-----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, LkXk9hM8aakDMp1iHR8S6SsGx3hdEa6iIPDsCgvcF4JVb1HBmDA+Wwo2K03cSvSd SihHiQmS5BKz5f3OJai48Q== 0001157523-05-008979.txt : 20051020 0001157523-05-008979.hdr.sgml : 20051020 20051020080054 ACCESSION NUMBER: 0001157523-05-008979 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20051020 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20051020 DATE AS OF CHANGE: 20051020 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: 051146243 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 a4998126.txt LAUREATE EDUCATION, 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 20, 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 October 20, 2005 the Company issued a press release announcing its financial results for the third quarter ended September 30, 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 October 20, 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/Rosemarie Mecca ----------------------------------- Name: Rosemarie Mecca Title: Executive Vice President and Chief Financial Officer Date: October 20, 2005 Exhibit Index Exhibit Description - ------- ----------- 99.01 Press Release issued October 20, 2005. EX-99.01 2 a4998126ex99-01.txt EXHIBIT 99.01 Exhibit 99.01 Laureate Education, Inc. Reports Record Student Enrollment and Strong Third Quarter 2005 Results; Total Student Enrollment Increases 27% Over Prior Year to 193,057 Students BALTIMORE--(BUSINESS WIRE)--Oct. 20, 2005--Laureate Education, Inc. (NASDAQ: LAUR), the world's leading international provider of higher education, announced robust student enrollment and strong financial results for the quarter ended September 30, 2005. -- Third quarter 2005 revenues increased 36% to $199.2 million, compared to $146.1 million in the third quarter of 2004. -- Total operating income for the third quarter 2005 increased 18% to $20.8 million compared to $17.7 million in the third quarter of 2004. -- The Company reported earnings from continuing operations of $0.23 per diluted share for the quarter ending September 30, 2005, a seasonally weak quarter as many northern hemisphere institutions are out of session. This compares to $0.19 per diluted share for the same period of 2004. -- The Company's campus-based institutions reported third quarter total student enrollment increased 26% to 167,034 students. -- Laureate Online Education reported third quarter total student enrollment increased 28% to 26,023 students. -- The Company currently believes that it will achieve earnings of $0.89 to $0.94 per diluted share for the quarter ending December 31, 2005, bringing full year earnings of $1.62 to $1.67 per diluted share. -- Laureate Education extended its presence in Central America by acquiring a 100% interest in the third largest private university in Honduras, Universidad Tecnologica Centroamericana (UNITEC). -- Universidad del Valle de Mexico (UVM) announced the opening of its 21st campus, located in Torreon, Mexico. Douglas Becker, Chairman and Chief Executive Officer of Laureate Education stated, "We are very pleased with the strength of our new student enrollment across all business units. This continued momentum in new enrollment supports growth in total enrollments and revenues in 2006 and beyond due to an average length of stay of nearly three years. We are finding that Laureate network programs such as working adult, study abroad and dual degrees are providing our universities with an important competitive advantage at the local level, adding to the value of the Laureate brand." Financial Results Total revenues for the third quarter of 2005 were $199.2 million, an increase of 36% compared to total revenues of $146.1 million in the third quarter of 2004. Total operating income for the third quarter increased 18% to $20.8 million, versus operating income of $17.7 million in the third quarter of 2004. After-tax income from continuing operations for the third quarter of 2005 was $12.0 million or $0.23 per diluted share, compared to $9.3 million or $0.19 per diluted share for the same period of 2004. For the nine-month period ended September 30, 2005, total revenues were $597.6 million, an increase of 37% compared to total revenues of $436.5 million in the same period of 