PERDOCEO EDUCATION Corp — M&A Activity 2021

Sep 14, 2021

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): September 10, 2021

Perdoceo Education Corporation

(Exact Name of Registrant as Specified in Charter)

Delaware	0-23245	36-3932190
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

231 N. Martingale Rd. , Schaumburg , IL	60173
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (847) 781-3600

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):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 par value	PRDO	Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company 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 ☐

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. ☐

Item 8.01 Other Events.

On September 10, 2021, Perdoceo Education Corporation (the “ Company ”), through its wholly-owned subsidiary Colorado Technical University, Inc., acquired Hippo Education, LLC (“ Hippo ”). Hippo is a provider of continuing medical education and exam preparation for medical professionals with a quality technology platform and strong course content. The acquisition of Hippo expands the Company’s healthcare program offerings in line with the Company’s objective of extending the breadth and depth of its academic program offerings. Since its inception in 2011, Hippo has grown and currently serves approximately 40,000 learners across a variety of medical disciplines. Hippo’s physician founder will continue to serve Hippo in a leadership capacity under the Company’s ownership. Pursuant to the terms of the acquisition agreement, the initial cash consideration of approximately $42.0 million was funded with the Company’s available cash balances on the date of acquisition.

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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.

PERDOCEO EDUCATION CORPORATION
By:	/s/ Ashish R. Ghia
	Ashish R. Ghia
	Senior Vice President and Chief Financial
	Officer
Dated:	September 14, 2021

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