LAUREATE EDUCATION, INC.

Regulatory Filings • Apr 21, 2017

8-K 1 a17-11179_48k.htm 8-K

*UNITED STATES*

*SECURITIES AND EXCHANGE COMMISSION*

*Washington, D.C. 20549*

*FORM 8-K*

*CURRENT REPORT*

*Pursuant to Section 13 or 15(d)*

*of The Securities Exchange Act of 1934*

Date of Report (Date of earliest event reported)

*April 21, 2017*

*Laureate Education, Inc.*

(Exact name of registrant as specified in its charter)

Delaware	001-38002	52-1492296
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

*650 South Exeter Street*

*Baltimore, MD 21202*

(Address of principal executive offices, including zip code)

*(410) 843-6100*

(Registrant’s telephone number, including area code)

*Not Applicable*

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

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*Item 8.01. Other Events*

On April 21, 2017, Laureate Education, Inc. (the “Company”) issued a press release announcing the pricing of $800,000,000 aggregate principal amount of 8.250% Senior Notes due 2025 (the “Notes”). The Notes are being offered and sold in transactions exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”).

Substantially concurrently with the issuance of the Notes, the Company intends to consummate a refinancing of its old credit facilities by means of a new credit agreement to provide a new revolving credit facility of $385 million maturing in April 2022 and a new syndicated term loan of $1,600 million maturing in April 2024.

A copy of the press release is filed herewith as Exhibit 99.1 and is incorporated herein by reference.

This report does not constitute an offer to sell or a solicitation of an offer to buy the Notes or any other securities, and shall not constitute an offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful. The Notes have not been registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

*Item 9.01 Financial Statements and Exhibits.*

(d) Exhibits.

2

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Exhibit No.	Description
99.1	Press Release of Laureate Education, Inc., dated April 21, 2017

*SIGNATURES*

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

LAUREATE EDUCATION, INC.
By:	/s/ Eilif Serck-Hanssen
	Eilif Serck-Hanssen
	President, Chief Administrative Officer
	and Chief Financial Officer

Date: April 21, 2017

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