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): May 2, 2011
Education Management Corporation
(Exact name of registrant as specified in its charter)
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Pennsylvania
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001-34466
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25-1119571 |
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.) |
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210 Sixth Avenue, Pittsburgh, Pennsylvania
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15222 |
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(Address of principal executive offices)
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(Zip code) |
Registrants telephone number, including area code: (412) 562-0900
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 8.01 Other Events.
On May 2, 2011, Education Management Corporation (the Company) announced that the Office of the
U.S. Attorney for the Western District of Pennsylvania has informed the Company that the U.S.
Department of Justice has filed a motion to intervene in a qui tam action involving the Company
which was filed in United States District Court for the Western District of Pennsylvania. This
matter relates to a previously disclosed investigation by the Civil Division of the U.S. Department
of Justice with respect to the compensation of admissions representatives. The case alleges that
the Companys compensation plans for admission representatives violated the Higher Education Act,
as amended, and U.S. Department of Education regulations prohibiting an institution
participating in Title IV Programs from providing any commission, bonus or other incentive payment
based directly or indirectly on success in securing enrollments to any person or entity engaged in
any student recruitment or admissions activity. The Company believes that several states intend to join the qui tam action alleging violations of their
respective state False Claims Acts.
The Company implemented a compensation plan for its admissions representatives in July of 2003
which was designed to comply with a safe harbor adopted by the U.S. Department of Education. The
design of the compensation plan was based on advice of counsel that the plan complied with the safe
harbor. The Company intends to vigorously defend itself.