Item 8.01 Other Events.
On July 21, 2021, Laureate Education, Inc. ("Laureate") and Adtalem Global
Education Inc. ("Purchaser") entered into a waiver and amendment (the
"Amendment") to the Membership Interest Purchase Agreement, dated as of
September 11, 2020 (as amended, the "Agreement"). Under the Amendment, Laureate
and Purchaser agreed (i) that the U.S. Department of Education notification
dated June 23, 2021 to Walden University (the "DOE Notification") meets the
definition of a DOE Preacquisition Response (as defined in the Agreement) and
(ii) to waive any right to terminate the Agreement under sections 7.01(b)(iii)
or 7.01(c)(ii) thereof in respect of the DOE Notification. Laureate also agreed
to provide additional indemnification to Purchaser from and after the closing of
the transactions contemplated by the Agreement.
The foregoing description of the terms and conditions of the Amendment does not
purport to be complete and is qualified in its entirety by reference to the full
text of the Amendment, a copy of which is filed as Exhibit 2.1 hereto, and is
incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. Description
Waiver and Amendment to Membership Interest Purchase Agreement by and between
2.1 Adtalem Global Education Inc. and Laureate Education, Inc., dated as of July
21, 2021.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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