ANN ARBOR, MICHIGAN, December 14, 2004 -- ProQuest Information and Learning has signed a definitive agreement to acquire privately held Voyager Expanded Learning, a leading provider of in-school core reading programs, reading intervention programs, and professional development programs for school districts throughout the United States. The deal is expected to close in early 2005. ProQuest Information and Learning, a unit of ProQuest Company, is an electronic publisher of content for libraries and educational institutions worldwide.

"I'm very pleased to announce an agreement to acquire Voyager Learning, which we see as an important next step in ProQuest's ongoing growth in the K-12 market," said Alan Aldworth, ProQuest Company's chairman and chief executive officer. "We have previously acquired SIRS, CultureGrams, and Reading A-Z, and have been working to provide greater curriculum support to schools. The addition of Voyager will significantly expand our reach into educational publishing."

Ron Klausner, president of ProQuest Information and Learning, said, "Voyager has a proven track record of improving reading abilities in children. In a recent nationwide study of 10,000 kindergarten-through-second-grade students, less than 40% were reading at grade level at the start of the school year. After using Voyager's Universal Literacy System® for one year, more than 70% were reading at grade level. We are impressed with the product, the mission, and the management of Voyager, and its programs fit well with our desire to provide greater support to the education community."

Randy Best, chairman, chief executive officer, and co-founder of Voyager, will act as a consultant for the combined company on a consulting basis and will join the ProQuest Company Board of Directors. Best said, "The management team at Voyager is delighted to be joining a company that is highly respected in educational circles, and shares our passion for making a difference in
education."

Founded in 1994 by Dallas entrepreneur Randy Best and Admiral Thomas B. Hayward (Ret.), Voyager has delivered its programs to more than 1,000 school districts, including New York City, Philadelphia, Richmond, Dallas, Roosevelt (Phoenix), Clark County (Las Vegas), and Washington, D.C., resulting in dramatically improved student performance. The company's offices will remain in Dallas after the acquisition is complete.

Voyager established its reading programs to achieve what research says is possible, for 90-95 percent of children to become successful readers, and to this end has aggressively examined its results. Numerous independent evaluations provide dramatic proof of performance across student populations. Confirming Voyager's record of success, the Voyager Universal Literacy System® and Voyager Passport Reading Intervention System are the only reading programs patented for their "method and system for preventing illiteracy." Through its VoyagerU division, Voyager Expanded Learning also provides professional development in research-based reading instruction to thousands of teachers. In partnership with institutions such as the Discovery Channel and the Smithsonian Institution, Voyager provides proven and powerful curricula to America's classrooms.

Customer service and other support contacts will remain unchanged for customers. More information about Voyager is available at http://www.voyagerlearning.com.

About ProQuest Information and Learning

ProQuest Information and Learning is a world leader in collecting, organizing, and publishing information worldwide for researchers, faculty, and students in libraries and schools. Known widely for its strength in business and economics, general reference, humanities, social sciences, and STM content, the company develops premium databases comprising periodicals, newspapers, dissertations, out-of-print books, and other scholarly information from more than 8,500 publishers worldwide. Users access the information through the ProQuest® Web-based online information system, Chadwyck-Healey™ electronic and microform resources, UMI® microform and print reference products, eLibrary® and SIRS® educational resources, and XanEdu® online faculty and student resources. For more information about ProQuest Information and Learning, visit www.il.proquest.com.

ProQuest Information and Learning is a business unit of ProQuest Company (www.proquestcompany.com), which was recently named one of the top 100 fastest growing technology companies in the United States by Business 2.0 and one of the 200 best small companies by Forbes Magazine.