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Cogna Educação S.A. Announces Final Results of the Offer to Purchase All Outstanding Class A Common Shares of Vasta Platform Limited

BELO HORIZONTE, Brazil, Dec. 11, 2025 (GLOBE NEWSWIRE) -- COGNA EDUCAÇÃO S.A. (B3: COGN3), a company organized under the laws of the Federative Republic of Brazil (“Cogna”), today announced the final results of its previously announced all cash tender offer (the “Offer”) pursuant to an offer to purchase dated September 17, 2025 (as subsequently amended and restated on September 24, 2025 and further amended on October 16, 2025, October 29, 2025 and November 28, 2025, the “Offer to Purchase”) any

articleCogna Educacao S.a.December 11, 20255/company/cogna-educacao-sa-1/news/cogna-educacao-sa-announces-final-results-of-the-offer-to-purchase-all-outstanding-class-a-common-shares-of-vasta-platform-limited
Cogna Educação S.A. Announces Final Results of the Offer to Purchase All Outstanding Class A Common Shares of Vasta Platform Limited

About this update from Cogna Educacao S.a.

[{"type":"text","content":"BELO HORIZONTE, Brazil, Dec. 11, 2025 (GLOBE NEWSWIRE) -- COGNA EDUCAÇÃO S.A. (B3: COGN3), a company organized under the laws of the Federative Republic of Brazil (“Cogna”), today announced the final results of its previously announced all cash tender offer (the “Offer”) pursuant to an offer to purchase dated September 17, 2025 (as subsequently amended and restated on September 24, 2025 and further amended on October 16, 2025, October 29, 2025 and November 28, 2025, the “Offer to Purchase”) any and all of the outstanding Class A common shares, par value U.S.$0.00005 per share (the “Class A Common Shares”), traded on the Nasdaq Global Select Market (“NASDAQ”), of Vasta Platform Limited, a Cayman Islands exempted company with limited liability (“Vasta”), other than any Class A Common Shares held, directly or indirectly, by Cogna, at a price equal to U.S.$5.00 per Class A Common Share (the “Offer Price”). The Offer expired at 5:00 p.m., New York City time, on December 10, 2025 (the “Expiration Date”).","length":1013,"tagName":"p"},{"type":"text","content":"Equiniti Trust Company, LLC, the tender agent for the Offer, has advised Cogna that a total of approximately 15,526,020 Class A Common Shares were validly tendered into the Offer and not validly withdrawn, representing approximately 97.21% of the outstanding Class A Common Shares. In addition, Notices of Guaranteed Delivery have been delivered for 12,855 Class A Common Shares. As of the Expiration Date, all conditions to the Offer have been satisfied or waived. Cogna has accepted for payment, and expects to pay on December 15, 2025, an aggregate amount of U.S.$77.7 million for all such Class A Common Shares validly tendered and not validly withdrawn, in accordance with the terms of the Offer (excluding fees and other expenses related to the Offer). After giving effect to the purchase of the Class A Common Shares in the Offer, Cogna will own 97.29% of the outstanding Class A Common Shares.","length":901,"tagName":"p"},{"type":"text","content":"Following the consummation of the Offer, Cogna intends to (i) cause all Class A Common Shares to be delisted from the NASDAQ and deregistered under the Securities Exchange Act of 1934 and (ii) subject to applicable requirements under the laws of the Cayman Islands, conduct either a statutory merger, a court-sanctioned scheme of arrangement o...

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tender offerNasdaq Global Select MarketCommon Shares