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Due to Shareholders of Acquired Companies
12 Months Ended
Dec. 31, 2019
Business Combinations [Abstract]  
Due to Shareholders of Acquired Companies Acquisitions

We had no material acquisitions in 2019.

2018 Acquisition in Peru

On November 5, 2018, Laureate Education Peru, SRL, an indirect wholly owned subsidiary of the Company, acquired all of the capital stock of Instituto de Educación Superior Tecnológico Privado Red Avansys SAC (Avansys), an institution in Peru, for a total purchase price of approximately 63,000 Peruvian Nuevo Sols (approximately $18,900 at the acquisition date), plus debt assumed. The cash paid at acquisition, net of cash acquired, was $17,019. We accounted for this acquisition as a business combination. For this acquisition, Revenues, Operating income and Net income attributable to Laureate Education, Inc. were immaterial for the year ended December 31, 2018.

The following table summarizes the estimated fair value of all assets acquired and the liabilities assumed at the date of acquisition:

Avansys
Peru
Current assets
$
3,921

Property and equipment
13,673

Goodwill
4,658

Other long-term assets
815

Total assets acquired
23,067

Current portion of long-term debt
874

Other current liabilities
3,332

Total liabilities assumed
4,206

Net assets acquired attributable to Laureate Education, Inc.
18,861

Debt assumed
874

Net assets acquired attributable to Laureate Education, Inc. plus debt assumed
$
19,735



Net assets acquired
$
18,861

Cash acquired
(1,842
)
Net cash paid at acquisition
$
17,019



2018 Summary

The amounts recorded for the 2018 acquisition are considered final. None of the goodwill related to the 2018 acquisition is expected to be deductible for income tax purposes. Pro forma results of operations have not been presented because the effects of the acquisition were not material to the Company’s financial results.

2017 Acquisition in Australia

In June 2017, our Rest of World segment acquired the assets and business of the nursing division of Careers Australia (CA Nursing), a vocational institution in Australia, for a cash purchase price of Australian Dollar (AUD) 1,107 ($835 at the date of acquisition) plus debt assumed of AUD 9,850 ($7,433 at the acquisition date). We accounted for this acquisition as a business combination. For this acquisition, Revenues, Operating income and Net income attributable to Laureate Education, Inc. were immaterial for the year ended December 31, 2017.

The following table summarizes the estimated fair value of all assets acquired and the liabilities assumed at the date of acquisition:

CA Nursing
Australia
Current assets
$
2,552

Property and equipment
9,581

Goodwill
3,584

Other intangible assets
3,293

Total assets acquired
19,010

Current portion of long-term debt
166

Other current liabilities
8,997

Long-term debt, less current portion
7,267

Other long-term liabilities
1,745

Total liabilities assumed
18,175

Net assets acquired attributable to Laureate Education, Inc.
835

Debt assumed
7,433

Net assets acquired attributable to Laureate Education, Inc. plus debt assumed
$
8,268



Net assets acquired
$
835

Net cash paid at acquisition
$
835



2017 Summary

The amounts recorded for the 2017 acquisition are considered final. None of the goodwill related to the 2017 acquisition is expected to be deductible for income tax purposes. Pro forma results of operations for the acquisition completed during 2017 have not been presented because the effects of that acquisition were not material to the Company’s financial results.
Due to Shareholders of Acquired Companies

The amounts due to shareholders of acquired companies generally arise in connection with Laureate’s acquisition of a majority or all of the ownership interest of these companies. Promissory notes payable to the sellers of acquired companies, referred to as “seller notes,” are commonly used as a means of payment for business acquisitions. Seller note payments are classified as Payments of deferred purchase price for acquisitions within financing activities in our Consolidated Statements of Cash Flows. The amounts due to shareholders of acquired companies, currencies, and interest rates applied were as follows:
 
December 31, 2019
December 31, 2018
Nominal Currency
Interest
Rate %
Universidade Anhembi Morumbi (UAM Brazil)
$
20,179

$
30,912

BRL
CDI + 2%
IADE Group
1,109

1,141

 EUR
3%
Faculdade Porto-Alegrense (FAPA)
230

1,943

 BRL
IGP-M
University of St. Augustine for Health Sciences, LLC (St. Augustine)

11,395

USD
7%
Total due to shareholders of acquired companies
21,518

45,391

 
 
Less: Current portion of due to shareholders of acquired companies
11,523

23,820

 
 
Due to shareholders of acquired companies, less current portion
$
9,995

$
21,571

 
 
BRL: Brazilian Real
 
CDI: Certificados de Depósitos Interbancários (Brazil)
EUR: European Euro
 
IGP-M: General Index of Market Prices (Brazil)
USD: United States Dollar
 
 


The aggregate maturities of Due to shareholders of acquired companies as of December 31, 2019, were as follows:
2020
$
13,018

2021
11,808

2022

2023

2024

Aggregate maturities
24,826

Less: imputed interest discount
(3,308
)
Total
$
21,518



UAM Brazil

A portion of the UAM Brazil acquisition was financed with a seller note in the amount of BRL 200,808 ($49,226 at December 31, 2019), which was scheduled to be paid in nine equal installments of BRL 22,312 ($5,470 at December 31, 2019), adjusted for inflation based on CDI plus 200 basis points. The initial seven installments were paid during the years ended December 31, 2013 through 2019. The remaining two installments are due annually on August 31st of each year. On the acquisition date we recorded the note payable at its discounted present value, which is being accreted over the term of the note. As of December 31, 2019, the carrying value of the note was $20,179.

FAPA

In August 2019, the FAPA seller note matured and was settled, with an amount of $230 withheld from the payment. This amount relates to certain contingencies for which we are indemnified by the seller. This amount will remain until the contingencies have been resolved.

St. Augustine

During the second quarter of 2019, the Company fully repaid the St. Augustine seller note, following the resolution of certain legal matters for which the Company was indemnified by the former owner.