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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): June 19, 1996
DeVRY INC.
(Exact name of registrant as specified in its charter)
DELAWARE 0-12751 36-3150143
(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
One Tower Lane
Oakbrook Terrace, Illinois 60181
(Address of principal executive offices) (Zip Code)
(708) 571-7700
(Registrant's telephone number, including area code)
Exhibit Index located on Page 6 Total Number of Pages is 63
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DEVRY INC.
FORM 8-K INDEX
Page No.
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ITEM 2. Acquisition of Assets
Description of acquisition of substantially all of
the assets of the Becker CPA Review Business. 3
ITEM 7. Financial Statements and Exhibits
Financial Statements Index 4
SIGNATURES 5
EXHIBIT INDEX 6
EXHIBITS 7 - 63
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ITEM 2 - ACQUISITION OF ASSETS
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On June 19, 1996, the Company acquired the Becker CPA Review business for
cash. The purchase price of $18,421,000 for substantially all of the tangible
operating assets and trademarks related to the business is subject to final
adjustment upon completion of the financial audit for their fiscal 1996 and
the determination of the Book Value Adjustment as specified in the purchase
agreement. These assets were acquired from Newton D. Becker, the Newton D. and
Rochelle F. Becker Foundation, and other individuals. The assets were acquired
by Becker CPA Review, Inc., which is a wholly owned newly formed subsidiary
of DeVry Inc. Also purchased were certain copyrights, other intellectual
property and publicity rights for a price of $17,935,000. These assets were
acquired from Newton D. Becker and the Newton D. and Rochelle F. Becker
Foundation by the Becker/DeVry Educational Development Corp., which is a
wholly owned newly formed subsidiary of DeVry Inc. Funding for the purchases
was obtained under the Company's recently amended revolving credit line from a
group of banks.
The description of the purchase contained herein is qualified in its entirety by
reference to the Agreement Regarding Purchase of Partnership Interests and the
Intellectual Property Purchase Agreement which are attached hereto as Exhibit 2
and incorporated herein by reference.
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ITEM 7 - FINANCIAL STATEMENTS AND EXHIBITS
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The following documents are filed as part of this report:
(a) Financial Statements of Business Acquired
The required audited financial statements for the Becker CPA Review
Business are not yet available. These financial statements will be filed
with the Securities and Exchange Commission (SEC) as soon as practicable
on an amended Form 8-K as required.
(b) Pro Forma Financial Information
The required pro forma combined financial statements are not yet available
These pro forma combined financial statements will be filed with the SEC
as soon as practicable on an amended Form 8-K as required.
(c) Exhibits
A complete listing of required exhibits is included on page 6 of this
report. The schedules and other attachments to the required exhibits have
been omitted from this filing.
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Signatures
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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 thereunto duly authorized.
DATE: July 2, 1996 /s/Ronald L. Taylor
Ronald L. Taylor
President and Chief Operating Officer
DATE: July 2, 1996 /s/Norman M. Levine
Norman M. Levine
Vice President Finance, Controller,
Chief Financial and Accounting Officer
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EXHIBIT INDEX
Sequentially
Numbered
Exhibit # Item Page
- --------- --------------------------- ------------
2 Plan of Acquisition
Agreement Regarding Purchase
of Partnership Interests 7 - 47
Intellectual Property Purchase
Agreement 48 - 53
Guarantee 54 - 61
99 Press Release 62 - 63