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
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| Date of Report (Date of Earliest Event Reported): | | August 11, 2010 |
Archipelago Learning, Inc.
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(Exact name of registrant as specified in its charter)
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| Delaware | 001-34555 | 27-0767387 |
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(State or other jurisdiction | _____________
(Commission | ______________
(I.R.S. Employer |
| of incorporation) | File Number) | Identification No.) |
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| 3400 Carlisle St., Suite 345, Dallas, Texas | | 75204 |
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(Address of principal executive offices) | | ___________
(Zip Code) |
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| Registrant’s telephone number, including area code: | | 800-419-3191 |
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:
[ ] 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 2.02 Results of Operations and Financial Condition
On August 11, 2010, Archipelago Learning, Inc. (the “Company”) issued a press release announcing its consolidated financial results for the three and six months ended June 30, 2010. A copy of the press release is furnished herewith as Exhibit 99.1.
The information in this Current Report on Form 8-K, including the information contained in Exhibit 99.1, is being furnished to the Securities and Exchange Commission (the “SEC”) pursuant to Item 2.02, and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Act of 1934 or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by a specific reference in such filing.
Item 8.01 Other Events
In connection with the Company’s compliance with the requirements of the SEC and NASDAQ for independent Board committee membership, Peter Wilde resigned from the compensation committee of the Company’s Board of Directors, and Thomas F. Hedrick was appointed as a member and chair of the compensation committee, in each case effective as of August 11, 2010.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
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| Exhibit No. | | Description |
| | 99.1 | | | Press Release of Archipelago Learning, Inc., dated August 11,
2010, announcing its earnings for the three and six months ended
June 30, 2010. |
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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| | | Archipelago Learning, Inc. |
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| August 11, 2010 | | By: | | /s/ James Walburg
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| | | | | Name: James Walburg |
| | | | | Title: Chief Financial Officer |
Exhibit Index
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| Exhibit No. | | Description |
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|
99.1 | | Press Release of Archipelago Learning, Inc., dated August 11, 2010, announcing its earnings for the three and six months ended June 30, 2010. |
