Nerdy to Trade on the NYSE Under the Symbol
“NRDY”
Nerdy, a leading platform for delivering live online learning,
today announced that it has completed its business combination with
TPG Pace Tech Opportunities (NYSE: PACE), a publicly traded special
purpose acquisition company. The Business Combination was approved
on September 14, 2021 by TPG Pace Tech Opportunities’ stockholders.
Beginning September 21, 2021, Nerdy common stock and warrants will
trade on the New York Stock Exchange under the ticker symbols
“NRDY” and “NRDY WS”, respectively.
Chuck Cohn, Founder, Chairman and CEO of Nerdy, commented,
“Nerdy has an ambitious mission to transform how people learn, and
this transaction sets us up to accelerate the growth of live online
learning at a pivotal moment when students and schools across the
country need immense support. Our entry into the public market
represents an important milestone for the Company and provides the
resources necessary to go after the massive and growing opportunity
in front of us. I want to recognize the dedication of the entire
Nerdy team and could not be prouder of what we have achieved thus
far. We’re just getting started and have an exceptional team in
place to drive the next chapters of growth for our
organization.”
Greg Mrva, President of TPG Pace Tech Opportunities, said, “We
were attracted to Nerdy for its proven business model, strong
leadership team, and ability to deliver live personalized learning
at scale for learners of all ages and across thousands of subjects.
With these attributes in place, Nerdy has delivered on growth in
2021 through core 1:1 and multi-format instruction and has recently
added a direct to school initiative which provides a new driver of
growth into 2022. We are excited to move forward as one
organization and continue to partner with Chuck and the management
team, helping Nerdy strengthen and grow its position in the
industry.”
To celebrate the completion of the merger, members of Nerdy’s
leadership team will ring the opening bell at the New York Stock
Exchange at 9:30 am ET on September 21, 2021. A live stream of the
event and replay can be accessed by visiting
https://www.nyse.com/bell.
Goldman Sachs & Co. LLC acted as exclusive financial advisor
to Nerdy. Deutsche Bank Securities Inc. acted as financial
advisors, capital markets advisors, FPA and PIPE placement agents
to TPG Pace Tech Opportunities. J.P. Morgan Securities LLC and
Barclays Capital Inc. acted as capital markets advisors, FPA and
PIPE placement agents to TPG Pace Tech Opportunities. Northland
Capital Markets and Siebert Williams Shank acted as capital market
advisors and FPA Placement Agents to TPG Pace Tech Opportunities.
TPG Capital BD, LLC, Canaccord Genuity, JMP Securities LLC, Needham
& Company and Raymond James & Associates, Inc., acted as
capital market advisors to TPG Pace Tech Opportunities. Goodwin
Procter LLP acted as the legal advisor to Nerdy and Vinson &
Elkins L.L.P. acted as the legal advisor to TPG Pace Tech
Opportunities.
About Nerdy
Nerdy is a leading platform for live online learning, with a
mission to transform the way people learn through technology. The
Company’s purpose-built proprietary platform leverages technology,
including AI, to connect learners of all ages to experts,
delivering superior value on both sides of the network. Nerdy’s
comprehensive learning destination provides learning experiences
across 3,000+ subjects and multiple formats—including one-on-one
instruction, small group classes, large format group classes, and
adaptive self-study. Nerdy’s flagship business, Varsity Tutors, is
one of the nation’s largest platforms for live online tutoring and
classes. Its solutions are available directly to students and
consumers, as well as through schools and other institutions. Learn
more about Nerdy at https://www.nerdy.com/.
About TPG
TPG is a leading global alternative asset firm founded in 1992
with $108 billion of assets under management and offices in
Beijing, Fort Worth, Hong Kong, London, Luxembourg, Melbourne,
Mumbai, New York, San Francisco, Seoul, Singapore, and Washington
D.C. TPG's investment platforms are across a wide range of asset
classes, including private equity, growth equity, impact investing,
real estate, secondaries, and public equity. TPG aims to build
dynamic products and options for its investors while also
instituting discipline and operational excellence across the
investment strategy and performance of its portfolio. For more
information, visit www.tpg.com or @TPG on Twitter.
