Attached files
| file | filename |
|---|---|
| 8-K - FORM 8-K - Education Management LLC | l37823e8vk.htm |
Exhibit 99.1
| For: | Education Management LLC Company Contact: James Sober, CFA Vice President, Finance (412) 995-7684 |
Education Management LLC Announces Final Results of
Tender Offer for the Company’s Outstanding Notes
PITTSBURGH, Pennsylvania, October 20, 2009 — Education Management LLC (the “Company”), a leading
provider of post-secondary education, today announced the final results of its previously announced
cash tender offer for its 101/4% Senior Subordinated Notes due 2016 (CUSIP No. 28140JAD2) (the “First
Priority Notes”) and its 83/4% Senior Notes due 2014 (CUSIP No. 28140JAC4) (the “Second Priority
Notes” and together with the First Priority Notes, the “Notes”) commenced on September 21, 2009.
The tender offer expired at 5:00 p.m., New York City time, on October 20, 2009 (the “Expiration
Date”). As of the Expiration Date, $370,991,000 aggregate principal amount of First Priority Notes
had been validly tendered and not validly withdrawn. All of such Notes were validly tendered and
not validly withdrawn on or prior to 5:00 p.m., New York City time, on October 6, 2009 (the “Early
Tender Date”). In addition, $324,475,000 aggregate principal amount of Second Priority Notes had
been validly tendered and not validly withdrawn on or prior to the Early Tender Date.
Because the tender offer was oversubscribed, the amounts of each tranche of Notes accepted for
purchase in the tender offer were determined in accordance with the priorities identified in the
“Acceptance Priority Level” column in the table below and were subject to the maximum aggregate
consideration for Notes purchased in the tender offer of $355,465,000, excluding accrued and unpaid
interest. In accordance with the terms of the tender offer, the Company accepted for purchase
$315,968,000 aggregate principal amount of First Priority Notes, which represents a proration
factor of approximately 85%. The Company did not accept any validly tendered Second Priority Notes
for purchase in the tender offer.
| Aggregate | ||||||||||||||||||||||||
| Aggregate | Aggregate | Principal | ||||||||||||||||||||||
| Principal | Principal | Amount | ||||||||||||||||||||||
| Amount | Aggregate | Amount | Remaining | |||||||||||||||||||||
| Acceptance | Outstanding | Principal | Accepted | Outstanding | ||||||||||||||||||||
| CUSIP | Priority | Prior to | Amount | for | After | |||||||||||||||||||
| Number | Title of Security | Level | Settlement | Tendered | Purchase | Settlement | ||||||||||||||||||
| 28140JAD2 | 101/4% Senior Subordinated
Notes due 2016 |
1 | $ | 385,000,000 | $ | 370,991,000 | $ | 315,968,000 | $ | 69,032,000 | ||||||||||||||
| 28140JAC4 | 83/4% Senior Notes due 2014 |
2 | $ | 375,000,000 | $ | 324,475,000 | $ | 0 | $ | 375,000,000 | ||||||||||||||
The Company will deliver the aggregate tender offer consideration of $355,464,000, plus an
aggregate of approximately $12.6 million for accrued and unpaid interest, to Global Bondholder
Services Corporation, the Depositary for the tender offer (the “Depositary”), on the expected
settlement date of October 21, 2009. The Depositary will promptly pay for all First Priority Notes
accepted for purchase in the tender offer and will promptly return all validly tendered Notes that
were not accepted for purchase.
This press release is neither an offer to purchase nor a solicitation of an offer to sell any
Notes. The tender offer has been made only by, and pursuant to the terms of, the Offer to Purchase
dated September 21, 2009 and the related Letter of Transmittal. The information in this press
release is qualified by reference to the Offer to Purchase and the related Letter of Transmittal,
except to the extent that the terms
of the tender offer described therein have been amended by the Company’s press releases
dated October 2, 2009 and October 7, 2009.
Goldman, Sachs & Co. and J.P. Morgan Securities Inc. are the Dealer Managers for the tender offer.
Persons with questions regarding the tender offer should contact Goldman, Sachs & Co. at (212)
357-4692 or (toll-free) (800) 828-3182 (Attention: Liability Management Group) or J.P. Morgan at
(toll-free) (800) 245-8812 (Attention: High Yield Syndicate). Requests for copies of the Offer to
Purchase, the related Letter of Transmittal and other related materials should be directed to
Global Bondholder Services Corporation, the Information Agent and Depositary for the tender offer,
at (212) 430-3774 (for banks and brokers only) or (866) 387-1500 (for all others and toll-free).
About Education Management
Education Management (www.edmc.com), with approximately 110,800 students enrolled as of October
2008, is among the largest providers of post-secondary education in North America, with a total of
92 locations in 28 U.S. states and Canada. We offer academic programs to our students through
campus-based and online instruction, or through a combination of both.
This press release may include information that could constitute forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995. Any such forward-looking
statements may involve risk and uncertainties that could cause actual results to differ materially
from any future results encompassed within the forward-looking statements. Factors that could
cause or contribute to such differences include those matters disclosed in the Company’s Securities
and Exchange Commission filings. Past results of Education Management are not necessarily
indicative of its future results. Education Management does not undertake any obligation to update
any forward-looking statements.