-----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, U8WDDPm53aF4q0N7hMrk74FqibbEQqwUYreJHiB5azu+VXNdmHG80AxCSpmGhahc sYmT9BJJo5PhkRyl+lQj5g== 0000912057-02-034657.txt : 20020905 0000912057-02-034657.hdr.sgml : 20020905 20020905170349 ACCESSION NUMBER: 0000912057-02-034657 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020905 ITEM INFORMATION: Other events FILED AS OF DATE: 20020905 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SYLVAN LEARNING SYSTEMS INC CENTRAL INDEX KEY: 0000912766 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200] IRS NUMBER: 521492296 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22844 FILM NUMBER: 02757720 BUSINESS ADDRESS: STREET 1: 1000 LANCASTER ST CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 4108438000 MAIL ADDRESS: STREET 1: 1000 LANCASTER ST CITY: BALTIMORE STATE: MD ZIP: 21202 8-K 1 a2088603z8-k.htm 8-K
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): September 5, 2002

Sylvan Learning Systems, Inc.
(Exact Name of Registrant as Specified in Charter)

Maryland
(State or Other Jurisdiction of Incorporation)
  0-22844
(Commission File Number)
  52-1492296
(IRS Employer Identification No.)

1001 Fleet Street, Baltimore, Maryland      21202
(Address of Principal Executive Offices)                        (ZIP Code)

Registrant's telephone number, including area code: (410) 843-8000

1000 Lancaster Street, Baltimore, Maryland 21202
(Former Name or Former Address, if Changed Since Last Report)





Item 5.  Other Events.

        On September 4, 2002, Sylvan Learning Systems, Inc. issued a press release announcing the acquisition of the Glion Group S.A., the parent company of Glion Hotel School S.A., a leading hospitality management school in Switzerland. Attached as Exhibit 99.1 to this Current Report on Form 8-K is the text of the September 4, 2002 press release, which is incorporated by reference in this Item 5.

[Signature on following page.]



SIGNATURE

        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.

  SYLVAN LEARNING SYSTEMS, INC.

 

/s/ Sean R. Creamer

  Name: Sean R. Creamer
  Title: Senior Vice President and Chief Financial Officer

Date: September 5, 2002




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SIGNATURE
EX-99.1 3 a2088603zex-99_1.htm EXHIBIT 99.1
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Exhibit 99.1

[SYLVAN LEARNING SYSTEMS, INC. LOGO]

Sylvan Contacts:        
Sean Creamer
Chief Financial Officer
(410) 843-8991
  Steve Drake
Vice President, Communications
(410) 843-6295
  Chris Symanoskie
Manager, Investor Relations
(410) 843-6394

SYLVAN LEARNING SYSTEMS ACQUIRES LEADING
HOTEL MANAGEMENT SCHOOL

Acquisition of Glion Positions Sylvan International Universities as
Global Leader in Hospitality Management Education

        BALTIMORE (September 4, 2002)—Sylvan Learning Systems, Inc. (NASDAQ: SLVN) today announced the acquisition of the Glion Group S.A., the parent company of Glion Hotel School S.A., a leading hospitality management school in Switzerland.

        The agreement makes Sylvan International Universities (SIU) one of the world's leaders in the rapidly growing hotel management education sector, with a total of more than 2,500 students currently enrolled at five campus locations in SIU-managed schools. Sylvan acquired the Les Roches Hotel Management School in Bluche, Switzerland in October, 2000, and in March, 2002 acquired a campus in Marbella, Spain, which was previously a franchise of Les Roches. That campus has an enrollment of more than 300 students.

        "The addition of Glion to our growing network of universities is good news for our students, our faculty and the global hospitality industry," said Raph Appadoo, President and CEO of Sylvan International Universities. "We plan to maintain separate identities for Glion and Les Roches, but will encourage the two schools to share their specific areas of expertise and knowledge."

