-----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, CMWt1zOd/TtjZaF/HYnuLuC+fVRl9UYAkhRbfChBpClLYr0mCGZ9iKq1TM33bid3 gGoHHO5uqeMCC7gykcE3FA== 0001157523-05-003582.txt : 20050421 0001157523-05-003582.hdr.sgml : 20050421 20050421080023 ACCESSION NUMBER: 0001157523-05-003582 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050421 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050421 DATE AS OF CHANGE: 20050421 FILER: 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: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22844 FILM NUMBER: 05763165 BUSINESS ADDRESS: STREET 1: 1001 FLEET STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 4108436100 MAIL ADDRESS: STREET 1: 1001 FLEET STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: SYLVAN LEARNING SYSTEMS INC DATE OF NAME CHANGE: 19930929 8-K 1 a4867752.txt LAUREATE EDUCATION 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): April 21, 2005 LAUREATE EDUCATION, INC. (Exact name of registrant as specified in its charter) Maryland 0-22844 52-1492296 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 1001 Fleet Street, Baltimore, Maryland 21202 (Address of principal executive offices) (ZIP Code) Registrant's telephone number, including area code: (410) 843-6100 - -------------------------------------------------------------------------------- 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: [ ] 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)) Section 2 - Financial Information Item 2.02 Results of Operations and Financial Condition On April 21, 2005 the Company issued a press release announcing its financial results for the first quarter ended March 31, 2005. A copy of the release is furnished as Exhibit 99.01 to this Current Report on Form 8-K. The Registrant has posted this Current Report on Form 8-K on its internet website at www.laureate-inc.com. Section 9 - Financial Statements and Exhibits Item 9.01 Financial Statements and Exhibits (c) Exhibits 99.01 Press Release issued April 21, 2005. The information in this Form 8-K and the Exhibit attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Exchange Act of 1933, except as shall be expressly set forth by specific reference in such filing. 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. LAUREATE EDUCATION, INC. /s/Sean R. Creamer ----------------------------------------- Name: Sean R. Creamer Title: Senior Vice President and Chief Financial Officer Date: April 21, 2005 Exhibit Index Exhibit Description - ------- ----------- 99.01 Press Release issued April 21, 2005. EX-99.01 2 a4867752ex99.txt EXHIBIT 99.01 PRESS RELEASE Exhibit 99.01 Laureate Education, Inc. Reports 32% Increase in Total Student Enrollment and Strong First Quarter 2005 Results; Company Introduces 2006 Earnings Outlook of $2.00 to $2.10 Per Diluted Share BALTIMORE--(BUSINESS WIRE)--April 21, 2005--Laureate Education, Inc. (NASDAQ: LAUR), the world's leading international provider of higher education, announced strong enrollment and financial results for the quarter ended March 31, 2005. -- First quarter 2005 revenues increased 39% to $184.1 million, compared to $132.2 million in the first quarter of 2004. -- Total operating income for the first quarter 2005 increased 46% to $5.2 million compared to $3.6 million in the first quarter of 2004. -- The Company reported earnings from continuing operations of $0.07 per diluted share for the quarter ending March 31, 2005, the Company's seasonally weakest quarter. -- The Company introduced 2006 earnings outlook of $2.00 to $2.10 per diluted share and increased its 2005 earnings outlook by $0.02 per share to $1.62 to $1.67 per diluted share. -- The Company reported first quarter increases of 28% and 32% in new and total student enrollment, respectively, at its network of campus-based and online institutions. -- The Company's campus-based institutions reported a 28% increase in new student enrollment and a 33% increase in total student enrollment. -- Laureate Online Education reported total degree enrollment increased 26% to 22,918 students, driven by a 27% increase in new student enrollment. -- The Company also announced the appointment of Isabel Aguilera to serve on the Company's Board of Directors. As the Chief Operating Officer for NH Hoteles, a global hospitality company operating over 240 luxury hotels in 18 countries throughout Europe and Latin America, Ms. Aguilera is responsible for the daily operations and financial performance of NH Hoteles worldwide. Ms. Aguilera previously held positions with Dell Computer Corporation, Olivetti PC, Vodafone and Hewlett-Packard and brings to the Laureate Board of Directors over 20 years of experience in operations and marketing on an international scale. Douglas Becker, Chairman and Chief