-----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, TXpNc200MECF3U0UF/fEHOdpnK2q1a2m7k+Au5Fl1r94No6bqDhZJwHxOKk2nPlh WYoI//aQVttz/cFs7DQlHg== 0000950153-08-000617.txt : 20080401 0000950153-08-000617.hdr.sgml : 20080401 20080401140534 ACCESSION NUMBER: 0000950153-08-000617 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20080401 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080401 DATE AS OF CHANGE: 20080401 FILER: COMPANY DATA: COMPANY CONFORMED NAME: APOLLO GROUP INC CENTRAL INDEX KEY: 0000929887 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200] IRS NUMBER: 860419443 STATE OF INCORPORATION: AZ FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-25232 FILM NUMBER: 08728604 BUSINESS ADDRESS: STREET 1: 4615 EAST ELWOOD ST CITY: PHOENIX STATE: AZ ZIP: 85040 BUSINESS PHONE: 6029665394 MAIL ADDRESS: STREET 1: 4615 E ELWOOD STREET CITY: PHOENIX STATE: AZ ZIP: 85040 8-K 1 p75191e8vk.htm 8-K e8vk
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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):   April 1, 2008
Apollo Group, Inc.
 
(Exact name of registrant as specified in its charter)
         
Arizona   0-25232   86-0419443
         
         
(State or other jurisdiction   (Commission   (I.R.S. Employer
of incorporation)   File Number)   Identification No.)
         
4025 S. Riverpoint Parkway, Phoenix,        
Arizona       85040
         
         
(Address of principal executive offices)       (Zip Code)
     
Registrant’s telephone number, including area code:   (480) 966-5394
4615 East Elwood Street, Phoenix, Arizona, 85040
 
Former name or former address, if changed since last report
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:
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


TABLE OF CONTENTS

Item 7.01 Regulation FD Disclosure.
Item 9.01 Financial Statements and Exhibits.
SIGNATURES
Exhibit Index
EX-99.1


Table of Contents

Section 7 — Regulation FD
Item 7.01   Regulation FD Disclosure.
On April 1, 2008, we issued a press release announcing that our consolidated joint venture, Apollo Global, Inc., has completed its previously announced acquisition of Universidad de Artes, Ciencias y Comunicación, an accredited, private arts and communications university in Chile, as well as its related entities. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Section 9 — Financial Statements and Exhibits
Item 9.01   Financial Statements and Exhibits.
(d) Exhibits.
The following exhibit is furnished herewith:
     
Exhibit Number   Description
 
   
99.1
  Text of press release issued by Apollo Group, Inc. dated April 1, 2008.

 


Table of Contents

SIGNATURES
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.
         
  Apollo Group, Inc.
 
 
April 1, 2008  By:   /s/ Brian L. Swartz    
    Name:   Brian L. Swartz   
    Title:   Senior Vice President of Finance and   
    Chief Accounting Officer   
 

 


Table of Contents

Exhibit Index
     
Exhibit No.   Description
 
   
99.1
  Text of press release issued by Apollo Group, Inc. dated April 1, 2008.

 

EX-99.1 2 p75191exv99w1.htm EX-99.1 exv99w1
 

Exhibit 99.1
(APOLLO GROUP LOGO)      
     
