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): October 6, 2009
Education Management LLC
(Exact name of registrant as specified in its charter)
| | | | | |
| Delaware | | 333-137605 | | 20-4506022 |
| | | | | |
(State or other jurisdiction
of incorporation) | | (Commission
File Number) | | (IRS Employer
Identification No.) |
Education Management Corporation
(Exact name of registrant as specified in its charter)
| | | | | |
| Pennsylvania | | 001-34466 | | 25-1119571 |
| | | | | |
(State or other jurisdiction
of incorporation) | | (Commission
File Number) | | (IRS Employer
Identification No.) |
| | | |
| 210 Sixth Avenue, Pittsburgh, Pennsylvania | | 15222 |
| | | |
| (Address of principal executive offices) | | (Zip code) |
Registrant’s telephone number, including area code: (412) 562-0900
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.):
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))
TABLE OF CONTENTS
Item 8.01. Other Events.
On October 6, 2009, Education Management LLC (the “Company”), a wholly owned subsidiary of Education Management Corporation, announced that it further amended its previously announced cash tender offer for its 101/4% Senior Subordinated Notes due 2016 and its 83/4% Senior Notes due 2014 (the “Tender Offer”). In addition, on October 7, 2009, the Company announced preliminary results of the Tender Offer.
Copies of the Company’s respective press releases announcing the amendment to the Tender Offer and preliminary results of the Tender Offer are filed as Exhibit 99.1 and Exhibit 99.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
| | (a) | | None. |
| |
| | (b) | | None. |
| |
| | (c) | | None. |
| |
| | (d) | | Exhibits |
| |
| | | | Exhibit 99.1 Press release dated October 6, 2009. |
| |
| | | | Exhibit 99.2 Press release dated October 7, 2009. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.
| | | | | |
| | EDUCATION MANAGEMENT LLC
EDUCATION MANAGEMENT CORPPORATION
| |
| | By: | /s/ J. Devitt Kramer | |
| | | Senior Vice President, General Counsel and Secretary | |
Dated: October 7, 2009
