-----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, Ba0hcuyZj0kKQ7dDeNCAKkv8TIlOB2Oe0hjNAKIyhyhNVXuNJ7CVdXLz6JWyrPwm WR7kiydQ3+/Q8WDwIv0Ipw== 0001209191-08-061531.txt : 20081119 0001209191-08-061531.hdr.sgml : 20081119 20081119134244 ACCESSION NUMBER: 0001209191-08-061531 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20081119 FILED AS OF DATE: 20081119 DATE AS OF CHANGE: 20081119 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Grand Canyon Education, Inc. CENTRAL INDEX KEY: 0001434588 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200] IRS NUMBER: 203356009 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3300 W. CAMELBACK ROAD CITY: PHOENIX STATE: AZ ZIP: 85017 BUSINESS PHONE: 602-639-7500 MAIL ADDRESS: STREET 1: 3300 W. CAMELBACK ROAD CITY: PHOENIX STATE: AZ ZIP: 85017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ENDEAVOUR ASSOCIATES FUND IV LP CENTRAL INDEX KEY: 0001288009 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34211 FILM NUMBER: 081200442 BUSINESS ADDRESS: STREET 1: ENDEAVOUR CAPITAL STREET 2: 920 SW SIXTH AVENUE STE 1400 CITY: PORTLAND STATE: OR ZIP: 97204-1203 BUSINESS PHONE: (503) 223-2721 MAIL ADDRESS: STREET 1: 920 SW SIXTH AVENUE, SUITE 1400 CITY: PORTLAND STATE: OR ZIP: 97204 3 1 doc3.xml FORM 3 SUBMISSION X0203 3 2008-11-19 0 0001434588 Grand Canyon Education, Inc. LOPE 0001288009 ENDEAVOUR ASSOCIATES FUND IV LP 920 SW SIXTH AVENUE, SUITE 1400 PORTLAND OR 97204 0 0 1 0 Series A Preferred Stock Common Stock 258 D Series C Preferred Stock Common Stock 87.44 D Upon the closing of the initial public offering of the Issuer's Common Stock, each share of Series A Preferred Stock will automatically convert into 1,826 shares of the Issuer's Common Stock, for no additional consideration. Upon the closing of the initial public offering of the Issuer's Common Stock, each share of Series C Preferred Stock will automatically convert into shares of the Issuer's Common Stock based on a conversion price equal to the initial public offering price per share, for no additional consideration. Exhibit 24 - Power of Attorney /s/ Lyn Bickle, Attorney-in-Fact 2008-11-19 EX-24.3_263128 2 poa.txt POA DOCUMENT LIMITED POWER OF ATTORNEY FOR SECTION 16(a) REPORTING KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned hereby makes, constitutes and appoints Christopher C. Richardson, Daniel Bachus and Lyn Bickle, and each of them, as the undersigned's true and lawful attorney-in-fact (the "Attorney-in Fact"), with full power of substitution and resubstitution, each with the power to act alone for the undersigned and in the undersigned's name, place and stead, in any and all capacities to: 1. prepare, execute and file with the Securities and Exchange Commission, any national securities exchange or securities quotation system and Grand Canyon Education, Inc. (the "Company") any and all reports (including any amendment thereto) of the undersigned required or considered advisable under Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules and regulations thereunder, with respect to the equity securities of the Company, including Forms 3, 4 and 5; and 2. obtain, as the undersigned's representative and on the undersigned's behalf, information regarding transactions in the Company's equity securities from any third party, including the Company and any brokers, dealers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such third party to release any such information to the Attorney-in-Fact. The undersigned acknowledges that: 1. this Limited Power of Attorney authorizes, but does not require, the Attorney-in-Fact to act at his or her discretion on information provided to such Attorney-in-Fact without independent verification of such information; 2. any documents prepared or executed by the Attorney-in-Fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information as the Attorney-in-Fact, in his or her discretion, deems necessary or desirable; 3. neither the Company nor the Attorney-in-Fact assumes any liability for the undersigned's responsibility to comply with the requirements of Section 16 of the Exchange Act, any liability of the undersigned for any failure to comply with such requirements, or any liability of the undersigned for disgorgement of profits under Section 16(b) of the Exchange Act; and 4. this Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned's obligations under Section 16 of the Exchange Act, including, without, limitation, the reporting requirements under Section 16(a) of the Exchange Act. The undersigned hereby grants to the Attorney-in-Fact full power and authority to do and perform each and every act and thing requisite, necessary or convenient to be done in connection with the foregoing, as fully, to all intents and purposes, as the undersigned might or could do in person, hereby ratifying and confirming all that the Attorney-in-Fact, or his or her substitute or substitutes, shall lawfully do or cause to be done by authority of this Limited Power of Attorney. This Limited Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 4 or 5 with respect to the undersigned's transactions in equity securities of the Company, unless earlier revoked by the undersigned in a signed writing delivered to the Attorney-in-Fact. This Limited Power of Attorney shall be governed and construed in accordance the laws of the State of Arizona without regard to conflict-of-law principles. IN WITNESS WHEREOF, the undersigned has executed this Limited Power of Attorney as of October 8, 2008. ENDEAVOUR ASSOCIATES FUND IV, L.P. By: Endeavor Capital IV, LLC, its general partner By: /s/ Chad Heath Print Name: Chad Heath, Managing Director -----END PRIVACY-ENHANCED MESSAGE-----