0001104659-21-044126.txt : 20210330 0001104659-21-044126.hdr.sgml : 20210330 20210330191529 ACCESSION NUMBER: 0001104659-21-044126 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210326 FILED AS OF DATE: 20210330 DATE AS OF CHANGE: 20210330 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Wengen Alberta, LP CENTRAL INDEX KEY: 0001399590 STATE OF INCORPORATION: A0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38002 FILM NUMBER: 21789053 BUSINESS ADDRESS: STREET 1: C/O LAUREATE EDUCATION, INC. STREET 2: 650 SOUTH EXETER STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 212-750-8300 MAIL ADDRESS: STREET 1: C/O LAUREATE EDUCATION, INC. STREET 2: 650 SOUTH EXETER STREET CITY: BALTIMORE STATE: MD ZIP: 21202 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Wengen Investments LTD CENTRAL INDEX KEY: 0001406898 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38002 FILM NUMBER: 21789052 BUSINESS ADDRESS: STREET 1: C/O KKR STREET 2: 9 WEST 57TH STREET SUITE 4200 CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-230-9742 MAIL ADDRESS: STREET 1: C/O KKR STREET 2: 9 WEST 57TH STREET SUITE 4200 CITY: NEW YORK STATE: NY ZIP: 10019 ISSUER: 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 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 4 1 tm2111422-1_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2021-03-26 0 0000912766 LAUREATE EDUCATION, INC. LAUR 0001399590 Wengen Alberta, LP C/O LAUREATE EDUCATION, INC., 650 SOUTH EXETER STREET BALTIMORE MD 21202 0 0 1 0 0001406898 Wengen Investments LTD C/O LAUREATE EDUCATION, INC., 650 SOUTH EXETER STREET BALTIMORE MD 21202 0 0 1 0 Class A Common Stock 2021-03-26 4 C 0 17229423 A 17229423 D Class A Common Stock 2021-03-26 4 J 0 17229423 D 0 D Class B Common Stock 2021-03-26 4 C 0 17229423 0.00 D Class A Common Stock 17229423 68917693 D Represents the number of shares that were acquired upon conversion of Class B Common Stock ("Class B Common Stock") of Laureate Education, Inc. (the "Issuer") to Class A Common Stock of the Issuer ("Class A Common Stock"). Upon distribution of shares of Class B common stock ("Class B Common Stock") of Laureate Education, Inc. (the "Issuer") by Wengen Alberta, Limited Partnership ("Wengen") to its investors pro rata based on their respective ownership interest in Wengen, such shares of Class B Common Stock automatically converted into shares of Class A common stock of the Issuer ("Class A Common Stock") on a one-for-one basis (the "Distribution"). Each share of Class B Common Stock is convertible into one share of Class A Common Stock upon the election of the holder or upon transfer, subject to the terms of the Issuer's Amended and Restated Certificate of Incorporation. An aggregate of 17,229,423 shares of Class B Common Stock converted automatically into 17,229,423 shares of Class A Common Stock in the Distribution. Represents shares held directly by Wengen. Wengen Investments Limited ("Wengen GP") is the general partner of Wengen. Certain investors, including, but not limited to, certain investment funds and other persons affiliated with or managed by Kohlberg Kravis Roberts & Co. L.P., CPV Partners, LLC, Sterling Fund Management, LLC and Snow Phipps Group, LLC (collectively, the "Wengen Investors"), have interests in the Issuer through Wengen. Each of the Wengen GP and the holders of interests in Wengen (including the Wengen Investors) disclaims beneficial ownership of the securities held by Wengen except to the extent of its pecuniary interest therein. WENGEN ALBERTA, LIMITED PARTNERSHIP By: Wengen Investments Limited, its general partner By: /s/ Steven M. Taslitz Name: Steven M. Taslitz Title: Director 2021-03-30 WENGEN INVESTMENTS LIMITED By: /s/ Steven M. Taslitz Name: Steven M. Taslitz Title: Director 2021-03-30