2004. Total operating income for the nine-month period increased 38% to $59.9 million, versus operating income of $43.5 million in the same period of 2004. After-tax income from continuing operations for the nine-month period ended September 30, 2005 was $38.2 million or $0.74 per diluted share. Total cash and marketable securities at September 30, 2005 were approximately $104 million, while total corporate debt was approximately $120 million. Laureate extended its presence in Central America by acquiring a 100% interest in the third largest private university in Honduras, Universidad Tecnologica Centroamericana (UNITEC). Founded in 1987, UNITEC (www.unitec.edu) offers Undergraduate and Graduate programs in Business, Engineering, Information Technology, and Communications to nearly 4,500 students. As an accredited university, UNITEC offers programs at two campus locations in Tegucigalpa and San Pedro Sula - the two largest cities in Honduras. Universidad del Valle de Mexico (UVM) opened a new campus in Torreon, a city in the northeast region of Mexico. UVM now operates a total of 21 campuses throughout Mexico. Today, Laureate Education operates 18 institutions of higher education in 13 countries, offering programs through 46 campus locations and online to 193,057 students in over 80 countries. Revenue Growth - Organic and Acquisition - ---------------------------------------- Three months ended September 30th % Growth Revenue Amount Constant (In Thousands) 2005 2004 in USD Currency ---- ---- ------ -------- Mexico/Central America(1) $ 58,123 $ 46,195 26% 19% Andean Region(2) 62,045(4) 47,473(4) 31% 16% Europe Region 17,639 17,284 2% 2% Online 45,809 35,158 30% 30% --------- --------- Subtotal 183,616 146,110 26% Acquisitions(3) 15,588(5) NA --------- --------- Total $ 199,204 $ 146,110 36% (1) Mexico/Central America includes Mexico, Costa Rica, Panama, and Honduras. (2) Andean Region includes Chile, Ecuador and Peru. (3) Acquisitions (less than 1 year) include: UNO, ULACIT, UNITEC, ECE and IFG. (4) Includes September UPC revenues (acquired September 2004). (5) Includes July and August UPC revenues. Student Enrollment - ------------------ As of October 19th New Student Enrollment(1) 2005 2004 % Change ---- ---- Mexico/Central America 32,085 27,127 18% Andean Region(2) 29,141 22,849 28% Europe Region 4,860 4,278 14% -------- -------- New Campus Based 66,086 54,254 22% New Student Enrollment at Acquired Schools(4) 4,547 463 -------- -------- Subtotal 70,633 54,717 29% Online 16,994 12,618 35% New Student Enrollment with Acquisitions 87,627 67,335 30% ======== ======== Total Student Enrollment(3) 2005 2004 ---- ---- Mexico/Central America 72,012 61,822 16% Andean Region 69,997 57,961 21% Europe Region 11,681 11,125 5% -------- -------- Total Campus Based 153,690 130,908 17% Total Student Enrollment at Acquired Schools(4) 13,344 1,349 -------- -------- Subtotal 167,034 132,257 26% Online 26,023 20,333 28% Total Student Enrollment with Acquisitions 193,057 152,590 27% ======== ======== (1) New student enrollment represents enrollment activity from January 1 through October 19. (2) Includes UPC new enrollment YTD for 2005; 2004 includes UPC new enrollment in third quarter only. (3) Total student enrollments are census as of October 19th. Laureate Education reports second and fourth quarter enrollment as of the last day of the respective fiscal quarters. Due to ongoing enrollment activity following the end of the first quarter and third quarter, the company reports enrollment for these periods as of the earnings report date. (4) Acquisitions (less than one year) include the following: UNO, ULACIT, UNITEC, ECE and IFG; 2004 includes ECE only. Financial Outlook The following statements are based on current expectations. These statements are forward-looking and actual results may differ materially. -- For its campus-based and online businesses, Laureate Education anticipates total revenue of $250 to $275 million for the fourth quarter 2005. -- The Company anticipates Campus-Based revenue of $200 to $220 million for the fourth quarter 2005, with operating margins between 29% and 30%. Latin America expects revenue of $145 to $160 million with operating margins of 33% to 34%. Europe expects revenue of $55 