About TPG Pace Group and TPG Pace Tech Opportunities
TPG Pace Group is TPG’s dedicated permanent capital platform.
TPG Pace Group has a long-term, patient and highly flexible
investor base, allowing it to seek compelling opportunities that
will thrive in the public markets. TPG Pace Group has sponsored
seven special purpose acquisition companies (“SPACs”) and raised
more than $4.4 billion since 2015.
TPG Pace Tech Opportunities was a publicly listed (NYSE: PACE)
special purpose acquisition company, and the completion of the
business combination with Nerdy represents TPG Pace Group’s fourth
successfully completed business combination since 2017. PACE raised
$450 million in its October 2020 IPO along with $150 million of
forward purchase agreements in order to seek a business combination
with a leading technology company that complements the experience
and expertise of our management team and TPG and is a business that
TPG’s transformative operating skills and strategic advice can help
improve. For more information, visit
https://www.tpg.com/pace-tech-opportunities.
Forward Looking Statements
The information included herein and in any oral statements made
in connection herewith include “forward-looking statements” within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. All statements, other than statements of present or
historical fact included herein, regarding the business
combination, the benefits of the transaction and Nerdy’s future
financial performance following the transaction, as well as Nerdy’s
strategy, future operations, financial position, estimated revenues
and losses, projected costs, prospects, plans and objectives of
management are forward-looking statements. When used herein,
including any oral statements made in connection herewith, the
words “outlook,” “believes,” “expects,” “potential,” “continues,”
“may,” “will,” “should,” “could,” “seeks,” “approximately,”
“predicts,” “intends,” “plans,” “estimates,” “anticipates,” the
negative of such terms and other similar expressions are intended
to identify forward-looking statements, although not all
forward-looking statements contain such identifying words. These
forward-looking statements are based on management’s current
expectations and assumptions about future events and are based on
currently available information as to the outcome and timing of
future events. Except as otherwise required by applicable law,
Nerdy disclaims any duty to update any forward-looking statements,
all of which are expressly qualified by the statements in this
section, to reflect events or circumstances after the date hereof
or any new information. Nerdy cautions you that these
forward-looking statements are subject to risks and uncertainties,
most of which are difficult to predict and many of which are beyond
the control of Nerdy. These risks include, but are not limited to,
(1) the inability to recognize the anticipated benefits of the
business combination, which may be affected by, among other things,
competition, and the ability of the combined business to grow and
manage growth profitably; (2) any inability of Nerdy to adequately
protect its intellectual property; (3) any security breaches, loss
of data or other disruptions; (4) any loss of key employees,
including Nerdy’s Founder, Chairman and Chief Executive Officer;
(5) effects on Nerdy’s public securities’ liquidity and trading;
(6) the market’s reaction to the business combination; (7) the lack
of a market for Nerdy’s securities; (8) Nerdy’s financial
performance following the business combination; (9) costs related
to the business combination; (10) changes in applicable laws or
regulations; (11) the possibility that COVID-19 may adversely
affect the results of operations, financial position and cash flows
of Nerdy; (12) the possibility that Nerdy may be adversely affected
by other economic, business and/or competitive factors; and (13)
other risks and uncertainties indicated from time to time in
documents filed or to be filed with the SEC by Nerdy (formerly
filing under the name TPG Pace Tech Opportunities). Should one or
more of the risks or uncertainties described herein and in any oral
statements made in connection therewith occur, or should underlying
assumptions prove incorrect, actual results and plans could differ
materially from those expressed in any forward-looking statements.
Additional information concerning these and other factors that may
impact Nerdy’s expectations and projections can be found in the
Registration Statement on Form S-4 filed by Nerdy (under the name
TPG Pace Tech Opportunities). In addition, Nerdy’s periodic reports
and other SEC filings (formerly filing under the name TPG Pace Tech
Opportunities) are available publicly on the SEC’s website at
www.sec.gov.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20210920005887/en/
Media: Nerdy Inc. press@nerdy.com
Investor Relations: TPG/TPG Pace Luke Barrett
media@tpg.com
Nerdy Inc. investors@nerdy.com nerdy@icrinc.com
TPG Pace Tech Opportunit... (NYSE:PACE)
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