WASHINGTON, Feb. 11 /PRNewswire-FirstCall/ -- The Advisory Board Company , today announced that it has filed a Form S-3 shelf registration statement with the Securities and Exchange Commission to register approximately 3.0 million shares of common stock. The shares will be offered by selling shareholders upon exercise of outstanding stock options.
The shares may be sold to the public from time to time or at any time after the registration statement becomes effective. The prices at which the shares may be sold will be determined by prevailing market conditions or negotiated transactions. The Company will not receive any proceeds from the sale of the shares. Because the shares will be issued upon the exercise of outstanding stock options, the Company will receive payment of the option exercise prices.
A registration statement relating to these securities has been filed with the Securities and Exchange Commission, but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state. The Registration Statement and all other SEC filings by the company are available for review at http://www.sec.gov/edgar.html or via the company’s website.
About The Advisory Board Company
The Advisory Board Company provides best practice research and analysis to the health care industry, focusing on business strategy, operations and general management issues. The Company provides best practices and research through discrete annual programs to a membership of more than 2,300 hospitals, health systems, pharmaceutical and biotech companies, health care insurers, and medical device companies in the United States. Each program typically charges a fixed annual fee and provides members with best practices, research reports, executive education and other supporting research services.
This news release contains forward-looking statements within the meaning of Private Securities Litigation Reform Act of 1995. You are hereby cautioned that these statements may be affected by certain factors, among others, set forth below and in the Company’s filings with the Securities and Exchange Commission, and consequently, actual operations and results may differ materially from the results discussed in the forward-looking statements. Factors that could cause actual results to differ materially from those indicated by forward-looking statements include, among others, the dependence on renewal of membership based services, dependence on key personnel, the need to attract and retain qualified personnel, management of growth, new product development, competition, risks associated with anticipating market trends, industry consolidation, variability of quarterly operating results and various factors that could affect the estimated tax rate. These factors are discussed more fully in the Company public filings with the Securities and Exchange Commission. The forward looking statements in this press release are made as of January 29, 2004, and the Company undertakes no obligation to update any forward-looking statements, whether as a result of new information, future events, or otherwise. This news release shall not constitute an offer to sell or the solicitation of any offer to buy.
The Advisory Board Company
CONTACT: David L. Felsenthal, Chief Financial Officer of The AdvisoryBoard Company, +1-202-672-5600, or jacobsg@advisory.com