SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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 2, 1998
Education Management Corporation
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(Exact Name of Registrant as Specified in Charter)
Pennsylvania 000-21363 25-1119571
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(State or other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
300 Sixth Avenue, Pittsburgh, Pennsylvania 15222
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: 412-562-0900
Page 1 of 6 pages.
Exhibit Index appears on page 4.
Item 5. OTHER EVENTS.
On December 2, 1998, Education Management Corporation, a Pennsylvania
corporation (the "Company"), announced that its Board of Directors had
authorized a stock split effected in the form of a stock dividend of one share
of its Common Stock, $.01 par value (the "Common Stock"), on each outstanding
share of Common Stock as of the close of business on December 8, 1998. The
dividend will be distributed on December 29, 1998. A copy of the press release
announcing the stock dividend is attached hereto as Exhibit 99.1 and is hereby
incorporated herein by reference.
Information provided on the Company's Year 2000 issues contained in
the Company's Annual Report on Form 10-K for the fiscal year ended June 30,
1997, Annual Report on Form 10-K for the fiscal year ended June 30, 1998, and
Quarterly Report on Form 10-Q for the period ended September 30, 1998 are hereby
incorporated by reference herein and designated as "Year 2000 Readiness
Disclosures," as defined in Section 3(9) of the Year 2000 Information and
Readiness Disclosure Act (Public Law 105-271), as enacted on October 19, 1998.
These Year 2000 Readiness Disclosures have been or may in the future be
superseded by the Company's then-most current disclosure regarding Year 2000
issues. As of the date hereof, the Company's most current disclosure regarding
Year 2000 issues is included in the Company's Quarterly Report on Form 10-Q for
the period ended September 30, 1998.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements of Businesses Acquired.
Not applicable.
(b) Pro Forma Financial Information.
Not applicable.
(c) Exhibits.
Exhibit 99.1 Press Release dated December 2, 1998
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SIGNATURE
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.
Education Management Corporation
Date: December 3, 1998 By:/s/ Robert T. McDowell
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Robert T. McDowell
Senior Vice President and
Chief Financial Officer
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EXHIBIT INDEX
Exhibit No. Description
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99.1 Press Release dated December 2, 1998
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