-----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, AYoaPG56FBpqSHRm8qwZ5ZSUbWt1jBrrw9L4MilSqIMQaVHucccv8Yjj7xZLeDLV yCnQjXs2/LChFwRFLt6lmA== 0001157523-07-009927.txt : 20071017 0001157523-07-009927.hdr.sgml : 20071017 20071017163033 ACCESSION NUMBER: 0001157523-07-009927 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071017 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071017 DATE AS OF CHANGE: 20071017 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: 071176748 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 a5520843.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) October 17, 2007 --------- DEVRY INC. (Exact name of registrant as specified in its charter) --------- Delaware 1-13988 36-3150143 (State of incorporation) (Commission File Number) (IRS Employer Identification No.) One Tower Lane, Suite 1000 Oakbrook Terrace, Illinois 60181 (Address of principal executive offices) (Zip Code) (630) 571-7700 (Registrant's telephone number, including area code) N/A (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 (see General Instruction A.2. below): |_| Written communications pursuant to Rule 425 under the 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)) ================================================================================ Item 7.01 Regulation FD Disclosure On October 17, 2007, the Company signed an agreement to acquire Advanced Academics Inc. (AAI), a leading provider of online secondary education, for $27.5 million in cash. Closing is expected to occur by October 31, 2007. Founded in 2000 and headquartered in Oklahoma City, Okla., AAI partners with school districts to help more students graduate high school. AAI supplements traditional classroom programs through Web-based course instruction using highly qualified teachers and a proprietary technology platform specifically designed for secondary education. AAI also operates virtual high schools in 5 states. Since its inception, AAI has delivered online learning programs to more than 15,000 students in more than 300 schools. The existing AAI management team will remain in place, and will report to Steven Riehs, vice president and general manager of DeVry Online. The financial results of AAI will be reported as part of the DeVry University segment. Forward Looking Statements This Form 8-K and the related press release contain forward-looking statements within the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All statements other than those that are purely historical are forward-looking statements. Words such as "expect," "anticipate," "believe," "estimate," "intend," "plan," and similar expressions also identify forward-looking statements. Because these forward-looking statements involve risks and uncertainties, there are important factors that could cause the Company's actual results to differ materially from those projected or implied by these forward-looking statements. Additional information regarding factors that could cause results to differ can be found in the Company's Annual Report on Form 10-K for the fiscal year ended June 30, 2007. These forward-looking statements are based on information as of October 17, 2007, and the Company assumes no obligation to publicly update or revise its forward-looking statements even if experience or future changes make it clear that any projected results expressed or implied therein will not be realized. Item 9.01 Financial Statements and Exhibits 99.1 Press Release dated October 17, 2007 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. DEVRY INC. (Registrant) Date: October 17, 2007 By: /s/ Richard M. Gunst ------------------------------------- Richard M. Gunst Senior Vice President, Chief Financial Officer and Treasurer EXHIBIT INDEX Exhibit Number Description - -------------- -------------------------------------------------------------- 99.1 Press Release dated October 17, 2007 EX-99.1 2 a5520843ex99-1.txt EXHIBIT 99.1 Exhibit 99.1 DeVry Inc. Acquires Advanced Academics Inc. Continues Diversification with Investment in Growing Online High School Market OAKBROOK TERRACE, Ill.--(BUSINESS WIRE)--Oct. 17, 2007--DeVry Inc. (NYSE: DV), a global provider of educational services, announced today that it has signed an agreement to acquire Advanced Academics Inc. (AAI), a leading provider of online secondary education, for $27.5 million in cash. Closing is expected to occur by October 31, 2007. Founded in 2000 and headquartered in Oklahoma City, Okla., AAI partners with school districts to help high school students graduate and succeed. AAI supplements traditional classroom programs through online course instruction using highly qualified teachers and a proprietary technology platform specifically designed for secondary education. AAI also operates virtual high schools in partnership with school districts and charter schools in 6 states. Since its inception, AAI has delivered online learning programs to more than 20,000 students in more than 200 school districts. "The acquisition of Advanced Academics is an investment in a high-growth market, and consistent with our strategy of aggressive growth in online education," said Daniel Hamburger, president and CEO of DeVry Inc. "We also see opportunities to articulate high school graduates to our postsecondary offerings, and to enhance our existing relationships with high schools." The existing AAI management team and employees will remain in place in Oklahoma City, and will report to Steven Riehs, vice president and general manager of DeVry Online. Jeffrey A. Elliott, president and CEO of AAI, will continue to serve as president. The financial results of AAI will be reported as part of the DeVry University segment. "DeVry Inc. is a true pioneer and leader in career-focused education," said Elliott. "We are extremely pleased to be joining an organization that has a proven track record of helping students achieve their educational and career goals. We believe we can grow AAI faster, with quality, by leveraging the resources, relationships and reputation of DeVry." According to the U.S. Department of Education, enrollment in online high school programs grew by 73 percent annually from 2000 to 2006. Eduventures, Inc., a leading provider of higher education research and consulting services, projects that revenue in this market will be $2 billion by 2011, compared to $325 million in 2006. Eighteen states currently allow online charter schools and 25 states have state-sponsored online school programs. Additionally, 36 percent of school districts offer some online learning programs, while 72 percent of school districts intend to increase online learning in the near future. "The online high school market is poised for significant growth," said Adam Newman, managing vice president at Eduventures. "This emergent market will have a significant impact on the future of K-12 education, as has been the case with online initiatives in the postsecondary market during the past decade." AAI is accredited by the North Central Association (NCA) and the Commission on International and Trans-Regional Accreditation (CITA). All AAI faculty hold bachelor's or master's degrees in their subject area, are multi-state certified and have significant traditional classroom experience. About DeVry Inc. DeVry Inc. (NYSE: DV) is the parent organization of DeVry University, Ross University, Chamberlain 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, healthcare technology, business and management. Ross University offers doctoral degree programs through its schools of Medicine and Veterinary Medicine. Chamberlain College of Nursing offers associate and bachelor's degree programs in nursing. Becker Professional Review, which includes Becker CPA Review and Stalla Review for the CFA Exams, provides professional education and exam review for accounting and finance professionals. For more information, visit http://www.devryinc.com. Certain statements contained in this release concerning DeVry's future performance, including those statements concerning DeVry's expectations or plans, may constitute forward-looking statements subject to the Safe Harbor Provision of the Private Securities Litigation Reform Act of 1995. These forward-looking statements generally can be identified by phrases such as DeVry Inc. or its management "believes," "expects," "anticipates," "foresees," "forecasts," "estimates" or other words or phrases of similar import. Actual results may differ materially from those projected or implied by these forward-looking statements. Potential risks, uncertainties and other factors that could cause results to differ are described more fully in Item 1A, "Risk Factors," in the Company's most recent Annual Report on Form 10-K for the year ending June 30, 2007 and filed with the Securities and Exchange Commission on August 24, 2007. CONTACT: DeVry Inc. Investor Contact: Joan Bates jbates@devry.com 630-574-1949 or Dresner Corporate Services Media Contact: David Gutierrez dgutierrez@dresnerco.com 312-780-7204 -----END PRIVACY-ENHANCED MESSAGE-----