     
    Apollo Group, Inc.
    News Release
 
APOLLO GLOBAL COMPLETES ACQUISITION OF UNIVERSIDAD DE ARTES, CIENCIAS Y COMUNICACIÓN “UNIACC’’
Phoenix, Arizona, April 1, 2008 — Apollo Group, Inc. (Nasdaq: APOL) (“Apollo Group,” “Apollo” or “the Company”) today announced that its consolidated subsidiary, Apollo Global, Inc., has completed its previously announced acquisition of Universidad de Artes, Ciencias y Comunicación (“UNIACC”), an accredited, private arts and communications university in Chile, as well as its related entities. This includes the Instituto Superior de Artes y Ciencias de la Comunicación, S.A. (“IACC”), the first online autonomous professional institute in Chile which was founded in 1981. This is Apollo Global’s first transaction.
“We welcome the UNIACC team to Apollo and look forward to leveraging our strengths to expand UNIACC’s success in the Chilean marketplace,” said Greg Cappelli, Chairman of Apollo Global. “Apollo Global is committed to capitalizing on the tremendous global opportunity that exists in education, and as it is known for its stable economic environment, solid student enrollment trends, and openness to foreign investment, Chile is an excellent place for us to start.”
“The UNIACC and Apollo Global union reaffirms the progressive vision upon which UNIACC was founded 27 years ago,” said Andres Guiloff, President and founder of UNIACC. “It represents an unprecedented opportunity for us to create new and better pathways to learning for students in Chile at various stages of their professional lives — pathways that reflect an educational experience for the global world we live in — one in which creative, flexible and open-minded graduates are highly valued.”
Under the terms of the transaction, which was announced on February 19, 2008, Apollo Global, Inc. agreed to purchase 100% of UNIAAC. The purchase price is approximately $44 million composed of cash and assumed debt, plus an earn-out based on a multiple of earnings to be paid in four years. If the earn-out were paid based on current earnings it would be approximately $9 million. The increase in the purchase price from the initial announcement is primarily a result of changes in the currency exchange rate as well as transaction fees.
UNIACC will continue to be based in Santiago, Chile. It is one of the leading arts and communications universities in Latin America and is renowned for its high-profile faculty and state-of-the-art technology. Accredited by the Chilean Council of Higher Education, UNIACC offers 18 bachelor’s and two master’s programs. In 2004, UNIACC became the first university in Chile to teach a fully online undergraduate program, and today offers six fully online and one blended program, mainly serving the needs of working adults.
About Apollo Group, Inc.
Apollo Group, Inc. has been an education provider for more than 30 years, providing academic access and opportunity to students through its University of Phoenix, Institute for Professional Development, College for Financial Planning, Western International University, Insight Schools and Apollo Global. It also owns Aptimus, a provider of innovative digital media solutions. The Company’s distinctive

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educational programs and services are provided at the high school, college and graduate levels in 40 states and the District of Columbia; Puerto Rico; Alberta and British Columbia, Canada; Mexico; and the Netherlands; as well as online throughout the world (number of states is as of February 29, 2008).
For more information about Apollo Group, Inc. and its subsidiaries, call (800) 990-APOL or visit the Company’s website at www.apollogrp.edu.
About Apollo Global, Inc.
Apollo Global, a $1 billion joint venture formed in 2007, is 80.1% owned by Apollo Group, Inc. and 19.9% owned by private equity firm, The Carlyle Group. Apollo Global was formed with the intention of making a range of investments in the international education services sector. Apollo Global targets investments and partnerships primarily in countries outside of the U.S. with attractive demographic and economic growth characteristics. Apollo Global is a consolidated subsidiary of Apollo Group, Inc.
The Carlyle Group is one of the world’s largest private equity firms, with more than $81.1 billion under management. With 60 funds across four investment disciplines (buyouts, venture & growth capital, real estate and leveraged finance), Carlyle combines global vision with local insight, relying on a top-flight team of 575 investment professionals operating out of offices in 21 countries to uncover superior opportunities in North America, Europe, Asia, Australia, the Middle East/North Africa and Latin America.
Forward-Looking Safe Harbor
Statements in this press release regarding Apollo Group’s business outlook, future financial and operating results, and overall future prospects, are forward-looking statements, and are subject to the Safe Harbor provisions created by the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on current information and expectations and involve a number of risks and uncertainties. Actual results may differ materially from those projected in such statements due to various factors. For a discussion of the various factors that may cause actual results to differ materially from those projected, please refer to the risk factors and other disclosures contained in Apollo Group’s previously filed Form 10-K, Forms 10-Q, and other filings with the Securities and Exchange Commission.
 
Investor Relations Contacts:
Allyson Pooley ~ (312) 660-2025 ~ allyson.pooley@apollogrp.edu / Janess Pasinski ~ (602) 557-1719 ~ janess.pasinski@apollogrp.edu
English-speaking Press Contact:
Marla Sheiner ~ (602) 557-1711 ~ marla.sheiner@apollogrp.edu
Spanish-speaking Press Contact:
Cecilia Caferri ~ (917) 238-7412 ~ ccaferri@dicommintl.com

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