Executive Officer of Laureate Education, stated, "We are very pleased with the strong growth of our secondary intake in our Mexico/Central America region which bodes well for the upcoming, larger primary intake in that region in our third quarter. We are also delighted with the powerful enrollment momentum in our Online division. The performance of these two growth leaders should position us to meet our plan for an 18-20% increase in Campus-based total enrollment and a 30-40% increase in Online total enrollment this year." "This growth, coupled with the visibility afforded by an average student stay of more than three years, allows us to confidently introduce guidance for earnings growth in 2006 of approximately 25% over an expected record year in 2005. More importantly, we are continuing to lay the groundwork for new campuses, new programs and new countries that should allow us to sustain that rate of earnings growth through 2010 - enabling us to achieve our goal for that year of $2 billion in revenue and $5.00 EPS." Other Financial Information After-tax income from continuing operations for the first quarter of 2005 was $3.9 million or $0.07 per share on diluted shares outstanding of 51.8 million. Total cash and marketable securities at March 31, 2005 were approximately $117 million, while total corporate debt was approximately $107 million. Laureate Education now operates institutions of higher education in 12 countries, offering programs through 43 campus locations, and online to students in over 80 countries. Revenue Growth - Constant Currency Three months ended March 31, 2005 % Growth Revenue Amount Constant (In Thousands) 2005 2004 in USD Currency ---- ---- ------ -------- Mexico Region(1) $ 56,865 $ 47,938 19% 20% Andean Region(2) 20,003 18,335 9% 6% Europe Region 45,356 41,199 10% 5% Online 36,582 24,684 48% 48% ------ ------- Subtotal 158,806 132,156 20% NA Acquisitions 25,308 NA ------ -- Total $ 184,114 $ 132,156 39% NA ======= ======= Enrollment - ---------- As of April 20, 2005 New Student Enrollment 2005 2004 % Change ---- ---- -------- Mexico Region(1)(3) 8,035 6,330 27% Andean Region(2) 20,497 18,528 11% Europe Region(3) 514 460 12% Online 4,828 3,815 27% ------- ------- Subtotal: 33,874 29,133 16% New Student Enrollment at Acquired Schools(4): 3,367 NA NA ------- ------- New Student Enrollment with Acquisitions: 37,241 29,133 28% ======= ======= Total Student Enrollment 2005 2004 ---- ---- Mexico Region(1) 57,633 48,490 19% Andean Region(2) 57,211 49,223 16% Europe Region 11,922 11,816 1% Online 22,918 18,144 26% ------- ------- Subtotal: 149,684 127,673 17% Total Student Enrollment at Acquired Schools(4): 18,556 NA NA ------- ------- Total Student Enrollment with Acquisitions: 168,240 127,673 32% ======= ======= (1) Mexico Region includes campus-based universities located in Mexico, Panama and Costa Rica. (2) Andean Region includes Laureate's campus-based universities located in Chile and Ecuador. (3) Represents results of secondary intake. Primary intake is in the third quarter. (4) Acquired schools include acquisitions not owned during the full periods presented. Financial Outlook The following statements are based on current expectations. These statements are forward-looking and actual results may differ materially. -- Laureate Education anticipates total revenue of $210 to $230 million for the second quarter 2005. -- The Company anticipates Campus-Based revenue of $170 to $185 million for the second quarter 2005, with operating margins between 20% and 21%. Latin America expects revenue of $118 to $130 million with margins of 26% to 27%. Europe expects revenue of $52 to $55 million with margins of 14% to 15%. Campus-based general and administrative expenses are expected to be approximately $3.5 million. -- The Company anticipates Online revenue of $40 to $45 million for the second quarter 2005, with operating margins between 11% and 12%. -- General and administrative expenses are expected to be approximately $7 million in the second quarter 2005. -- Non-cash stock compensation expense is expected to be approximately $1 million in the second quarter 2005. -- The Company currently believes that it will achieve earnings of $0.42 to $0.44 per diluted share for the quarter ending June 30, 2005. -- Fully diluted shares outstanding for the second quarter 2005 are projected to be approximately 52.0 million. -- The Company increased its full year 2005 Earnings Outlook by $0.02 per share to $1.62 to $1.67 per diluted share. -- The Company introduces full year 2006 Earnings Outlook of $2.00 to $2.10 per diluted share. This earnings outlook is prior to the adoption of SFAS123R. About Laureate Education, Inc. Laureate Education Inc. (NASDAQ: LAUR) is focused exclusively on providing