Attached files
file | filename |
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EX-1.1 - PURCHASE AGREEMENT - LINCOLN EDUCATIONAL SERVICES CORP | ss88446_ex0101.htm |
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
DATE
OF REPORT (DATE OF EARLIEST EVENT REPORTED): March 30, 2010
Lincoln Educational Services
Corporation
(Exact
Name of Registrant as Specified in Charter)
New
Jersey
(State
or other jurisdiction
of
incorporation)
|
000-51371
(Commission
File Number)
|
57-1150621
(I.R.S.
Employer
Identification
No.)
|
200
Executive Drive, Suite 340
West
Orange, New Jersey 07052
(Address
of principal executive offices)
|
07052
(Zip
Code)
|
Registrant’s telephone number,
including area code: (973) 736-9340
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:
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)) |
Item
8.01
|
Other
Events
|
On March 30, 2010, Lincoln Educational
Services Corporation (the “Company”) and Back to School Acquisition, L.L.C. (the
“Selling Shareholder”) entered into a purchase agreement (the “Purchase
Agreement”) with Barclays Capital Inc. (the “Underwriter”), relating to the sale
by the Selling Shareholder to the Underwriter of 3,000,000 shares (the
“Shares”) of the Company’s common stock at a purchase price of $25.15 per share
(the public offering price of $25.50 per share minus the Underwriter’s
discount). The closing of the sale of the Shares occurred on April 6,
2010.
The foregoing description of the
Purchase Agreement is only a summary and is qualified in its entirety by
reference to a copy of the Purchase Agreement, which is attached hereto as
Exhibit 1.1
Item
9.01
|
Financial Statements
and Exhibits
|
(d)
|
Exhibits
|
1.1
|
Purchase
Agreement, dated March 30, 2010, among the Company, Back to School
Acquisition, L.L.C. and Barclays Capital
Inc.
|
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.
LINCOLN EDUCATIONAL SERVICES CORPORATION | ||||
Date: April 6, 2010 | By: | /s/ Cesar Ribeiro | ||
Name: | Cesar Ribeiro | |||
Title: |
Senior Vice President, Chief Financial
Officer
and Treasurer
|
|||
EXHIBIT
INDEX
Exhibit
No.
|
Description
of Document
|
1.1
|
Purchase
Agreement, dated March 30, 2010, among the Company, Back to School
Acquisition, L.L.C. and Barclays Capital
Inc.
|