Nobel Learning Communities, Inc. announced that the Company has reached a definitive agreement to be acquired by Leeds Equity Partners (Leeds Equity) in a transaction valued at approximately $149 million, including consideration paid to holders of outstanding options and warrants. The Strategic Affairs Committee of the Company's Board of Directors (the "Board"), which is comprised of three independent directors and was advised by independent financial and legal advisors, unanimously recommended the transaction to the full Board. The Board unanimously approved the transaction and has resolved to recommend that the stockholders of Nobel Learning approve the transaction. Additionally, holders of approximately 55% of the outstanding shares of Company common stock, including the Company's Board and executive management team, have entered into agreements with Leeds Equity to vote in favor of the transaction. Under the terms of the definitive agreement, the Company's stockholders will receive $11.75 in cash for each share of Nobel Learning common stock held thereby. J.P. Morgan Securities LLC acted as financial advisor to Nobel Learning and also provided a fairness opinion to the Board. Pepper Hamilton LLP acted as legal counsel to Nobel Learning in the transaction. Goodwin Procter LLP acted as legal counsel to Leeds Equity.

( Source: Reuters )