PREMIER STUDY ABROAD COMPANY PROVIDING EUROPEAN PROGRAMS TO US STUDENTS

Barrington Research Associates (“Barrington”) is representing a company (the “Company”) that is a premier provider of study abroad programs for U.S. college students who wish to study abroad in Europe. The Company provides programs ranging from two to four weeks, or up to a semester in length. The Company specializes in arranging highly customized, instructor-led programs, that are organized around the specific educational and cultural aspects of a particular academic focus, which is generated by a professor at a sponsoring college. The Company then works with those universities to achieve the unique study abroad goals that are requested for their students. The Company contracts with the university partners themselves (not with their students), and has a very high rate of repeat business, which exceeds 80% of revenues each year. The Company specializes in small group sizes (generally around###-###-#### students, and 1 or 2 faculty members, per program) and has built a strong reputation in the U.S. study abroad market over the past 25 years, based on excellent customer service, and engaging and highly customized programs. Nevertheless, the Company itself is not an actual provider of education (it simply arranges for the educational content that is provided by others). As a result, it is not classified as (or regulated as) a college; it does not participate in the U.S. Title IV student loan programs; and it has no Title IV exposure. And because it contracts with the universities themselves (and not their students), it has no consumer liability exposure. By and large, its activities are not regulated by any governmental entities, and it is one of the most “asset-light” businesses that is possible. Because the Company is not an “education company”, it has no classrooms, dormitories, or other physical facilities, and it has no faculty or teachers. All programs are paid for by its university partners at least 30 days before any students travel, so there are no receivables, bad debts, or collection expense, nor any other working capital requirements. As a result, the Company is cash flow positive throughout the year. It has high gross margins on its programs, and significant operating leverage in its financial model. So once its fixed costs are covered, all additional gross margin drops straight to the bottom line, as distributable cash flow. The Company was started 25 years ago as the student travel (and then the study abroad) division of a family-owned, cross-border group of international colleges, which had campuses in the U.S and Europe. After the bulk of the family’s college assets were sold (in 2007), the Company was spun out, and operated as an independent entity by one of the family’s more entrepreneurial members. However, that individual is now approaching retirement age, and is seeking a liquidity event. And as she considers a potential sale, all things being equal, she would prefer to sell to another like-minded entrepreneurial owner, who can maintain the legacy that she has built. Related to this, all of the Company’s current staff would like to remain with the Company after a sale (if requested by a new owner), and its current owner would be willing to stay on for a suitable period to assist with a smooth transition, and provide additional assistance, if requested. Please be advised that this Company was initially established by a wealthy European family (all of whom speak impeccable English), and is organized as a corporation in one of the larger countries in the European Union. As such, it maintains its current headquarters office at a family-owned location in the EU. Nevertheless, even though all of the Company’s students are U.S. students, and all of its revenues are derived from colleges in the U.S., the Company does not have a U.S. headquarters (or branch) office, and does not have a U.S. sales force. Rather, the Company has historically marketed through its offices in the E.U. In addition, the Company’s owners have voluntarily elected to operate the Company at a scale that was sufficient to provide an acceptable level of income for its owners, but not to implement the structural initiatives that would be required to truly exploit the strong market niche that the Company excels at servicing. This is important to a potential acquirer, for several reasons. First, the Company has no sales force in the U.S., and it should have (for both customer service, and customer coverage reasons). As a result, the Company has been significantly “under-marketed” in the U.S market, and has never operated at the scale that it should. Second, a potential U.S. purchaser of this Company might have concerns about purchasing an “offshore” company. However, it is the intention/preference of the current owners to sell the Company through an asset sale (rather than a sale of stock), as they have tax (and other) reasons to do so. As a result, a new owner of the Company will be setting up a new entity to effectuate this purchase, and that new entity could just as easily be a U.S. entity as a European entity (as there are no long-lived contracts that would need to be unwound, nor any physical assets that would need to be “re-domiciled”). Third, the current location and configuration of the Company’s corporate headquarters is no longer conducive to its long-term needs, and the Company is intending to relocate its headquarters office to better (and cheaper) space, regardless of whether or not it sells the Company. As a result, effecting this move in concert with a sale would be most efficient. Fourth, while it might make sense to re-register the Company and establish its sales force in the United States, the rest of the Company’s program development personnel are comprised of a very cohesive, and highly-skilled team of European nationals, which provides the Company with a significant (“local market”) competitive advantage in designing and delivering the programs that it runs in Europe. And that team should remain in Europe. That team is already being managed by a very competent, long-time member of the Company (who has operated autonomously from the Company’s owner for years), and she will stay after a sale, maintaining the cohesion of this group, and enabling a U.S. buyer to easily manage this business from the U.S.. Based on the foregoing, for a U.S. search fund company that has access to capital (and/or for their U.S. private equity sponsors), who may have concerns about buying a “foreign company”, they should not, as this Company can easily be re-domiciled into the U.S. (and that is probably preferable for many reasons), with its new CEO (and perhaps some corporate functions) located in the U.S., and its program delivery effort being centered in Europe. As a result, for a U.S. search fund company that is seeking an asset light, services-oriented business, with no regulatory exposure; and which has no receivables, capital expenditures, or working capital requirements; high gross margins and high operating leverage; significant revenue and EBITDA growth potential; and which has a CEO who might like to travel to some of the most attractive destinations in Europe on a quarterly basis to monitor his investment; then from both a financial and a lifestyle perspective, an acquisition of this Company may represent an unparalleled investment opportunity. If interested in this opportunity, please contact me at --@----.com for further information.