12.09.2005 11:00:00
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Concorde to Repurchase 600,000 Shares of Common Stock from the Robert F. Brozman Trust
A special committee of Concorde's board of directors consisting ofall of its outside directors negotiated and approved the transaction.The special committee retained a financial advisor, Legg Mason WoodWalker Incorporated ("Legg Mason"), to assist in the evaluation andnegotiation of the transaction. Legg Mason, the independent financialadvisor to the special committee, has been retained to evaluate thefairness of the agreement from a financial point of view. The closingof the transaction is conditioned upon receiving an opinion from LeggMason confirming that the transaction is fair to the Company and uponreceiving approval from the U.S. Department of Education regardingchange in ownership resulting in a change in control.
David Warnock, Chairman of Concorde's special committee,commented: "This transaction provides Concorde with the opportunity toutilize cash in a manner that is immediately accretive to stockholdersby purchasing stock at a discount to market value, while allowing theRobert F. Brozman Trust to liquidate a large block of stock in anorderly fashion. We believe that the purchase of our shares in theprice range contemplated by this agreement will provide a soundlong-term return to our stockholders."
Certain statements in this press release may be deemed to beforward-looking statements under the Private Securities LitigationReform Act of 1995. The Company intends that such forward-lookingstatements be subject to the 'safe-harbor' provisions of that act.Forward-looking statements regarding economic conditions, efforts ofemployees, year to year improvements, and effects of corporateinitiatives, future profitability, projections, future revenueopportunities, and their impact on 2005 are forward-looking statementsand not historical facts. These statements are estimates orprojections involving numerous risks or uncertainties, including butnot limited to, consumer demand, acceptance of services offered by theCompany, the Company's ability to maintain current expense and revenuelevels, actions by competitors, impairment of federal funding,legislative action, student default rates, changes in federal or stateauthorization or accreditation changes, changes in market needs andtechnology, political or regulatory matters, litigation, generaleconomic conditions, changes in management strategy and the Company'sability to leverage its curriculum and management infrastructure tobuild its student base. Actual results or events could differmaterially from those discussed in the forward-looking statements. Seethe Company's reports on Forms 14A, 10-K and 10-Q filed with theSecurities and Exchange Commission for further information. TheCompany disclaims any obligation to publicly update, revise or correctany forward-looking statements, whether as a result of newinformation, future events or otherwise. To find out more aboutConcorde Career Colleges, Inc. (Nasdaq:CCDC), visit our website atwww.concordecareercolleges.com.
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