Common Contracts

AGREEMENT AND PLAN OF MERGER BY AND AMONG CARNEGIE LEARNING, INC., BHCL ACQUISITION CO. APOLLO GROUP, INC. AND

Merger Agreement • October 21st, 2014 • Apollo Education Group Inc • Services-educational services • Delaware

• Contract Type
  Merger Agreement
• Filed
  October 21st, 2014
• Company
  Apollo Education Group Inc
• Industry
  Services-educational services
• Jurisdiction
  Delaware

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made as of August 2, 2011, by and among Carnegie Learning, Inc., a Pennsylvania corporation (the “Company”), Apollo Group, Inc., an Arizona corporation (“Buyer”), BHCL Acquisition Co., a Delaware corporation and wholly owned Subsidiary of Buyer (“Merger Sub”), and CLI Shareholder Representative, LLC, a Delaware limited liability company, solely with respect to ARTICLE II, ARTICLE VIII, Sections 9.1, 9.4 and 9.6 and ARTICLE X in its capacity as representative for the Company’s Stockholders and Optionholders (the “Representative”). Capitalized terms used and not otherwise defined herein have the meanings set forth in ARTICLE I below