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Career Education Corporation Adopts Stockholder Rights Plan.


Business Editors

HOFFMAN ESTATES Hoffman Estates

A village of northeast Illinois, a suburb of Chicago. Population: 49,700.
, Ill.--(BUSINESS WIRE)--May 28, 2002

Career Education Corporation (Nasdaq: CECO CECO Council of Engineering Companies of Oregon
CECO Cost Estimate Change Order
CECO Center for Economic and Community Outreach
CECO CENTCOM Engineer Contingency Organization
CECO Concrete Engineering Company of Omaha (Ceco Concrete Construction LLC) 
) today announced that its Board of Directors has adopted a Stockholder Rights Plan under which preferred stock Stock shares that have preferential rights to dividends or to amounts distributable on liquidation, or to both, ahead of common shareholders.

Preferred stock is given preference over common stock. Holders of preferred stock receive dividends at a fixed annual rate.
 purchase rights will be distributed at the rate of one Right for each outstanding share of the Company's common stock, to stockholders of record on June 11, 2002.

"The Board took this action to protect against future abusive takeover tactics such as partial tender offers and selective open market purchases," said John M. Larson, chairman, president and chief executive officer. "The Plan was not adopted in response to any specific effort to acquire control of the Company, and the Board is not aware of any such effort. It is intended to assure that stockholders receive fair and equitable treatment in the event of unsolicited attempts to acquire the Company. The Plan is similar to plans adopted by many publicly traded companies publicly traded company

A company whose shares of common stock are held by the public and are available for purchase by investors. The shares of publicly traded firms are bought and sold on the organized exchanges or in the over-the-counter market.
 in recent years and is not intended to prevent an acquisition of the Company on terms that are favorable and fair to all stockholders," Mr. Larson added.

Generally, the Rights will not be triggered unless a person or group acquires 15% or more of the Company's outstanding common stock or announces a tender offer upon consummation of which such person or group would own 15% or more of the outstanding common stock.

The Rights will expire in ten years unless earlier redeemed or terminated. The Company generally may amend the Plan or redeem the Rights at $0.001 per Right at any time prior to the time a person or group has acquired 15% of the Company's outstanding common stock.

Additional detail regarding the Plan will be outlined in a summary to be mailed to all stockholders following the record date. A copy of the Rights Agreement will be filed with the Securities and Exchange Commission as an exhibit to a Registration Statement on Form 8-A.

Career Education Corporation (www.careered.com) is one of the world's largest providers of private, for-profit postsecondary education in the career-oriented disciplines of visual communication and design technologies, information technology, business studies and culinary arts. CEC (Central Electronic Complex) The set of hardware that defines a mainframe, which includes the CPU(s), memory, channels, controllers and power supplies included in the box. Some CECs, such as IBM's Multiprise 2000 and 3000, include data storage devices as well.  operates 42 campuses throughout the United States, Canada, the United Kingdom and United Arab Emirates United Arab Emirates, federation of sheikhdoms (2005 est. pop. 2,563,000), c.30,000 sq mi (77,700 sq km), SE Arabia, on the Persian Gulf and the Gulf of Oman. , and offers a full online program through AIU AIU American Intercontinental University
AIU Allegheny Intermediate Unit (Homestead, PA)
AIU Atlantic International University
AIU Association of Indian Universities
AIU Association Internationale des Universités
 Online, its E-learning division. Total student population on April 30, 2002 was approximately 40,800 students.

CEC colleges enjoy long operating histories and offer a wide variety of master's degree, bachelor's degree, associate degree and diploma programs. The CEC family includes American InterContinental University American InterContinental University, commonly called AIU, is an international for-profit university owned by Career Education Corporation (stock symbol CECO). It was founded in 1977 as the American College of Applied Arts.  (six campuses), the International Academy of Design & Technology (eight campuses), the Katharine Gibbs Schools (nine campuses), Le Cordon Bleu For the Schnitzel variant, see .
Le Cordon Bleu (French for "blue ribbon") is an international group of hospitality management and cooking schools teaching French cuisine.
 Culinary Program North America (11 campuses) and other well-known educational institutions.
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Comment:Career Education Corporation Adopts Stockholder Rights Plan.
Publication:Business Wire
Geographic Code:1USA
Date:May 28, 2002
Words:452
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