Advisory Board announces completion of Royall acquisition

The Advisory Board Company (the "Advisory Board") (NASDAQ: ABCO), a global insight-driven technology, research, and services provider, today announced the completion of its acquisition of Royall & Company ("Royall"). The transaction was first announced on December 10, 2014.

The Advisory Board also closed on $775 million of new senior secured credit facilities to fund a portion of the acquisition purchase price and transaction costs, and to provide for future corporate needs. Additional information about these transactions will be contained in the Advisory Board's current report on Form 8-K to be filed with the Securities and Exchange Commission.

The Advisory Board also has adopted The Advisory Board Company Inducement Stock Incentive Plan for Royall Employees to provide for inducement grants of equity awards to certain continuing Royall employees, to attract and retain their services following the acquisition. The inducement plan was adopted in reliance upon NASDAQ Listing Rule 5635(c)(4), relating to awards granted in connection with the hiring of new employees, including in acquisition transactions. In connection with the closing of the acquisition, inducement awards were made to approximately 60 continuing employees of Royall, and consisted of performance-based stock options for the purchase of an aggregate of 1,760,000 shares of common stock, and performance-based restricted stock units for an aggregate of 146,666 shares of common stock. Stock options granted under the inducement plan have an exercise price equal to the closing price of Advisory Board common stock on the NASDAQ Global Select Market on January 9, 2015, the closing date of the acquisition. The stock options have a seven year term and are eligible to vest, if performance-based vesting criteria are satisfied, in installments commencing in January 2017 and ending in January 2020. The restricted stock units are also eligible to vest in installments commencing in January 2017 and ending in January 2020, subject to satisfaction of performance-based vesting criteria. The vesting criteria in both cases are based on strong performance of the Royall programs and services.