Item 1.01 Entry into a Material Definitive Agreement.
On May 23, 2022, Lincoln Educational Services Corporation (the "Company") and
certain of its subsidiaries entered into a Second Amendment (the "Amendment") to
the Company's existing Credit Agreement, dated as of November 14, 2019, as
amended on November 10, 2020, with its lender, Webster Bank, National Bank,
formerly known as Sterling National Bank (the "Credit Agreement"). The
Amendment to the Credit Agreement permits the Company to repurchase shares under
its share repurchase program for up to $30 million of the Company's outstanding
common stock approved by its Board of Directors on the same date, subject to the
conditions contained therein.
The foregoing description of the Amendment is not complete and is qualified in
its entirety by reference to the Amendment, a copy of which is filed as Exhibit
10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 8.01 Other Events.
On May 24, 2022, the Company announced that its Board of Directors has
authorized a share repurchase program of up to $30 million of the Company's
outstanding common stock. The repurchase program has been authorized for
twelve months. Purchases may be made, from time to time, in open-market
transactions at prevailing market prices, in privately negotiated transactions
or by other means as determined by the Company's management and in accordance
with applicable federal securities laws. The timing of purchases and the number
of shares repurchased under the program will depend on a variety of factors
including price, trading volume, corporate and regulatory requirements and
market conditions. The Company retains the right to limit, terminate or extend
the share repurchase program at any time without prior notice.
A copy of the press release issued by the Company announcing the share
repurchase program is attached to this Current Report on Form 8-K as Exhibit
99.1.
The information contained under this Item 8.01, including Exhibit 99.1, is being
furnished and shall not be deemed to be "filed" for purposes of Section 18 of
the Securities Exchange Act of 1934, as amended, or otherwise subject to the
liabilities of that Section.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Exhibit Title
10.1 Second Amendment to the Credit Agreement dated May 23, 2022 among
Lincoln Educational Services Corporation and its subsidiaries named
therein and Webster Bank, National Bank.
99.1 Lincoln Educational Services Corporation Press Release dated May 24,
2022.
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