0000922475-13-000020.txt : 20130802 0000922475-13-000020.hdr.sgml : 20130802 20130802144648 ACCESSION NUMBER: 0000922475-13-000020 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130802 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20130802 DATE AS OF CHANGE: 20130802 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ITT EDUCATIONAL SERVICES INC CENTRAL INDEX KEY: 0000922475 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200] IRS NUMBER: 362061311 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13144 FILM NUMBER: 131006072 BUSINESS ADDRESS: STREET 1: 13000 NORTH MERIDIAN CITY: CARMEL STATE: IN ZIP: 46032-1404 BUSINESS PHONE: 317 706 9200 MAIL ADDRESS: STREET 1: 13000 NORTH MERIDIAN STREET STREET 2: - CITY: CARMEL STATE: IN ZIP: 46032-1404 8-K 1 form8_k.htm FORM 8-K form8_k.htm
 
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):  August 2, 2013



ITT EDUCATIONAL SERVICES, INC.
(Exact name of registrant as specified in its charter)


Delaware
 
1-13144
 
36-2061311
(State or other
 
(Commission
 
(IRS Employer
jurisdiction of
 
File Number)
 
Identification No.)
incorporation)
       


13000 North Meridian Street
Carmel, Indiana 46032-1404
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code:  (317) 706-9200


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 (see General Instruction A.2. below):

¨
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))


 

 
 

 


Item 7.01.
Regulation FD Disclosure.


On August 2, 2013, ITT Educational Services, Inc. issued a press release announcing its acquisition of Cable Holdings, LLC, doing business as Benchmark Learning.  This press release is furnished as Exhibit 99.1 hereto and is incorporated by reference in this Current Report on Form 8-K.

The information furnished in this report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.









 
 
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Item 9.01.                   Financial Statements and Exhibits.

(d)  
Exhibits:

The following exhibit is being furnished herewith:

Exhibit No.                                    Description

 
99.1
Text of Press Release issued by the Registrant dated August 2, 2013.


 

 
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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.

Date: August 2, 2013


ITT Educational Services, Inc.


By:  /s/ Kevin M. Modany
       Name: Kevin M. Modany
       Title: Chairman and Chief Executive Officer

 

 
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INDEX TO EXHIBITS


Exhibit No.                                           Description

     99.1                                           Text of Press Release issued by the Registrant dated August 2, 2013

 
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EX-99.1 2 exhibit99_1.htm EXHIBIT 99.1 exhibit99_1.htm
Exhibit 99.1

ITT Educational Services, Inc. Acquires Benchmark Learning

CARMEL, Ind., Aug. 2, 2013 /PRNewswire/ --- ITT Educational Services, Inc. (“ITT/ESI”) (NYSE: ESI), a leading provider of technology-oriented postsecondary degree programs, today announced that, on August 1, 2013, it acquired Cable Holdings, LLC, doing business as Benchmark Learning, a Minneapolis-based IT and business training company. Benchmark Learning offers short-term IT and business learning solutions for career advancers and other professionals.

The acquisition of Benchmark Learning supports ITT/ESI’s growth strategy of increasing access to high-quality, career-based education.

“Benchmark Learning is a respected provider of learning solutions in the ever-advancing IT industry. We look forward to increasing Benchmark’s offerings and expanding the delivery of its learning solutions as we integrate their operations into The Center for Professional Development at ITT Technical Institute,” said Kevin Modany, Chairman and Chief Executive Officer of ITT/ESI.

“For more than 25 years, Benchmark Learning has been serving its customers’ IT and business training needs. Becoming a part of an organization like ITT/ESI offers Benchmark an opportunity to establish a national presence as a provider of high-quality learning solutions,” said Peter O’Keefe, President of Benchmark Learning.

About ITT Educational Services, Inc.
 
ITT Educational Services, Inc. (NYSE: ESI) provides accredited, technology-oriented undergraduate and graduate degree programs through its ITT Technical Institutes and Daniel Webster College to help students develop skills and knowledge that they can use to pursue career opportunities in a variety of fields. It owns and operates more than 140 ITT Technical Institutes and Daniel Webster College. ITT/ESI serves approximately 59,000 students at its campuses in 39 states and online. Headquartered in Carmel, IN, it has been actively involved in the higher education community since 1969 and can be found online at www.ittesi.com.
 
 
About Benchmark Learning
 
Benchmark Learning is an education services company that delivers assessments, consulting, and authorized and customized training programs and curricula in the areas of IT, ITIL, development, business analysis, project management and leadership development.  Benchmark Learning is an award-winning Microsoft Gold Learning Partner and a Premium Citrix Authorized Learning Center.
 
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Except for the historical information contained herein, the matters discussed in this press release are forward-looking statements within the meaning of the Private Securities Litigation Reform Act. Forward-looking statements are made based on the current expectations and beliefs of ITT/ESI's management concerning future developments and their potential effect on ITT/ESI. ITT/ESI cannot assure you that future developments affecting it will be those anticipated by its management. These forward-looking statements involve a number of risks and uncertainties. Among the factors that could cause actual results to differ materially are the following: changes in federal and state governmental laws and regulations with respect to education and accreditation standards, or the interpretation or enforcement of those laws and regulations, including, but not limited to, the level of government funding for, and ITT/ESI’s eligibility to participate in, student financial aid programs utilized by ITT/ESI's students; business conditions and growth in the postsecondary education industry and in the general economy; ITT/ESI's failure to comply with the extensive education laws and regulations and accreditation standards that it is subject to; effects of any change in ownership of ITT/ESI resulting in a change in control of ITT/ESI, including, but not limited to, the consequences of such changes on the accreditation and federal and state regulation of its campuses; ITT/ESI's ability to implement its growth strategies; ITT/ESI's failure to maintain or renew required federal or state authorizations or accreditations of its campuses or programs of study; receptivity of students and employers to ITT/ESI's existing program offerings and new curricula; loss of access by ITT/ESI's students to lenders for education loans; ITT/ESI’s ability to collect internally funded financing from its students; ITT/ESI’s exposure under its guarantees related to private student loan programs; ITT/ESI's ability to successfully defend litigation and other claims brought against it; and other risks and uncertainties detailed from time to time in ITT/ESI's filings with the U.S. Securities and Exchange Commission. ITT/ESI undertakes no obligation to update or revise any forward-looking information, whether as a result of new information, future developments or otherwise.
 
 
 
CONTACT: Sarah Wolfgang, 317-706-9200

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