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An Anhanguera Educacional’s common share is a security, pursuant to the provisions of Law nº 6,404/76, free and clear from any liens or encumbrances, registered, book-entry and without par value.
The Company’s shares are listed in the BM&FBOVESPA under the symbol "AEDU3". Anhanguera Educacional has its shares listed in the "Novo Mercado", a segment of the differentiated level of corporate governance practices.
Holders of Anhanguera’s common shares are entitled to dividends or other distributions made in respect of the Company’s common shares in the proportion to their respective equity participation in the Company’s capital stock. In addition, upon the Company’s liquidation and after discharging all of its liabilities, holders of Anhanguera’s common shares are entitled to receive any remaining assets as capital reimbursement ratably in accordance with their respective participation in the Company’s capital stock. Holders of Anhanguera’s common shares have the right, subject to certain exceptions, but not the obligation, to subscribe to the Company’s future capital increases.
Pursuant to Brazilian Corporate Law, neither Anhanguera’s by-laws nor actions taken at a shareholders’ meeting may deprive shareholders of the following rights:
All Anhanguera Educacional’s material facts, earnings results and other notices to the market are published simultaneously at CVM/BM&FBOVESPA and at the investor relations area of the Company’s website (www.anhanguera.com/ir), and sent later by email to persons registered to receive this information. To receive information by e-mail please register here.
Complete financial statements are published annually on the newspapers "Folha de São Paulo" and "Diário Oficial do Estado de São Paulo". Quarterly financial statements, press releases, presentations, material facts and notices to shareholders are available in the investor relations area of Anhanguera Educacional’s website (www.anhanguera.com/ir). Other information about the Company also may be obtained on the website of São Paulo Stock Exchange (www.bmfbovespa.com.br) and at the Securities and Exchange Commission of Brazil - CVM (www.cvm.gov.br).
The investors residing outside Brazil, including institutional investors, are authorized to acquire securities, including Anhanguera Educacional’s shares, at the Brazilian stock exchanges, as long as they comply with the register requirements under Resolution nº 2,689 and CVM Instruction nº 325, of January 27, 2000, and amendments.
The investors registered under Resolution nº 2,689, except for certain circumstances, may carry out any type of transaction in the Brazilian capital market involving a security traded in the stock exchange, futures market or organized over-the-counter market. The investments in and remittances of, outside Brazil, earnings, dividends, profits or other payments related to Anhanguera Educacional’s shares are carried out through the foreign exchange market.
To become an investor registered under the provisions of Resolution nº 2,689, an investor residing outside Brazil shall:
Securities and other financial assets held by non-Brazilian investors pursuant to CMN Resolution nº 2,689 must be registered or maintained in deposit accounts or under the custody of an entity duly licensed by the BACEN or the CVM. In addition, securities trading is restricted to transactions carried out in the stock exchange or through organized over-the-counter markets licensed by the CVM.
Anhanguera Educacional Participações S.A.
Alameda Maria Tereza, nº 4.266
Dois Córregos - Valinhos - São Paulo - Brazil
Phone: (+5519) 3517-3799 / 3771
Fax: (+5519) 3512-1703
José Augusto Teixeira
Chief Financing Officer and Investor Relations
Investor Relations Director
Any questions not related to analysts and investors must be directed to Anhanguera Educacional’s Contact Page or to 0800 941 4444.
Anhanguera Educacional calculates EBITDA in accordance with CVM Official Letter 1/2007 by adding income tax and social contribution, net financial result, depreciation, amortization, goodwill amortization and non-operating income to the Company’s net income or loss. Anhanguera Educacional’s Adjusted EBITDA calculation consists of adding the following items to EBITDA: (i) expenses in connection with public offering of shares, when applicable, (ii) operating financial result, which includes (a) revenue from financial charges to Anhanguera’s students, including interest and penalties thereon, (b) revenue from interest receivable from vendor contracts, (c) expenses from bank charges, and (d) expenses from Tax on Foreign Exchange (Imposto sobre Operação Financeiras), or IOF, and Financial Transactions and Temporary Contribution on Financial Transactions (Contribuição Provisoria sobre Movimentação Financeira), or CPMF; and (iii) participation of non-controlling shareholders.
Anhanguera’s EBITDA and Adjusted EBITDA should not be considered as a measure of financial performance in accordance with Brazilian GAAP, U.S. GAAP or IFRS, nor should it be considered individually, as an alternative to net income, as a measurement of operational performance, as an alternative to operating cash flows, or as a liquidity measurement. Other companies may calculate EBITDA and Adjusted EBITDA based on a different method from the one adopted by Anhanguera.