 thousand students enrolled at its campus in the city of Santo Andre, in the State of Sao Paulo. The acquisition marks the strengthening of the Company’s position in the São Paulo Metropolitan Area and is in line with its national expansion plan.
In view of the fact that on March 31, 2011, the Company’s net book value was R$2,051,556,000 (two billion, fifty-one million, five hundred and fifty-six thousand), the acquisition does not constitute a relevant investment for Anhanguera Educacional Participações S.A., in accordance with Item I, Article 256 of Federal Law 6,404/76. However, we clarify that the analysis of the applicability of Item II, Article 256 of Law 6,404/76 depends on the preparation of an appraisal report, which has not yet been concluded.
Thus, the Company’s shareholders shall be informed in due course whether a resolution taken by the General Meeting will be necessary in order to approve the acquisition, as well as about the possibility that dissenting shareholders exercise the right to withdraw and the conditions for such, in compliance with the provisions in article 256 of Law no. 6,404/76.