-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NM+V60wayTd56NSTt0wWh7b1WAc5ATFt9vAu/20eRvec+jf3GlWLVvUfUsRAPCFh SLDZ16uRm+nKBAS6vEjDyw== 0000950131-01-000033.txt : 20010122 0000950131-01-000033.hdr.sgml : 20010122 ACCESSION NUMBER: 0000950131-01-000033 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010102 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20010103 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CAREER EDUCATION CORP CENTRAL INDEX KEY: 0001046568 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200] IRS NUMBER: 393932190 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-23245 FILM NUMBER: 1501361 BUSINESS ADDRESS: STREET 1: 2895 GREENSPOINT STREET 2: SUITE 600 CITY: HOFFMAN ESTATES STATE: IL ZIP: 60195 BUSINESS PHONE: 8477813600 MAIL ADDRESS: STREET 1: 2800 WEST HIGGINS ROAD STREET 2: SUITE 790 CITY: HOFFMAN ESTATES STATE: IL ZIP: 60195 8-K 1 0001.txt FORM 8-K 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): January 2, 2001 ----------------- Career Education Corporation (Exact Name of Registrant as Specified in Charter) Delaware 0-23245 36-3932190 - ---------------------------- ------------ ------------------ (State or Other Jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 2895 Greenspoint Parkway, Suite 600, Hoffman Estates, IL 60195 -------------------------------------------------------- ---------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (847) 781-3600 -------------- Item 5. Other Events. On January 2, 2001, the Registrant issued the press release announcing the consummation of its acquisition of EduTrek International, Inc. The information contained in the press release is incorporated herein by reference. Item 7. Financial Statements and Exhibits. (c) Exhibits. 99.1 Press Release of Registrant dated January 2, 2001. 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. CAREER EDUCATION CORPORATION By: /s/ John M. Larson --------------------- John M. Larson Chairman of the Board, President and Chief Executive Officer Dated: January 3, 2001 EX-99 2 0002.txt PRESS RELEASE OF REGISTRANT DATED 01-02-01 Exhibit 99.1 CAREER EDUCATION CORPORATION COMPLETES MERGER WITH EDUTREK INTERNATIONAL, INC. Hoffman Estates, Ill., (January 2, 2001) - Career Education Corporation (NASDAQ: CECO) today announced it has completed its merger with EduTrek International, Inc. (OTC BB: EDUT), operator of American InterContinental University (AIU). EduTrek shareholders approved the merger agreement at a special meeting held today. Under the terms of the agreement, EduTrek's shareholders will receive an aggregate of 1.2 million shares of Career Education Corporation stock (approximately 0.09 shares of CEC stock for each share of EduTrek stock) and $2.5 million in cash (approximately $0.19 per share). There are approximately 13.32 million EduTrek shares outstanding. CEC/EDUTREK MERGER COMPLETED - 2 "During the past two months, we have worked closely with AIU to prepare for its transition into the CEC family and we are delighted by the progress made so far," said John M. Larson, CEC's chairman, president and chief executive officer. "We will continue to implement our growth strategy - which includes investing in marketing to enhance student enrollment, while also emphasizing student retention and career placement. Additionally, the merger will create operating efficiencies that will help us realize the full potential inherent in the AIU system. "Longer term, we see numerous growth opportunities for AIU, including expansion into new geographic markets, the referral of current CEC students and graduates to AIU's advanced degree programs, and the introduction of distance learning," he said. R. Steven Bostic, chairman and chief executive officer of EduTrek, has stepped down from both posts, as anticipated by the merger agreement. Founded in 1970, AIU currently has seven campuses which offer several bachelor's and master's degrees and are located in Atlanta (Buckhead and Dunwoody), Dubai, Ft. Lauderdale, London, Los Angeles and Washington, D.C. AIU is accredited by the Commission on Colleges of the Southern Association of Colleges and Schools (SACS). CEC/EDUTREK MERGER COMPLETED - 3 Career Education Corporation is one of the world's largest providers of private, for-profit postsecondary education in the career-oriented disciplines of visual communication and design technologies, information technology, business studies and culinary arts. The Company currently operates 38 campuses throughout the United States and in Canada, the United Kingdom and the United Arab Emirates, with over 33,000 students enrolled as of the fall of 2000. CEC colleges enjoy long operating histories and offer a wide variety of master's degree, bachelor's degree, associate degree and diploma programs. Major brand names operated by CEC include American InterContinental University, the Katharine Gibbs Schools (nine campuses), the International Academy of Design & Technology (eight campuses), and Le Cordon Bleu Culinary Program North America (seven campuses). CEC also operates a number of unique brand name colleges with well-known reputations. ### The forward-looking statements contained in this release are based upon various assumptions, and certain risks and uncertainties could cause actual results to differ materially from those stated. Factors that could cause such differences include those matters disclosed in Career Education Corporation's and EduTrek International, Inc.'s respective filings with the Securities and Exchange Commission (SEC). Career Education Corporation and EduTrek International, Inc. assume no obligation to update those forward-looking statements. -----END PRIVACY-ENHANCED MESSAGE-----