Laureate Education, Inc. Announces Amendments To Tender Offers For Its Senior Toggle Notes And Senior Cash Pay Notes

BALTIMORE, Nov. 13, 2012 /PRNewswire/ -- Laureate Education, Inc. (the "Company") announced today that it has amended certain terms of the previously announced offer to purchase for cash (the "Senior Toggle Note Offer") its outstanding 10¼%/11% Senior Toggle Notes due 2015 (the "Senior Toggle Notes") and the previously announced offer to purchase for cash (the "Cash Pay Note Offer," and together with the Senior Toggle Note Offer, the "Offers") its outstanding 10% Senior Notes due 2015 (the "Cash Pay Notes," and together with the Senior Toggle Notes, the "Notes").  The Offers are being made pursuant to the Offer to Purchase dated October 19, 2012 relating to the Senior Toggle Note Offer (as it may be amended or supplemented from time to time, the "Senior Toggle Note Offer to Purchase") and the related Letter of Transmittal (as it may be amended or supplemented from time to time, the "Senior Toggle Note Letter of Transmittal") and the Offer to Purchase dated October 26, 2012 relating to the Cash Pay Note Offer (as it may be amended or supplemented from time to time, the "Cash Pay Note Offer to Purchase," and together with the Senior Toggle Note Offer to Purchase, the "Offers to Purchase") and the related Letter of Transmittal (as it may be amended or supplemented from time to time, the "Cash Pay Letter of Transmittal" and, together with the Senior Toggle Note Letter of Transmittal, the "Letters of Transmittal"). The Offers to Purchase and the Letters of Transmittal are referred to collectively as the "Offer Documents." The Offer Documents have been amended to:

(1)   increase the Late Tender Offer Consideration offered for the Senior Toggle Notes that the Company is offering to purchase from $1,010.00 to $1,025.63 for each $1,000 principal amount of Senior Toggle Notes, plus accrued and unpaid interest and special interest;

(2)   increase the Late Tender Offer Consideration offered for the Cash Pay Notes that the Company is offering to purchase from $1,010.00 to $1,025.00 for each $1,000 principal amount of Cash Pay Notes, plus accrued and unpaid interest and special interest;

(3)   extend the Expiration Date for the Senior Toggle Note Offer from 5:00 p.m., New York City time, on November 19, 2012, to 5:00 p.m., New York City time, on November 29, 2012; and

(4)   extend the Expiration Date for the Cash Pay Note Offer from 5:00 p.m., New York City time, on November 27, 2012, to 5:00 p.m., New York City time, on November 29, 2012.

As of 5:00 p.m., New York City time on November 9, 2012 (the "Early Tender Date"), $476,772,497, or approximately 87.2%, of the aggregate principal amount of Senior Toggle Notes and $233,310,000, or approximately 89.7%, of the aggregate principal amount of Cash Pay Notes had been tendered pursuant to the Offers. The Company purchased the Senior Toggle Notes and Cash Pay Notes tendered at or prior to the Early Tender Date on November 13, 2012. The final settlement date for the Offers will be promptly after the respective Expiration Dates (as defined in the respective Offer Documents), subject to the satisfaction or waiver of conditions to the Offers specified in the Offers to Purchase.

Notes tendered after the Early Tender Date may not be withdrawn, provided, however, in each case, that if the Company reduces the consideration for Notes subject to the Offer or is otherwise required by law to permit withdrawal, then previously tendered Notes may be validly withdrawn to the extent required by law.

The Company also announced today that on December 13, 2012, it will redeem for cash the Senior Toggle Notes and the Cash Pay Notes to the extent that the Notes are not tendered in the Offers.  The redemption price for the Senior Toggle Notes will be $1,025.63 for each $1,000 principal amount of Senior Toggle Notes, plus accrued and unpaid interest and special interest.  The redemption price for the Cash Pay Notes will be $1,025.00 for each $1,000 principal amount of Cash Pay Notes, plus accrued and unpaid interest and special interest. The redemption date for the Notes is December 13, 2012.

Except as set forth above, the terms and conditions of the Offers remain unchanged.  The Offers are subject to (i) the condition that the previously announced financing be completed yielding proceeds sufficient to fund the purchase of the Notes and (ii) the general conditions set forth in the Offers to Purchase. The Company may amend, extend or terminate the Offers at any time, subject to compliance with applicable law.

The complete terms and conditions of the Offers are set forth in the respective Offer Documents that have been sent to holders of Notes. Copies of the respective Offer Documents may be obtained from the Information Agent for the Offers, Global Bondholder Services Corporation, at 866-857-2200 (US toll-free) and 212-430-3774 (collect).

J.P. Morgan Securities LLC is the Dealer Manager for the Offers. Questions regarding the Offers may be directed to J.P. Morgan Securities LLC at (800) 245-8812 (toll-free) and (212) 270-1200 (collect).

This news release is for informational purposes only and does not constitute an offer to buy or the solicitation of an offer to sell the Notes.  The Offers are being made only pursuant to the respective Offer Documents that the Company distributed to noteholders as each is amended or supplemented from time to time.  Noteholders should read carefully the applicable Offer Documents because they contain important information, including the various terms of, and conditions to, the Offers.  None of the Company, the dealer manager, the depositary, the information agent or their respective affiliates is making any recommendation as to whether or not holders should tender all or any portion of their Notes in the Offers. This announcement does not constitute an offer to sell or a solicitation of an offer to buy any securities.

About Laureate International Universities

Laureate International Universities is a trusted global leader in providing access to high-quality, innovative institutions of higher education. The Laureate International Universities network includes more than 60 accredited campus-based and online universities. Our more than 740,000 students are part of an academic community that spans 29 countries throughout North America, Latin America, Europe, North Africa, Asia and the Middle East. Laureate universities offer hundreds of undergraduate, master's and doctoral degree programs in fields including architecture, art, business, culinary arts, design, education, engineering, health sciences, hospitality management, information technology, law and medicine. President William J. Clinton, the 42nd president of the United States, serves as the Honorary Chancellor of the Laureate International Universities network, a role in which he offers advice on social responsibility, youth leadership and increasing access to higher education.

Note:  Certain statements in this announcement may be regarded as "forward-looking statements." These forward-looking statements represent the Company's expectations and beliefs concerning future events, and no assurance can be given that the future results described in this announcement will be achieved. These forward-looking statements can generally be identified by the use of statements that include words such as "anticipate," "believe," "could," "estimate," "expect," "foresee," "goal," "intend," "likely," "may," "plan," "project," "should," "target," "will" or other similar words or phrases. All forward-looking statements contained herein are based upon information available to the Company on the date of this announcement. Except as may be required under applicable law, the Company does not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

 

 

SOURCE Laureate Education, Inc.



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