to $60 million with operating margins of 25% to 26%. Campus-based general and administrative expenses are expected to be approximately $4.0 million. -- The Company anticipates Online revenue of $50 to $55 million for the fourth quarter 2005, with operating margins between 27% and 28%. -- General and administrative expenses are expected to be approximately $6.5 million in the fourth quarter 2005. -- Non-cash stock compensation expense is expected to be approximately $1.5 million in the fourth quarter 2005. -- The Company currently believes that it will achieve earnings of $0.89 to $0.94 per diluted share for the quarter ending December 31, 2005, the Company's seasonally strongest quarter. Fully diluted shares outstanding for the fourth quarter 2005 are projected to be approximately 52.3 million. -- Laureate Education reiterates its full-year 2006 earnings outlook of between $2.00 to $2.10 per diluted share, excluding the impact of SFAS123(R). About Laureate Education, Inc. Laureate Education Inc. (NASDAQ: LAUR) is focused exclusively on providing a superior university experience to nearly 200,000 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 September 30, ----------------------------------------- 2005 2004 $ Variance % Variance --------- --------- ---------- ---------- Revenues Mexico/Central America region(a) $64,280 $46,195 $18,085 39% Andean region(b) 67,294 47,473 19,821 42% --------- --------- ---------- ---------- Campus Based - Latin America 131,574 93,668 37,906 40% Spain 1,574 2,844 (1,270) -45% Hospitality/ Switzerland(c) 14,648 13,196 1,452 11% France 5,599 1,244 4,355 GT200% --------- --------- ---------- ---------- Campus Based - Europe 21,821 17,284 4,537 26% --------- --------- ---------- ---------- Campus Based Total 153,395 110,952 42,443 38% --------- --------- ---------- ---------- Laureate Online Education 45,809 35,158 10,651 30% --------- --------- ---------- ---------- Total revenues 199,204 146,110 53,094 36% --------- --------- ---------- ---------- Core operating expenses 169,852 122,063 47,789 39% Non-cash stock compensation expense 1,335 891 444 50% General and administrative expenses 7,173 5,450 1,723 32% --------- --------- ---------- ---------- Total operating expenses 178,360 128,404 49,956 39% --------- --------- ---------- ---------- Operating income 20,844 17,706 3,138 18% Non-operating items Interest and other income 2,876 1,160 1,716 148% Interest expense (2,611) (2,067) (544) -26% Foreign exchange loss (90) (509) 419 82% --------- --------- ---------- ---------- Total non-operating items 175 (1,416) 1,591 N/A --------- --------- ---------- ---------- Income from continuing operations before minority interest, equity in net income (loss) of affiliates, and income taxes 21,019 16,290 4,729 29% Minority interest in income of consolidated subsidiaries, net of income tax (5,829) (4,192) (1,637) -39% Equity in net loss of affiliates, net of income tax (166) - (166) N/A Income tax expense (2,977) (2,795) (182) -7% --------- --------- ---------- ---------- Income from continuing operations 12,047 9,303 2,744 29% (Loss) income from discontinued operations, net of income tax(d) (229) 31 (260) N/A Loss on disposal of discontinued operations, net of income tax - - - N/A --------- --------- ---------- ---------- Net Income $11,818 $9,334 $2,484 27% ========= ========= ========== ========== Weighted average shares (basic) 49,801 46,524 Weighted average shares (diluted) 52,073 49,124 EPS-Net Income (basic) $0.24 $0.20 EPS-Net Income (diluted) $0.23 $0.19 EPS-Income from continuing operations (basic) $0.24 $0.20 EPS-Income from continuing operations (diluted) $0.23 $0.19 Segment operating profit (loss): Campus Based - Latin America $35,586 $26,053 $9,533 37% Campus Based - Europe (7,653) (4,465) (3,188) -71% Campus Based - Overhead (5,635) (2,646) (2,989) -113% --------- --------- ---------- ---------- Campus Based - Total $22,298 $18,942 $3,356 18% --------- --------- ---------- ---------- Laureate Online Education $7,054 $5,105 $1,949 38% --------- --------- ---------- ---------- a) The Mexico/Central American region includes Mexico, Costa Rica, Panama and Honduras. b) The Andean region includes Chile, Ecuador and Peru. c) Hospitality includes the operating