Attached files
| file | filename |
|---|---|
| EX-99.1 - TEXT OF PRESS RELEASE ISSUED BY APOLLO GROUP, INC. DATED OCTOBER 16, 2012 - APOLLO EDUCATION GROUP INC | apol_ex991x.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): October 16, 2012 | |
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 | ||||||
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:
[ ] 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))
Section 1 - Registrant’s Business and Operations
Item 1.01 Entry into a Material Definitive Agreement.
On October 12, 2012, Apollo Group, Inc. entered into a Stock Purchase Agreement with The Carlyle Group to purchase Carlyle’s 14.4% interest in Apollo Global, Inc., Apollo Group’s joint venture with Carlyle. The purchase price for Carlyle's interest is $42.5 million in cash at closing and a contingent payment based on the EBITDA of BPP Holdings Ltd., a wholly-owned subsidiary of Apollo Global, during the period ending August 31, 2017. The transaction was consummated upon the signing of the Agreement. As a result of the transaction, Apollo Group owns 100% of Apollo Global and the joint venture has been terminated.
The Stock Purchase Agreement contains customary representations and warranties.
Section 2 - Financial Information
Item 2.02 Results of Operations and Financial Condition.
On October 16, 2012, Apollo Group, Inc. issued a press release announcing its financial results for the fiscal year ended August 31, 2012. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
The information in Item 2.02 of this Form 8-K and the exhibit furnished herewith shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.
Section 9 - Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
The following exhibit is furnished herewith:
Exhibit No. | Description | |
99.1 | Text of press release of Apollo Group, Inc. dated October 16, 2012. | |
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. | ||||
October 16, 2012 | By: | /s/ Brian L. Swartz | ||
Name: Brian L. Swartz | ||||
Title: Senior Vice President and Chief Financial Officer | ||||
Exhibit Index
Exhibit No. | Description | |
99.1 | Text of press release of Apollo Group, Inc. dated October 16, 2012. | |