0001209191-11-044247.txt : 20110815 0001209191-11-044247.hdr.sgml : 20110815 20110815161801 ACCESSION NUMBER: 0001209191-11-044247 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20110809 FILED AS OF DATE: 20110815 DATE AS OF CHANGE: 20110815 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CAMDEN PARTNERS STRATEGIC FUND II A LP CENTRAL INDEX KEY: 0001157600 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10031 FILM NUMBER: 111036568 BUSINESS ADDRESS: STREET 1: C/O CAMDEN PARTNERS INC STREET 2: 1 SOUTH STREET SUITE 2150 CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-895-3800 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CAMDEN PARTNERS STRATEGIC II LLC CENTRAL INDEX KEY: 0001160267 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10031 FILM NUMBER: 111036567 BUSINESS ADDRESS: STREET 1: C/O CAMDEN PARTNERS INC STREET 2: 1 SOUTH STREET SUITE 2150 CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 410-895-3800 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CAMDEN PARTNERS STRATEGIC FUND II B LP CENTRAL INDEX KEY: 0001211897 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10031 FILM NUMBER: 111036569 BUSINESS ADDRESS: STREET 1: ONE SOUTH STREET STREET 2: SUITE 2150 CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 4108953800 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NOBEL LEARNING COMMUNITIES INC CENTRAL INDEX KEY: 0000721237 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200] IRS NUMBER: 222465204 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1615 W CHESTER PIKE STREET 2: STE 200 CITY: WEST CHESTER STATE: PA ZIP: 19382-6223 BUSINESS PHONE: 484-947-2000 MAIL ADDRESS: STREET 1: 1615 W CHESTER PIKE STREET 2: STE 200 CITY: WEST CHESTER STATE: PA ZIP: 19382-6223 FORMER COMPANY: FORMER CONFORMED NAME: NOBEL EDUCATION DYNAMICS INC DATE OF NAME CHANGE: 19931222 FORMER COMPANY: FORMER CONFORMED NAME: ROCKING HORSE CHILD CARE CENTERS OF AMERICA INC /DE/ DATE OF NAME CHANGE: 19931222 FORMER COMPANY: FORMER CONFORMED NAME: PETRIE CORP DATE OF NAME CHANGE: 19851031 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WARNOCK DAVID L CENTRAL INDEX KEY: 0001025664 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10031 FILM NUMBER: 111036565 MAIL ADDRESS: STREET 1: 500 EAST PRATT STREET STREET 2: SUITE 1200 CITY: BALTIMORE STATE: MD ZIP: 21202 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HUGHES DONALD W CENTRAL INDEX KEY: 0001211899 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10031 FILM NUMBER: 111036564 MAIL ADDRESS: STREET 1: 500 EAST PRATT STREET STREET 2: SUITE 1200 CITY: BALTIMORE STATE: MD ZIP: 21202 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BERKELEY RICHARD M CENTRAL INDEX KEY: 0001211905 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10031 FILM NUMBER: 111036563 MAIL ADDRESS: STREET 1: 500 EAST PRATT STREET STREET 2: SUITE 1200 CITY: BALTIMORE STATE: MD ZIP: 21202 4 1 c21504_4x0.xml MAIN DOCUMENT DESCRIPTION X0304 4 2011-08-09 0000721237 NOBEL LEARNING COMMUNITIES INC NLCI 0001211897 CAMDEN PARTNERS STRATEGIC FUND II B LP 500 EAST PRATT STREET SUITE 1200 BALTIMORE MD 21202 0 0 1 1 SEE FN 2 AND GENERAL REMARKS 0001157600 CAMDEN PARTNERS STRATEGIC FUND II A LP 500 EAST PRATT STREET SUITE 1200 BALTIMORE MD 21202 0 0 1 1 SEE FN 2 AND GENERAL REMARKS 0001160267 CAMDEN PARTNERS STRATEGIC II LLC 500 EAST PRATT STREET SUITE 1200 BALTIMORE MD 21202 0 0 1 1 SEE FN 2 AND GENERAL REMARKS 0001025664 WARNOCK DAVID L 500 EAST PRATT STREET SUITE 1200 BALTIMORE MD 21202 0 0 1 1 SEE FN 2 AND GENERAL REMARKS 0001211899 HUGHES DONALD W 500 EAST PRATT STREET SUITE 1200 BALTIMORE MD 21202 0 0 1 1 SEE FN 2 AND GENERAL REMARKS 0001211905 BERKELEY RICHARD M 500 EAST PRATT STREET SUITE 1200 BALTIMORE MD 21202 0 0 1 1 SEE FN 2 AND GENERAL REMARKS COMMON STOCK 2011-08-09 4 D 0 1768213 11.75 D 0 I SEE FOOTNOTE 2 AND GENERAL REMARKS Disposed of pursuant to Agreement and Plan of Merger dated May 17, 2011, by and among the issuer, Academic Acquisition Corp. and Academic Merger Sub, Inc. in exchange for cash consideration of $11.75 per share of Common Stock. CPS Fund II-A and CPS Fund II-B are direct beneficial owners of the reported securities. By virtue of the relationship described in General Remarks of this Form 4, CPS II and each of the Managing Members may be deemed to be indirect beneficial owners of the reported securities. CPS II and each of the Managing Members disclaims beneficial ownership of any of the issuer's securities held by CPS Fund II-A and CPS Fund II-B, except to the extent of his or its indirect pecuniary interest therein. This Form 4 is being filed jointly by Camden Partners Strategic II, LLC ("CPS II"), Camden Partners Strategic Fund II-A, L.P. ("CPS Fund II-A") and Camden Partners Strategic Fund II-B, L.P. ("CPS Fund II-B"), and Messrs. David L. Warnock, Donald W. Hughes and Richard M. Berkeley (collectively, the "Managing Members"). CPS II is the sole general partner of each of CPS Fund II-A and CPS Fund II-B. Messrs. Warnock, Hughes and Berkeley are managing members of CPS II. CAMDEN PARTNERS STRATEGIC FUND II-A, L.P., By: Camden Partners Strategic II, LLC, its general partner, /s/ Donald W. Hughes, Name: Donald W. Hughes, Title: Managing Member 2011-08-12 CAMDEN PARTNERS STRATEGIC FUND II-B, L.P., By: Camden Partners Strategic II, LLC, its general partner, /s/ Donald W. Hughes, Name: Donald W. Hughes, Title: Managing Member 2011-08-12 CAMDEN PARTNERS STRATEGIC II, LLC, /s/ Donald W. Hughes, Name: Donald W. Hughes, Title: Managing Member 2011-08-12 DAVID L. WARNOCK, /s/ Donald W. Hughes, as Attorney-in-Fact, Name: David L. Warnock 2011-08-12 DONALD W. HUGHES, /s/ Donald W. Hughes, Name: Donald W. Hughes 2011-08-12 RICHARD M. BERKELEY, /s/ Donald W. Hughes, as Attorney-in-Fact, Name: Richard M. Berkeley 2011-08-12