CBT Group Plc, the Irish-American provider of interactive computer training software, has agreed to acquire educational software outfit Knowledge Well for $52m in stock. CBT has also snagged two Knowledge Well executives to fill its vacancies of chairman and chief executive. Terms of the deal for Knowledge Well, which has been involved in building distance learning programs at Kansas State University, call for approximately 4.8 million CBT Group shares to be issued in exchange for all outstanding shares and options of the company. The price at which the CBT shares are to be issued was determined prior to the signing of the agreement and will not be adjusted for changes that may occur before closing. The transaction will likely be accounted for as a purchase. In connection with the transaction, William McCabe, Knowledge Well’s chairman, and Gregory Priest, its president and CEO, will assume the same roles at CBT. Both men have long-standing relationships with CBT Group, with McCabe having served as its CEO in the late 1980s and most of this decade, and Priest having been its chief financial officer before moving to Knowledge Well in 1997. Both are already members of CBT’s board and have served on the interim management committee that has run the company since October 1, when CEO James Buckley resigned under pressure from the board. In addition, two executives who jumped ship earlier this year, Bill Beamish and Jeff Newton, are returning to CBT the assume the roles of executive vice president of product strategy and EVP of global channel sales, respectively. CBT, which has seen declining revenues and a shrinking share price in recent months, got a vote of confidence from Wall Street following the deal, with the stock closing up $4.50, or more than 36%, at $16.9375. By comparison, however, the shares were trading at the $60 level as recently as September.
