0000905718-20-000235.txt : 20200214 0000905718-20-000235.hdr.sgml : 20200214 20200214161729 ACCESSION NUMBER: 0000905718-20-000235 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20200214 DATE AS OF CHANGE: 20200214 GROUP MEMBERS: MELVIN CAPITAL MASTER FUND LTD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: LAUREATE EDUCATION, INC. CENTRAL INDEX KEY: 0000912766 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200] IRS NUMBER: 521492296 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-42825 FILM NUMBER: 20620134 BUSINESS ADDRESS: STREET 1: 650 S. EXETER STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 4108436100 MAIL ADDRESS: STREET 1: 650 S. EXETER STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: SYLVAN LEARNING SYSTEMS INC DATE OF NAME CHANGE: 19930929 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Melvin Capital Management LP CENTRAL INDEX KEY: 0001628110 IRS NUMBER: 472172404 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 535 MADISON AVENUE - 22ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-373-1270 MAIL ADDRESS: STREET 1: 535 MADISON AVENUE - 22ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 SC 13G/A 1 laureate_13gam5dec312019.htm SC 13G/A

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G/A

 

 

Under the Securities Exchange Act of 1934

(Amendment No. 5-exit filing)*

 

 

Laureate Education, Inc.

(Name of Issuer)

 

Class A Common Stock, $0.004 par value per share

(Title of Class of Securities)

 

518613203

(CUSIP Number)

 

December 31, 2019

(Date of Event Which Requires Filing of this Statement)

 

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule 13G is filed:

 

[   ]  Rule 13d-1(b)

[X]  Rule 13d-1(c)

[   ]  Rule 13d-1(d)

 

 

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 
 

 

 

CUSIP No.  518613203
(1) Names of Reporting Persons
  Melvin Capital Management LP 
(2) Check the Appropriate Box if a Member of a Group (a) [    ] 
  (b) [    ] 
(3) SEC Use Only
(4) Citizenship or Place of Organization
  Delaware, USA
Number of Shares Beneficially Owned By Each Reporting Person With
  (5) Sole Voting Power: 0    
  (6) Shared Voting Power: 602,864*  
  (7) Sole Dispositive Power: 0    
  (8) Shared Dispositive Power: 602,864*  
       
(9) Aggregate Amount Beneficially Owned by Each Reporting Person
  602,864* 
(10) Check if the Aggregate Amount  in Row (9) Excludes Certain Shares (See Instructions):
  [    ] 
(11) Percent of Class Represented by Amount in Row (9)
  0.5%* 
(12) Type of Reporting Person
  IA 
 
           

* See Item 4 for additional information.

 

 

 
 

 

 

 

CUSIP No.  518613203
(1) Names of Reporting Persons
  Melvin Capital Master Fund Ltd
(2) Check the Appropriate Box if a Member of a Group (a) [    ] 
  (b) [    ] 
(3) SEC Use Only
(4) Citizenship or Place of Organization
  Cayman Islands 
Number of Shares Beneficially Owned By Each Reporting Person With
  (5) Sole Voting Power: 0    
  (6) Shared Voting Power: 0    
  (7) Sole Dispositive Power: 0    
  (8) Shared Dispositive Power: 0    
       
(9) Aggregate Amount Beneficially Owned by Each Reporting Person
  0
(10) Check if the Aggregate Amount  in Row (9) Excludes Certain Shares (See Instructions):
  [    ] 
(11) Percent of Class Represented by Amount in Row (9)
  0%
(12) Type of Reporting Person
  CO 
 
           

 

 

 

 

 
 

 

Item 1(a).  Name Of Issuer:  
   Laureate Education, Inc. (the “Issuer”)
Item 1(b).  Address of Issuer’s Principal Executive Offices:
 

650 South Exeter Street

Baltimore, MD 21202

 

Item 2(a).  Name of Person Filing:
  This report on Schedule 13G is being jointly filed by (i) Melvin Capital Management LP, a Delaware limited partnership (the “Firm”) and (ii) Melvin Capital Master Fund Ltd, a Cayman Islands exempted company (“Melvin Master”, and, together with the Firm, the “Reporting Persons”).
Item 2(b).  Address of Principal Business Office or, if None, Residence:
  The address for the Reporting Persons is: 535 Madison Avenue, 22nd Floor, New York, NY 10022. 
Item 2(c).  Citizenship:
  The Firm is organized under the laws of the State of Delaware. Melvin Master is organized under the laws of the Cayman Islands.
Item 2(d).  Title of Class of Securities:
  Class A Common Stock, par value $0.004 per share (the “Common Stock”).
Item 2(e).  CUSIP No.:
  518613203
Item 3.  If This Statement Is Filed Pursuant to Section 240.13d-1(b) or 240.13d-2(b) or (c), check whether the Person Filing is a:
  Not Applicable.

 

 

 
 

 

 

Item 4.  Ownership
 

Information with respect to Melvin Capital Management LP’s (the “Firm”) and Melvin Capital Master Fund Ltd’s (“Melvin Master”) ownership of the Common Stock as of December 31, 2019 is incorporated by reference to items (5) - (9) and (11) of the respective cover page of the Firm and Melvin Master.

 

The Firm is the investment manager to Melvin Master, a Cayman Islands exempted company, Melvin Capital Onshore LP, a Delaware limited partnership (“Melvin Onshore”) and one or more managed accounts (the “Managed Accounts”).

 

As of December 31, 2019, the Firm, as the investment manager to the Managed Accounts, may be deemed to beneficially own an aggregate of 602,864 shares of Common Stock of the Issuer held by the Managed Accounts. Gabriel Plotkin is the managing member of the general partner of the Firm and exercises investment discretion with respect to these securities. Ownership is based on 127,753,927 shares of Common Stock reported as issued and outstanding in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 6, 2019.

 

Item 5.  Ownership of Five Percent or Less of a Class
  If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [X].
Item 6.  Ownership of More Than Five Percent on Behalf of Another Person
   Not Applicable.
Item 7.  Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company or Control Person
   Not Applicable.
Item 8.  Identification and Classification of Members of the Group
   Not Applicable.

 

 

 
 

 

 

 

 

Item 9.  Notice of Dissolution of Group
   Not Applicable.
Item 10.  Certification
  By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

 

 
 

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Dated:  February 14, 2020    
     
  MELVIN CAPITAL MANAGEMENT LP  
     
     
  By: /s/ Evan Cohen  
  Name: Evan Cohen  
  Title: Chief Compliance Officer  

  

     
     
 

Melvin Capital Master Fund Ltd

By: Melvin Capital Management LP, its Investment Manager

 
     
     
  By: /s/ Evan Cohen  
  Name: Evan Cohen  
  Title: Chief Compliance Officer  

 

 

 

Attention: Intentional misstatements or omissions of fact constitute

Federal criminal violations (See 18 U.S.C. 1001)

 

 

 

 
 

Exhibit Index

 

Exhibit

 

1.        Joint Filing Agreement dated as of February 15, 2019, by and between Melvin Capital Management LP and Melvin Capital Master Fund Ltd. (incorporated by reference to Exhibit 1 to the Schedule 13G filed with the Securities and Exchange Commission on February 15, 2019).