Bertelsmann Completes Increase of Stake in Afya

Rhea-AI Summary

Afya Limited (NASDAQ: AFYA) announced the closing of a transaction where Bertelsmann acquired 6,000,000 Class B shares at US$26.90 each, granting Bertelsmann a ~57.5% voting interest. The company has also extended CEO Virgilio Gibbon's contract through May 2027 to support its expansion in medical education and digital health strategies. Additionally, Benedikt Dalkmann was appointed to the board to enhance leadership diversity.

Positive

• Bertelsmann acquired 6,000,000 Class B shares at a price of US$26.90, strengthening its position in Afya.
• CEO Virgilio Gibbon's contract extended through May 2027, aligning management with growth strategies.

Negative

• None.

NOVA LIMA, Brazil--(BUSINESS WIRE)-- Afya Limited, or Afya (Nasdaq: AFYA), further to the press releases issued by the Company on March 7, 2022 and April 25, 2022, today announced the closing of the transaction where Bertelsmann SE& Co. KGaA, or “Bertelsmann” acquired 6,000,000 Class B common shares of Afya at the purchase price of US$26.90 per share, from Nicolau Carvalho Esteves, Rosângela de Oliveira Tavares Esteves and NRE Capital Ventures Ltd (together with Nicolau Carvalho Esteves and Rosângela de Oliveira Tavares Esteves, the “Esteves Family”). As a result of the closing of the transaction, Bertelsmann and the Esteves family will beneficially own ~57.5% and ~33.0% voting interest, and ~31.0% and ~18.0% of the total shares, respectively, in Afya.

Afya announces that it has entered into a new CEO Executive Employment Agreement with Virgilio Gibbon, extending its period through May 2027. The extension was made in connection with the Bertelsmann increase of the stake in Afya to continue to execute the expansion in the medical education business and the deployment of the Afya Digital Health strategy.

Pursuant to Afya’s amended and restated articles of association, approved on April 29, 2022, effective as of May 4^th, 2022, Mr. Sergio Botrel, a board member since July 2019, has submitted his resignation letter as a member of the board of directors and Mr. Benedikt Dalkmann was appointed by Bertelsmann as a board member effective as of today.

Mr. Benedikt Dalkmann is Chief Financial Officer of Bertelsmann Education Group. He has played a formative role in developing the Group since its foundation in 2015, including the expansion of Relias into a major player in US healthcare education through acquisitions, as well as the establishment of an international presence. Before joining the Education Group, Benedikt worked as Director of Strategy & Investments at Bertelsmann Group. Other experiences include a period in Venture Capital at Holtzbrinck, and in management consulting.

Afya’s Board of Directors is composed of two members from the Esteves family, including its non-executive Chairman, four members from Bertelsmann, one member from Softbank, and four independent members, resulting in a diversity of skills and experience to enhance Afya’s decision-making:

Name		Position
Nicolau Carvalho Esteves		Co-Chairman
Kay Krafft		Co-Chairman
Renato Tavares Esteves		Director
Shobhna Mohn		Director
Benedikt Dalkmann		Director
Daulins Emilio		Director
Maria Tereza Azevedo		Director
João Paulo Seibel de Faria*		Independent Director
Vanessa Claro Lopes*		Independent Director
Flávio Dias		Independent Director
Miguel Filisbino Pereira de Paula*		Independent Director
*Member of Afya's Audit Committee

About Bertelsmann

Bertelsmann is a media, services and education company that operates in about 50 countries around the world. It includes the entertainment group RTL Group, the trade book publisher Penguin Random House, the music company BMG, the service provider Arvato, the Bertelsmann Printing Group, the Bertelsmann Education Group and Bertelsmann Investments, an international network of funds. The company has around 130,000 employees and generated revenues of €17.3 billion in the 2020 financial year. Bertelsmann stands for creativity and entrepreneurship. This combination promotes first-class media content and innovative service solutions that inspire customers around the world. Bertelsmann aspires to achieve climate neutrality by 2030.

About Afya

Afya is a leading medical education group in Brazil based on number of medical school seats, delivering an end-to-end physician-centric ecosystem that serves and empowers students and physicians to transform their ambitions into rewarding lifelong experiences from the moment they join us as medical students through their medical residency preparation, graduation program, continuing medical education activities and offering digital products to help doctors enhance their healthcare services through their whole career.

View source version on businesswire.com: https://www.businesswire.com/news/home/20220504006315/en/

Investor Relations Contact:

Afya Limited

ir@afya.com.br

Media Contact:

Cíntia Moraes Marin

cintia.marin@afya.com.br

Source: Afya Limited

FAQ

What recent transaction did Afya Limited announce?

Afya announced that Bertelsmann acquired 6,000,000 Class B common shares at US$26.90 each.

What is Bertelsmann's new voting interest in Afya after the recent acquisition?

Bertelsmann now holds a ~57.5% voting interest in Afya.

Who is the new board member appointed by Bertelsmann for Afya?

Benedikt Dalkmann was appointed as a board member by Bertelsmann.

What is the length of the CEO's contract extension at Afya?

CEO Virgilio Gibbon's contract has been extended through May 2027.

What does the acquisition by Bertelsmann mean for Afya's management structure?

The acquisition increases Bertelsmann's influence in Afya's management and decision-making processes.