Education technology firm 2U, Inc. (TWOU) announced Tuesday that it has entered into a definitive agreement to acquire substantially all of the assets of edX, Inc., including the edX brand, website, and marketplace, for $800 million in cash. The transaction is expected to close within 120 days, subject to customary closing conditions.
The transaction has been approved by 2U and edX's boards of directors and is not subject to any shareholder approval or financing contingency.
The acquisition further solidifies 2U's position as the leading digital transformation partner to great nonprofit universities and extends its reach and ability to deliver high-quality online education offerings that meet the growing global demand from learners and corporations.
Together, 2U and edX will reach over 50 million learners globally, serve more than 230 universities and corporate partners, and offer over 3,500 digital programs on the world's most comprehensive free-to-degree online education marketplace.
The combination is expected to establish a scalable and sustainable marketing advantage and drive 10%-15% annual marketing cost efficiencies.
2U will fund the transaction with cash on hand, which includes the proceeds of the recently funded term loan.
The transaction is expected to be accretive to 2U's adjusted EBITDA in fiscal year 2023, and dilutive to adjusted EBITDA in fiscal year 2022 by a low single-digit percentage.
2U also affirmed its guidance provided on April 28, which does not include any potential impact from the edX transaction. It continues to projects a net loss in the range of $175.0 million to $165.0 million and adjusted EBITDA in the range of $55.0 million to $65.0 million on revenues between $925.0 million and $955.0 million.
On average, analysts polled by Thomson Reuters expect the company to report a loss of $0.37 per share on revenues of $945.57 million or the year. Analysts' estimates typically exclude special items.
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