K12 Inc. (NYSE: LRN), one of the nation’s largest providers of proprietary curriculum and online school programs for students in kindergarten through high school, announced today the entrance into a definitive agreement, under which K12 will acquire American Education Corporation (AEC), a leading provider of research-based core curriculum instructional software for kindergarten through adult learners.

The acquisition increases K12’s portfolio of innovative, high quality instructional and curriculum offerings. AEC brings a record of proven school solutions that increase student performance, narrow achievement gaps, and empower educators with more personalized learning resources and integrated, adaptive assessment tools.

“We’re very excited about incorporating AEC’s brands into the K12 family of products and services,” said Ron Packard, founder and CEO of K12 Inc. “We believe this acquisition strengthens K12’s position as a leader in the industry and builds on our commitment to continuously improve and expand our education offerings. Most importantly, it enables K12 to deliver more high quality and innovative solutions that will help America’s schoolchildren achieve.”

AEC, headquartered in Oklahoma City, OK, provides its award-winning products in four distinct A+® brands. The A+nyWhere Learning System® (A+LSTM) is a courseware program that provides innovative, research-based curriculum for students in K-12 in approximately 6400 schools nationally. A+ Learning LinkTM is an integrated and adaptive formative assessment product that measures a student’s existing knowledge, comprehension, and mastery of basic skills. The A+ Classroom Student Response SoftwareTM (A+ Classroom SRSTM) provides classroom teachers with tools to improve student learning and make targeted decisions through the use of interactive academic competitions, challenging quizzes, and automated assessments. The A+ Enriched OnlineTM offers AP®, world language, and specialized elective online courses delivered to students in grades K-12. A+dvancer Online provides assessment for college readiness and remediation for students seeking to enter post-secondary education, and is used in post-secondary institutions throughout the U.S.

“Among the most difficult challenges educators face is to assess students, identify individual needs, and intervene with solutions that work,” said Packard. “AEC’s A+ products give educators the tools to meet this challenge and help their students succeed. We’re excited to deliver these additional products and services to K12’s new and existing customers.”

Jeff Butler, Chairman and CEO of AEC, stated, “The management of AEC is excited about this new relationship for its employees, shareholders, business and distribution partners. We are extremely pleased as we view the relationship as highly synergistic in the marketplace from a competitive perspective, and it will be of benefit for our customers and channel partners as a result of access to more resources through the integration of the respective organization products, content, technology and support efforts in the various segments of the school market. AEC is a recognized leader in the market segments that need assessment to drive instruction, a key factor in its growth and financial performance. Simply put, I believe that the merger with K12 is a great outcome for all of the AEC stakeholders.”

Completion of the transaction is subject to customary conditions to closing, including approval of the AEC stockholders. The transaction is expected to close prior to the end of 2010.

Parchman, Vaughan & Company, LLC served as investment bank advisor to AEC.

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