Item 8.01 Other Events
Adtalem Global Education Inc. ("Adtalem") previously announced in a Report on
Form 8-K dated September 11, 2020, that it has entered into a Membership
Interest Purchase Agreement (the "Agreement") with Laureate Education, Inc., a
Delaware public benefit corporation ("Seller"), pursuant to which Adtalem has
agreed to acquire from Seller all of the issued and outstanding equity interest
in Walden e-Learning, LLC, a Delaware limited liability company ("e-Learning"),
and its subsidiary, Walden University, LLC, a Florida limited liability company
(together with e-Learning, "Walden") (the "Acquisition"). Walden owns and
operates Walden University, an online for-profit university headquartered in
Minneapolis, Minnesota.
The closing of the Acquisition is subject to the satisfaction of certain closing
conditions, including those imposed by the U.S. Department of Education ("ED"),
the Higher Learning Commission ("HLC"), and the Council for Accreditation of
Counseling and Related Educational Programs ("CACREP"). All such education
regulatory conditions required to close the Acquisition, with one exception,
have been met.
The ED Office of Financial Student Aid conducted a Comprehensive Pre-Acquisition
Review ("CPAR") for continued participation in programs authorized by Title IV
of the Higher Education Act of 1965, as amended ("HEA"), following a change in
ownership of Walden University. On June 23, 2021, ED notified Walden University
that it did not identify any known or present impediments to continued
participation in Title IV, HEA programs following the change in control of
Walden University upon the closing of the Acquisition and described certain
post-close conditions for Walden's continued eligibility to participate in
federal financial aid programs.
On June 24, 2021, the HLC Board of Trustees approved the extension of the
accreditation of Walden University in connection with the change of control of
Walden University upon the closing of the Acquisition.
On June 9, 2021, CCNE granted accreditation to the post-graduate Advanced
Practice Registered Nurse certificate program and the master's degree program in
nursing at Walden University (the "Programs") for ten years extending until
December 31, 2030. The CCNE Board of Commissioners determined that the Programs
met all four accreditation standards. The CCNE Board also determined that there
are no compliance concerns with respect to the key elements of the accreditation
standards.
The one outstanding request for review of the transaction was considered last
week by CACREP, which accredits certain counseling and related programs of
Walden. The agency will notify Walden of its decision in writing.
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