a superior university experience to nearly 170,000 students through the leading global network of accredited campus-based and online universities. Addressing the rapidly growing global demand for higher education, Laureate offers a broad range of career-oriented undergraduate and graduate programs through campus-based universities located in Latin America, Europe, and Asia. Through online universities, Laureate offers the growing population of non-traditional, working-adult students the convenience and flexibility of distance learning to pursue undergraduate, master's and doctorate degree programs in major career fields including engineering, education, business, and healthcare. For more information, please visit our website, www.laureate-inc.com. 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. Although the Company believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, the Company's actual results could differ materially from those described in the forward-looking statements. The following factors might cause such a difference: -- The Company's operations can be materially affected by competition in its target markets and by overall market conditions, among other factors. -- The Company's foreign operations, in particular, are subject to political, economic, legal, regulatory and currency-related risks. 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, www.laureate-inc.com, please click on "Investor Relations", "SEC Filings") Laureate Education, Inc. & Subsidiaries Consolidated Statements of Operations (Amounts in thousands, except per share data) Three Months Ended March 31, ---------------------------------------- 2005 2004 $Variance %Variance ---------------------------------------- Revenues Mexico region (a) $ 63,725 $ 47,938 $ 15,787 33% Andean region (b) 24,290 18,335 5,955 32% -------- -------- --------- ---------- Campus Based-Latin America 88,015 66,273 21,742 33% Spain 29,115 25,911 3,204 12% Hospitality/Switzerland(c) 13,795 12,653 1,142 9% France 13,726 2,635 11,091 GT200% -------- -------- --------- ---------- Campus Based-Europe 56,636 41,199 15,437 37% -------- -------- --------- ---------- Campus Based total 144,651 107,472 37,179 35% -------- -------- --------- ---------- Laureate Online Education 39,463 24,684 14,779 60% -------- -------- --------- ---------- Total revenues 184,114 132,156 51,958 39% -------- -------- ---------- ---------- Core operating expenses 171,884 122,563 49,321 40% Non-cash stock compensation expense 780 712 68 10% General and administrative expenses 6,214 5,289 925 17% -------- -------- --------- ---------- Total operating expenses 178,878 128,564 50,314 39% -------- -------- --------- ---------- Operating income 5,236 3,592 1,644 46% Non-operating items Interest and other income 2,416 3,302 (886) -27% Interest expense (2,374) (1,558) (816) -52% Foreign exchange gain (loss) 249 360 (111) -31% -------- -------- --------- ---------- Total non-operating items 291 2,104 (1,813) -86% -------- -------- --------- ---------- Income from continuing operations before minority interest, equity in net income (loss) of affiliates, and income taxes 5,527 5,696 (169) -3% Minority interest in income of consolidated subsidiaries, net of income tax (892) (2,474) 1,582 64% Equity in net loss of GT-200% affiliates, net of income tax (90) (8) (82) Income tax expense (691) (707) 16 2% -------- -------- --------- ---------- Income from continuing operations 3,854 2,507 1,347 54% Income (loss) from discontinued operations, net of income tax (d) 742 (2,891) 3,633 N/A -------- -------- --------- ---------- Net income (loss) $ 4,596 $ (384) $ 4,980 N/A ======== ======== ========= ========== Weighted average shares - basic 49,237 44,925 Weighted average shares - diluted 51,819 47,484 EPS-Net income (loss) (basic) $ 0.09 $ (0.01) EPS-Net Income (loss) (diluted) $ 0.09 $ (0.01) EPS-Income from continuing operations (basic) $ 0.08 $ 0.06 EPS-Income from continuing operations (diluted) $ 0.07 $ 0.05 Segment operating profit (loss): Campus Based- Latin America $ 4,744 $ 3,563 $ 1,181 33% Campus Based-Europe 8,863 8,775 88 1% Campus Based-Overhead (2,590) (2,909) 319 11% -------- -------- --------- ---------- Campus Based - Total 11,017 9,429 1,588 17% Laureate Online 1,213 164 1,049 GT200% a) The Mexico region includes Mexico, Costa Rica and Panama. b) The Andean region includes Chile, Ecuador and Peru. c) Hospitality includes the operating results of Les Roches, Marbella and Glion. d) The 2005 and 2004 operating results present the K-12 (including UK/France), WSI and India business units as discontinued operations. GT = Greater Than CONTACT: Laureate Education Sean Creamer, 410-843-8991 or Chris Symanoskie, 410-843-6394 -----END PRIVACY-ENHANCED MESSAGE-----