results of Les Roches 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, LT = Less Than Nine Months Ended September 30, ----------------------------------------- 2005 2004 $ Variance % Variance --------- --------- ---------- ---------- Revenues Mexico/Central America region(a) $178,370 $131,300 $47,070 36% Andean region(b) 160,442 111,782 48,660 44% --------- --------- ---------- ---------- Campus Based - Latin America 338,812 243,082 95,730 39% Spain 58,420 54,519 3,901 7% Hospitality/ Switzerland(c) 40,003 38,018 1,985 5% France 29,521 6,421 23,100 GT200% --------- --------- ---------- ---------- Campus Based - Europe 127,944 98,958 28,986 29% --------- --------- ---------- ---------- Campus Based Total 466,756 342,040 124,716 36% --------- --------- ---------- ---------- Laureate Online Education 130,850 94,477 36,373 38% --------- --------- ---------- ---------- Total revenues 597,606 436,517 161,089 37% --------- --------- ---------- ---------- Core operating expenses 516,062 373,002 143,060 38% Non-cash stock compensation expense 2,529 3,886 (1,357) -35% General and administrative expenses 19,074 16,170 2,904 18% --------- --------- ---------- ---------- Total operating expenses 537,665 393,058 144,607 37% --------- --------- ---------- ---------- Operating income 59,941 43,459 16,482 38% Non-operating items Interest and other income(e) 8,565 20,505 (11,940) -58% Interest expense (7,687) (5,220) (2,467) -47% Foreign exchange loss (777) (446) (331) -74% --------- --------- ---------- ---------- Total non-operating items 101 14,839 (14,738) -99% --------- --------- ---------- ---------- Income from continuing operations before minority interest, equity in net income (loss) of affiliates, and income taxes 60,042 58,298 1,744 3% Minority interest in income of consolidated subsidiaries, net of income tax (13,081) (12,732) (349) -3% Equity in net loss of LT-200% affiliates, net of income tax (370) (8) (362) Income tax expense (8,406) (9,911) 1,505 15% --------- --------- ---------- ---------- Income from continuing operations 38,185 35,647 2,538 7% (Loss) income from discontinued operations, net of income tax(d) 386 (5,887) 6,273 N/A Loss on disposal of discontinued operations, net of income tax (2,351) - (2,351) N/A --------- --------- ---------- ---------- Net Income $36,220 $29,760 $6,460 22% ========= ========= ========== ========== Weighted average shares (basic) 49,539 45,598 Weighted average shares (diluted) 51,948 48,247 EPS-Net Income (basic) $0.73 $0.65 EPS-Net Income (diluted) $0.70 $0.62 EPS-Income from continuing operations (basic) $0.77 $0.78 EPS-Income from continuing operations (diluted) $0.74 $0.74 Reconciliation - Pro Forma Income from Continuing Operations - ------------------------------------------------------------- Income from continuing operations before income taxes $45,558 Impact from early repayment of Educate Inc. note receivable (8,197) --------- Subtotal $37,361 Pro Forma tax expense (6,632) --------- Pro Forma income from continuing operations $30,729 --------- Pro Forma weighted average shares (diluted) 48,247 EPS - Pro Forma income from continuing operations (diluted) $0.64 Segment operating profit (loss): Campus Based - Latin America $69,975 $50,412 $19,563 39% Campus Based - Europe 9,039 10,736 (1,697) -16% Campus Based - Overhead (11,123) (7,946) (3,177) -40% --------- --------- ---------- ---------- Campus Based - Total $67,891 $53,202 $14,689 28% --------- --------- ---------- ---------- Laureate Online Education $13,653 $10,313 $3,340 32% --------- --------- ---------- ---------- a) The Mexico/Central American region includes Mexico, Costa Rica, Panama and Honduras. b) The Andean region includes Chile, Ecuador and Peru. c) Hospitality includes the operating results of Les Roches and Glion. d) The 2005 and 2004 operating results present the K-12 (including UK/France), WSI and India business units as discontinued operations. e) The nine-months ended September 30, 2004 includes acceleration of original issue discount triggered by the early repayment of the K- 12 seller note. GT = Greater Than, LT = Less Than CONTACT: Laureate Education Rosemarie Mecca, 410-843-8070 or Investor Relations: Chris Symanoskie, 410-843-6394 -----END PRIVACY-ENHANCED MESSAGE-----