EXHIBIT 99.1
[PLATO LEARNING LOGO] [LIGHTSPAN LOGO]
- --------------------------------------------------------------------------------
FOR IMMEDIATE RELEASE
John Murray, President & CEO John Kernan, Chairman & CEO
Greg Melsen, CFO Michael A. Sicuro, CFO
Steve Schuster, VP & Treasurer 858.824.8000
952.832.1000
PLATO LEARNING, INC. AND LIGHTSPAN, INC. ANNOUNCE APPROVAL OF MERGER
MINNEAPOLIS, MN, and SAN DIEGO, CA, November 17, 2003 -- PLATO Learning, Inc.
(Nasdaq: TUTR), a leading provider of K-Adult computer-based and e-learning
solutions, and Lightspan, Inc. (Nasdaq: LSPN), a leading provider of
curriculum-based educational software and online products and services used in
schools, at home and in community colleges, today announced that each of their
respective shareholders voted to approve the merger of a wholly owned subsidiary
of PLATO Learning with and into Lightspan. Lightspan will continue as a wholly
owned subsidiary of PLATO Learning after the merger. In the merger, each share
of Lightspan common stock will be exchanged for 1.33 shares of PLATO Learning
common stock. The ratio is based on the volume- weighted average of the closing
price of PLATO Learning common stock for the 15 trading days prior to the
closing date.
PLATO Learning also announced its shareholders have approved an amendment to the
PLATO Learning, Inc. 2002 Stock Plan to increase the number of shares reserved
for issuance under this plan from 1.7 million to 3.7 million and to make other
amendments intended to provide additional clarity and reflect current market
practices of similarly situated companies.
John Murray, President and Chief Executive Officer of PLATO Learning, said, "We
are pleased that this merger has been approved and will now move quickly to
complete this transaction and integrate operations. We can now focus on
accelerating our revenue and profitability growth."
About PLATO Learning
PLATO Learning, Inc. is a leading provider of computer-based and e-learning
instruction for kindergarten through adult learners, offering curricula in
reading, writing, math, science, social studies, and life and job skills. PLATO
Learning also offers innovative online assessment and accountability solutions
and standards-based professional development services. With over 4,000 hours of
objective-based, problem-solving courseware, plus assessment, alignment and
curriculum management tools, PLATO Learning creates standards-based curricula
that facilitate learning and school improvement.
With trailing 12-month revenues of about $78 million, PLATO Learning is a
publicly held company traded as TUTR on the NASDAQ-NMS. PLATO(R) Learning
educational software is marketed to K-12 schools, colleges, job training
programs, correctional institutions, military education programs, corporations
and individuals and delivered via networks, CD-ROM, the Internet and private
intranets. It is available for immediate purchase and electronic download on the
PLATO Learning's Web site.
PLATO Learning is headquartered at 10801 Nesbitt Avenue South, Bloomington,
Minnesota 55437, (952) 832-1000 or (800) 869-2000. The Company has domestic
offices throughout the United States and international offices in the United
Kingdom and Canada. International distributors are located in Puerto Rico,
Singapore, South Africa and the United Arab Emirates. PLATO Learning's Web
address is http://www.plato.com.
About Lightspan
Lightspan, Inc. provides curriculum-based educational software and on-line
products and services that increase student achievement and enhance teacher
professional development. These products are used in schools and homes and align
to all key federal education reform initiatives, offering school districts a
complete solution to assess, align, instruct and evaluate, as a comprehensive
achievement and accountability system. More than 1,000 independent studies prove
Lightspan products enhance student achievement, improve teacher effectiveness
and help build stronger connections with families.
Lightspan is headquartered at 10140 Campus Point Drive, San Diego, California
92121, (858) 824-8000. Lightspan's Web address is http://www.lightspan.com.
This announcement includes forward-looking statements. PLATO Learning and
Lightspan have based these forward-looking statements on its current
expectations and projections about future events. Although PLATO Learning and
Lightspan believe that the assumptions made in connection with the forward-
looking statements are reasonable, no assurances can be given that its
assumptions and expectations will prove to have been correct. These forward-
looking statements are subject to various risks, uncertainties and assumptions.
PLATO Learning and Lightspan undertake no obligation to publicly update or
revise any forward-looking statements, whether as a result of new information,
future events or otherwise. Any forward looking statements made are subject to
the risks and uncertainties as those described in the joint proxy
statement/prospectus dated October 10, 2003 and the PLATO Learning and Lightspan
Annual Reports on Form 10-K for the years ended October 31, 2002 and January 31,
2003, respectively. Actual results may differ materially from anticipated
results.
(R) PLATO is a registered trademark of PLATO Learning, Inc.
(R) Lightspan is a registered trademark of Lightspan, Inc.