        Mr. Appadoo added, "Our aim is to expand internationally both the Les Roches and Glion brands. That strategy will include the establishment of feeder schools in new key markets and plans to share curriculum with our existing platform universities in Spain, Chile, and Mexico. Sylvan International Universities is fully committed to hospitality management education as one of our key vertical markets, along with business, information technology and healthcare."

        A leader in the hospitality industry had words of praise for Sylvan's announcement.

        "Glion and Les Roches have produced many talented and successful executives in our industry," said Wolf Hengst, President of Worldwide Hotel Operations at Four Seasons Hotels and Resorts. "By bringing together these two prestigious institutions, Sylvan is well-positioned to meet the growing, global demand for management talent in the hospitality industry today."

        Founded in 1962, Glion (www.glion.ch) is accredited by the New England Association of Schools and Colleges, offers six hospitality management degrees in English and French, and serves more than 1,200 students from more than 70 countries through three campus locations in Glion, Bulle, and Leysin, Switzerland. Each campus offers students a modern infrastructure, an intimate learning atmosphere, and a world-renowned curriculum.

        Sylvan acquired 100% ownership of Glion with an investment of $15.8 million in cash. In connection with the acquisition, Sylvan also assumed Glion's mortgage debt of $24 million related to the school's substantial real estate holdings.

—  MORE  —


        For the full year 2002, Glion S.A. is expected to generate revenues of approximately $20.3 million and earnings before interest, taxes, depreciation and amortization (EBITDA) of $3.7 million. The Glion acquisition is expected to be accretive to Sylvan's 2003 earnings.

        The results of the operations of Glion Group S.A. will be combined with Les Roches' Switzerland and Spain operations as part of a consolidated SIU hospitality management education segment.

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About Sylvan International Universities

        Sylvan International Universities ("SIU") (www.sylvanu.com) is pioneering the largest and most ambitious network of post-secondary education institutions worldwide. SIU operates a network of six post-secondary institutions serving more than 56,000 students at 25 campus locations worldwide. The SIU network of universities includes Universidad Europea (UEM) based in Madrid; Universidad del Valle de Mexico (UVM) based in Mexico City; Universidad de las Americas (UDLA), based in Santiago, Chile; Les Roches Hotel Management School (Les Roches), based in Crans-Montana, Switzerland; Glion Hotel School (Glion), based in Glion, Switzerland; and Ecole Supérieure du Commerce Extérieur (ESCE), based in Paris.

        Aside from the significant supply-demand imbalance in most post-secondary education markets outside the United States, SIU expects to benefit from worldwide trends in education deregulation and the growing need for career-oriented education in an increasingly knowledge-based, global economy.

About Sylvan Learning Systems

        Sylvan Learning Systems, Inc. (www.sylvan.net) is the leading provider of education services to families and schools worldwide. The Sylvan Learning Center business provides personalized instruction services to K-12 students through direct consumer relationships. Sylvan Education Solutions provides tutoring and related services under contract to school systems. Sylvan provides courses to adult students throughout the world in the areas of teacher training, and accredited university offerings through Online Higher Education and Sylvan International Universities. Sylvan International Universities is pioneering the largest and most ambitious network of post-secondary education institutions worldwide. Sylvan Ventures, Sylvan's research and investment vehicle, focuses on bringing emerging technology solutions to the education and training marketplace.

Forward Looking Statements

        This release includes information that could constitute forward-looking statements made pursuant to the safe harbor provision of the Private Securities Litigation Reform Act of 1995. Any such forward-looking statements may involve risk and uncertainties. Political, economic, currency, tax, regulatory, technological, competitive and other factors could cause actual results to differ materially from those anticipated in the forward-looking statements. Additional information regarding these risk factors and uncertainties is detailed from time to time in the Company's filings with the Securities and Exchange Commission, including but not limited to our most recent Forms 10-K and 10-Q, available for viewing on our website. (To access this information on our website, please click on "Investor Relations," "SEC Filings").

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