-----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, EMK2puXjK7ki3heejzsgH6a6TiAI3grVOtsva9iyxEykNAvsEjcrqbjNM8NyBkER QD6tvBle6xXkPUlCrjOP5g== 0001157523-05-002562.txt : 20050315 0001157523-05-002562.hdr.sgml : 20050315 20050315162109 ACCESSION NUMBER: 0001157523-05-002562 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050315 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050315 DATE AS OF CHANGE: 20050315 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DEVRY INC CENTRAL INDEX KEY: 0000730464 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200] IRS NUMBER: 363150143 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13988 FILM NUMBER: 05681959 BUSINESS ADDRESS: STREET 1: ONE TOWER LN STREET 2: SUITE 1000 CITY: OAKBROOK TERRACE STATE: IL ZIP: 60181 BUSINESS PHONE: 6305717700 MAIL ADDRESS: STREET 1: ONE TOWER LANE CITY: OAKBROOK STATE: IL ZIP: 60181 8-K 1 a4843937.txt DEVRY INC. 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) March 15, 2005 ------------------------------- DeVRY INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) DELAWARE 1-13988 36-3150143 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) ONE TOWER LANE, OAKBROOK TERRACE, IL 60181 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (630) 571-7700 ----------------------------- 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 (see General Instruction A.2 below): [ ] Written communications pursuant to Rule 425 under Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2 (b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Total number of pages: 6 -1- DEVRY INC. FORM 8-K INDEX Page No. Item 1.01 - Entry into a Material Definitive Agreement 3 Item 9.01 - Financial Statements and Exhibits 3 Signatures 3 Exhibit Index 4 -2- Item 1.01 - Entry into a Material Definitive Agreement On March 15, 2005, the Company signed a definitive agreement to acquire Deaconess College of Nursing for approximately $5.3 million in cash, subject to purchase price adjustments. Located in St. Louis, Missouri, Deaconess has approximately 450 students enrolled and offers associate and bachelor's degree programs in nursing. In addition, Deaconess offers a bachelor's degree completion program designed for registered nurses who have previously completed an associate degree program. Classes are offered days, evening and weekends with non-clinical coursework offered both on campus and online. Deaconess currently generates approximately $4 million in revenue and is not expected to have a material impact on earnings in fiscal 2005. Item 9.01 - Financial Statements and Exhibits (c) - Exhibits Exhibit Number Description - ------ ----------- 99.1 Press release relating to the signing of a definitive agreement to acquire Deaconess College of Nursing dated March 15, 2005. 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 thereunto duly authorized. DEVRY INC. ------------ (REGISTRANT) Date: March 15, 2005 /s/Ronald L. Taylor ------------------- Ronald L. Taylor Chief Executive Officer Date: March 15, 2005 /s/Norman M. Levine ------------------- Norman M. Levine Senior Vice President and Chief Financial Officer -3- EXHIBIT INDEX Exhibit Sequentially Number Description Numbered Page - -------------------------------------------------------------------------------- 99.1 Press release relating to the signing of a definitive agreement to acquire Deaconess College of Nursing dated March 15, 2005. 5-6 -4- EX-99.1 2 a4843937ex99.txt EXHIBIT 99.1 PRESS RELEASE Exhibit 99.1 DeVry Inc. To Acquire Deaconess College of Nursing; Expanding Healthcare Curriculum to Alleviate Shortage of Qualified Nursing Professionals OAKBROOK TERRACE, Ill.--(BUSINESS WIRE)--March 15, 2005--DeVry Inc. (NYSE:DV), an international higher education company, today reported it has signed a definitive agreement to acquire Deaconess College of Nursing for approximately $5.3 million in cash, subject to purchase price adjustments. Located in St. Louis, Missouri, Deaconess has approximately 450 students enrolled and offers associate and bachelor's degree programs in nursing. In addition, Deaconess offers a bachelor's degree completion program designed for registered nurses who have previously completed an associate degree program. Classes are offered days, evenings and weekends with non-clinical coursework offered both on campus and online. Deaconess currently generates approximately $4 million in revenue and is not expected to have a material impact on DeVry's earnings in fiscal 2005. "Deaconess will be an excellent addition to our current offerings in healthcare and should provide exceptional growth opportunities due to demographic and economic trends," said Ronald L. Taylor, DeVry's chief executive officer. According to the U.S. Department of Health and Human Services, the shortage of nurses reached 100,000 in 2000. In addition, strong demand for qualified nurses will continue and is expected to outpace supply through 2020. "This acquisition further establishes DeVry's position at the intersection of technology and healthcare, where our graduates apply the innovations created by advancements in these areas," continued Taylor. "In addition, the acquisition is consistent with our plan to develop and acquire high quality educational programs with the potential to offer them at existing DeVry University locations, thereby improving capacity utilization at those sites." Deaconess College of Nursing is accredited by the Higher Learning Commission of the North Central Association, the National League for Nursing Accrediting Commission and the Commission on Collegiate Nursing Education. For more information about Deaconess College of Nursing, visit its web site at www.deaconess.edu. DeVry Inc. (NYSE: DV) is the holding company for DeVry University, Ross University, Deaconess College of Nursing and Becker Professional Review. DeVry University, which includes Keller Graduate School of Management, offers associate, bachelor's and master's degree programs in technology, business and management. Ross University, through its schools of Medicine and Veterinary Medicine, offers both doctor of medicine and doctor of veterinary medicine degrees. Deaconess College of Nursing offers associate and bachelor's degree programs in nursing. Becker Professional Review, which includes Stalla CFA Review, provides preparatory coursework for the certified public accountant, certified management accountant and chartered financial analyst exams. DeVry Inc. is based in Oakbrook Terrace, Ill. For more information about the company, visit http://www.devry.com. CONTACT: DeVry Inc. Joan Bates (Investor), 630-574-1949 or Dresner Corporate Services Kyra Kyles (Media), 312-780-7208 -----END PRIVACY-ENHANCED MESSAGE-----