Warburg, Pincus Leads $20 Million Equity Infusion for Apex Learning, Inc.; Maveron, Vulcan Ventures Inc., Edison Schools and Kaplan Inc. Also Invest

Business Wire, Jan 6, 2000

Business Editors, High-Tech Writers

BELLEVUE, Wash.--(BUSINESS WIRE)--Jan. 6, 2000

Apex Learning(TM) Inc, formerly known as Apex Online Learning, today announced that it has raised $20 million in a new round of equity financing led by Warburg, Pincus Equity Partners L.P.

Investors include Maveron Equity Partners, Vulcan Ventures Inc., and Kaplan, Inc. In conjunction, the company also received $5 million in additional equity financing from Edison Schools, Inc., representing the second phase of Edison's previously-announced $10 million investment.

Apex Learning is the leading provider of online curriculum products for high achieving students in K-12 education. Proceeds from the financing transaction will be used to expand product development, sales and marketing of the company's award-winning online advanced placement courses and review products, and to launch the company's new teacher training product lines.

Apex Learning was founded by Paul Allen with funding from Vulcan Ventures. Vulcan Ventures president William Savoy commented, "We are pleased that such prestigious investors are partnering with us in Apex Learning, and we look forward to the new market opportunities and company growth this capital infusion will enable."

"We're very pleased to welcome these new investors to our company," said Sally Narodick, Apex Learning president and CEO. "Their exceptional experience, industry insight and alliance contacts will greatly enhance our efforts. We are excited by the enthusiasm they have for our mission."

"Apex Learning has become a leader in a large market in which we see tremendous potential," said Stephen Distler, a partner of Warburg, Pincus, who will be joining the company's board of directors. "With this financing, the company now has the resources necessary to capitalize on its 'first mover' advantage in these areas."

"Maveron prides itself on funding companies that are committed to excellence and have the drive, passion and integrity necessary to succeed," said Dan Levitan, co-founder of Maveron. "We really focus on leadership and management teams, and Apex Learning has the leadership and the products to be a major brand in the K-12 education space."

"We are very excited about the synergies that exist between our companies. Together we have many opportunities to enhance current categories and create entirely new modes of learning," commented Robert Greenberg, Kaplan Executive Vice President.

In separate news, the company announced that it has changed its name to Apex Learning, Inc.

About Apex Learning

Apex Learning (www.ApexLearning.com) is the leading provider of rigorous online curriculum for high achieving students and their teachers. Apex Learning offers a broad line of internet-based Advanced Placement(a) courses in math, science and social studies. The award-winning product line features full online distance learning courses, class tools for teachers to use in their classrooms, AP Exam review products for schools and consumers, and online teacher professional development courses for prospective AP teachers. The company plans to broaden the product line to include pre-requisites for AP courses, and online professional development for teachers to deliver rigorous curriculum in a standards based environment. For more information call 800/453-1454.

About Warburg, Pincus

Warburg, Pincus is a major global private equity investment firm that has invested nearly $9 billion in over 330 investments since 1971. In building its portfolio of education investments, the firm has been seeking to invest in companies such as Apex that can thoughtfully leverage the value of technology and the Internet.

About Maveron LLC

Maveron is a venture capital firm dedicated to bringing a differentiated perspective to consumer investing. It was founded in 1998 by Dan Levitan, formerly head of Consumer Investment Banking at Schroders, and Howard Schultz, Chairman and CEO of Starbucks Coffee Company.

Maveron is focused exclusively on consumer businesses, including specialty retailing, electronic commerce and consumer products and services. Its group of limited partners, comprised of a broad number of sophisticated individual investors and a few key institutions, is committed to providing experience and capital to outstanding management teams of consumer businesses.

Portfolio companies as of December 1999 include eBay, Drugstore.com, The Motley Fool, DoughNET.com, EXP.com, Flooz.com, Uaccess, Illuminations and PeoplePC. Headquartered in Seattle, Washington, Maveron can be reached at 206/447-1300 or www.maveron.com.

About Vulcan Ventures, Inc.

Vulcan Ventures, Inc. of Bellevue, Washington was founded by Paul G. Allen in 1986 to research and implement his investments. Through Vulcan Ventures, Allen invests in companies that offer products, services or technologies that fit his Wired World strategy and can contribute to or benefit from the technology and strategy of other companies within the group's extensive investment portfolio. In addition, the group owns Charter Communications, the fourth largest cable operating company in the United States with more than 6 million subscribers. Recent investments include those in innovative content (e.g. Oxygen Media, ZDTV), Internet and e-commerce (e.g. Drugstore.com, eGreetings, Go2Net, Priceline.com, Stamps.com), telecommunications (e.g. Allegiance Telecom, High Speed Access, InterNAP, NorthPoint Communications) and consumer device and service companies (e.g. Replay Networks, TiVo, and Wink Communications). For more information on Vulcan visit www.paulallen.com.