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): December 11, 2015

 

 

Apollo Education Group, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Arizona   0-25232   86-0419443

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

4025 S. Riverpoint Parkway, Phoenix,

Arizona

  85040
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (480) 966-5394

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:

 

¨ 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))

 

 

 


Section 7 – Regulation FD

Item 7.01 Regulation FD Disclosure.

On December 11, 2015, Apollo Education Group, Inc. issued a press release announcing the acquisition by its wholly-owned subsidiary Apollo Global, Inc. of all of the outstanding shares of Career Partner GmbH (“CPG”), a leading full service provider of human resource development and private higher education in Germany. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.

The information in Item 7.01 of this Form 8-K and Exhibit 99.1 furnished herewith shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that section, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in any such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

The following exhibits are provided herewith:

 

Exhibit Number

  

Description

99.1    Text of press release issued by Apollo Education Group, Inc. dated December 11, 2015.


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.

 

    Apollo Education Group, Inc.
December 11, 2015     By:  

/s/ Gregory J. Iverson

      Name: Gregory J. Iverson
      Title: Senior Vice President, Chief Financial Officer, Chief Accounting Officer and Treasurer


Exhibit Index

 

Exhibit No.

  

Description

99.1    Text of press release issued by Apollo Education Group, Inc. dated December 11, 2015.


Exhibit 99.1

 

LOGO

Apollo Global Acquires Career Partner GmbH

Leading German Education Provider Further Expands Apollo Education Group Network

PHOENIX, December 11, 2015 - Apollo Education Group, Inc. (NASDAQ: APOL) announced its wholly-owned subsidiary Apollo Global, Inc. acquired Career Partner GmbH (CPG), a leading full service provider of human resource development and private higher education in Germany, on December 10, 2015. Apollo Global, through a wholly-owned subsidiary, has acquired all of the outstanding shares in the company for approximately € 96 million (approximately $105 million as of the transaction date), plus a contingent cash payment of up to €11 million (approximately $12 million as of the transaction date) calculated principally based on Career Partner’s operating results for calendar year 2016.

“We are pleased to welcome CPG as part of Apollo’s global learning network,” said Greg Cappelli, Apollo Education Group Chief Executive Officer. “This expansion into Germany with such a trusted partner further advances our mission to serve adult learners and match student and employer needs worldwide.”

“CPG is a premium and highly respected higher education platform in Germany, including some of the most respected brands in management, hospitality and tourism,” said Curtis Uehlein, Apollo Global President. “The addition of CPG to Apollo Global provides significant opportunities to share best practices as well as build upon a highly respected brand in German education.”

“We are pleased to join a strong network of world-class institutions of higher education,” said Sven Schuett, CPG Chief Executive Officer. “This partnership will generate tremendous value as we enrich our offerings and leverage a global network.”

The acquisition is expected to be value accretive to Apollo Education Group and its shareholders.

About Apollo Education Group, Inc.

Apollo Education Group, Inc. is one of the world’s largest private education providers, serving students since 1973. Through its subsidiaries, Apollo Education Group offers undergraduate, graduate, professional development and other nondegree educational programs and services, online and on-campus principally to working learners. Its educational programs and services are offered throughout the United States and in Europe, Australia, Latin America, Africa and Asia, as well as online throughout the world. For more information about Apollo Education Group, Inc. and its subsidiaries, call (800) 990-APOL or visit the Company’s website at www.apollo.edu.


About Apollo Global, Inc.

Apollo Global was formed in 2007 to make investments primarily in the international education services sector. Apollo Global provides business and technology management, consulting and training and operational services in the fields of higher education and education administration to its network of schools. Apollo Global is a wholly-owned subsidiary of Apollo Education Group. Its education network includes BPP University in the United Kingdom, Milpark Education in South Africa, Open Colleges Australia, Universidad Latinoamericana in Mexico, Universidad de Artes, Ciencias y Comunicación in Chile and Bridge School of Management in India, developed through a joint venture with HT Media Limited, an Indian media company.

About CPG

Career Partner Group (CPG) is Germany’s leading provider of private education and personnel development. CPG offers academic state-approved study programs, certified trainings, and innovative continuous education programs for experts and managers of all industries. CPG is one of the largest e-learning providers in Germany offering a multitude of courses, distance learning modules, company-specific solutions, and services in the field of digital learning. For further information on CPG, please visit www.careerpartner.eu/en.

Forward-Looking Statements Safe Harbor

Statements about Apollo Education Group and its business in this release which are not statements of historical fact, including statements regarding Apollo Education Group’s future strategy and plans and commentary regarding future results of operations and prospects, are forward-looking statements and are subject to the Safe Harbor provisions created by the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on current information and expectations and involve a number of risks and uncertainties. Actual plans implemented and actual results achieved may differ materially from those set forth in or implied by such statements due to various factors, including without limitation, unexpected expenses or other challenges in integrating the CPG business into Apollo Global, consumer or regulatory impact arising from consummation of the CPG acquisition, and unexpected changes or developments in the CPG business. For a discussion of the various factors that may cause actual plans implemented and actual results achieved to differ materially from those set forth in the forward-looking statements, please refer to the risk factors and other disclosures contained in Apollo Education Group’s Form 10-K for fiscal year 2015and subsequent quarterly reports on Form 10-Q, and other filings with the Securities and Exchange Commission which are available at www.apollo.edu.

Investor Relations Contact:

Beth Coronelli, (312) 660-2059

beth.coronelli@apollo.edu

Media Contact:

Ryan Rauzon (916) 599-2911

ryan.rauzon@apollo.edu

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