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
16, 2014
______________
DEVRY
EDUCATION GROUP INC.
(Exact
name of registrant as specified in its charter)
______________
Delaware
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1-13988
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36-3150143
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(State of incorporation)
|
(Commission File Number)
|
(IRS Employer Identification No.)
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3005 Highland Parkway
Downers Grove, IL
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60515
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(Address
of principal executive offices)
|
(Zip
Code)
|
(630) 571-7700
(Registrant’s
telephone number, including area code)
N/A
(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))
Item 7.01. Regulation FD Disclosure.
On
December 16, 2014 DeVry Education Group Inc. announced that its
subsidiary, DeVry Educacional do Brasil S/A (“DeVry Brasil”), has
entered into a definitive agreement to acquire Damásio Educacional, a
leader in bar exam test preparation and a high quality provider of
undergraduate and graduate law programs in Brazil. Completion of the
transaction is subject to regulatory approval and is expected to occur
in February 2015. A copy of the press release is filed herewith as
Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
99.1 Press Release, dated December 16, 2014, announcing the
agreement to acquire Damásio Educacional.
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.
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DEVRY EDUCATION GROUP INC.
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(Registrant)
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Date:
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December 16, 2014
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By:
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/s/ Patrick J. Unzicker
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Patrick J. Unzicker
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Vice President, Finance and Chief Accounting Officer
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Exhibit 99.1
DeVry
Brasil to Acquire Damásio Educacional
DOWNERS GROVE, Ill.--(BUSINESS WIRE)--December 16, 2014--DeVry Education
Group (NYSE:DV), a global provider of educational services, today
announced that DeVry Brasil has signed a definitive agreement to acquire
Damásio Educacional. Completion of the transaction is expected to occur
February 2015, subject to all regulatory approvals.
Damásio is a leader in bar exam test preparation and a high quality
provider of undergraduate and graduate law programs. Damásio has a
44-year history in Brazil and serves more than 50,000 students through a
network of approximately 220 learning centers located in many major
cities (see map in Chart 1) and through distance learning. Damásio is
expected to generate approximately $50 million in revenue in calendar
year 2014. DeVry Group expects Damásio to be modestly accretive to
earnings per share in fiscal 2015 and increasing thereafter.
“The addition of Damásio is in line with our strategy to continue to
grow and diversify our educational offerings,” said Daniel Hamburger,
president and CEO of DeVry Education Group. “This acquisition represents
two of our priorities for capital allocation – higher education in
Brazil and professional education globally. We look forward to welcoming
Damásio faculty and staff to DeVry Group and to sharing best practices
among our institutions.”
Damásio operates two educational segments:
-
Professional education and exam review: Damásio is one of the largest
providers of test preparation for the bar exam in Brazil. The
institution is nationally recognized for its excellent academic
reputation. Students who prepare with Damásio test preparation pass
the bar exam at twice the national average. Professional education
contributes approximately 65 percent of Damásio’s total revenue and
represents more than 75 percent of its student body.
-
Higher education: Damásio offers onsite undergraduate and graduate law
programs and online and distance learning graduate law programs
through its network of learning centers. Its law school in Sao Paulo
is considered to be of the highest quality having received a
recommendation from the Brazilian bar association. Only seven percent
of law schools in the country have received this recommendation.
In addition to the sharing of best practices, DeVry Group expects
Damásio students to benefit from significant investments in
infrastructure, such as libraries and laboratories equipped with the
latest technology. Professors and staff will have opportunities for
professional growth within DeVry Brasil and other institutions within
DeVry Group. In addition, Damásio will have the opportunity to develop
academic offerings with DeVry Group’s sister institutions, such as
Becker Professional Education.
BMO Capital Markets Corp. served as advisor to Damásio Educacional on
this transaction. Damásio Educacional was controlled by Victoria Capital
Partners private equity firm since 2008.
About DeVry Brasil
DeVry Brasil currently operates nine educational institutions: Fanor in
Fortaleza (CE); ÁREA1 and Ruy Barbosa, both located in the city of
Salvador (BA); Faculdade Boa Viagem (FBV) in Recife (PE), Unifavip in
the city of Caruaru (PE); DeVry João Pessoa in the city of João Pessoa
(PB); DeVry São Luís in São Luís (MA); Facid located in Teresina (PI);
and Faculdade Martha Falcão in Manaus (AM). Together, these institutions
provide services to more than 36,000 students, including the recently
acquired Martha Falcão, across 15 campuses and offer more than 170
undergraduate and graduate programs in the areas of business, healthcare
(including medicine), law, engineering and technology. All DeVry Brasil
institutions operate with high standards of academic quality and a focus
on student satisfaction.
About DeVry Education Group
The purpose of DeVry Education Group is to empower its students to
achieve their educational and career goals. DeVry Education Group Inc.
(NYSE: DV; member S&P MidCap 400 Index) is a global provider of
educational services and the parent organization of American University
of the Caribbean School of Medicine, Becker Professional Education,
Carrington College, Chamberlain College of Nursing, DeVry Brasil, DeVry
University and its Keller Graduate School of Management, Ross University
School of Medicine and Ross University School of Veterinary Medicine.
These institutions offer a wide array of programs in healthcare,
business, technology, accounting and finance. For more information,
please visit http://www.devryeducationgroup.com.
Certain statements contained in this release concerning DeVry Group's
future performance, including those statements concerning DeVry Group's
expectations or plans, may constitute forward-looking statements subject
to the Safe Harbor Provision of the Private Securities Litigation Reform
Act of 1995. These forward-looking statements generally can be
identified by phrases such as DeVry Group or its management "believes,"
"expects," "anticipates," "foresees," "forecasts," "estimates" or other
words or phrases of similar import. Actual results may differ materially
from those projected or implied by these forward-looking statements.
Potential risks, uncertainties and other factors that could cause
results to differ are described more fully in Item 1A, "Risk Factors,"
in DeVry Group's most recent Annual Report on Form 10-K for the year
ending June 30, 2014 and filed with the Securities and Exchange
Commission on August 27, 2014.
CONTACT:
Investor and Media Contact:
for DeVry Education Group
Larry
Larsen, 312-497-0655
llarsen@greentarget.com
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