STRATEGIC EDUCATION, INC. Item 1.01. Entry into a Material Definitive Agreement.
On
Item 7.01. Regulation FD Disclosure.
On
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. Exhibit Number Description 99.1 Press Release datedJuly 29, 2020 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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Forward Looking Statements This communication contains certain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements may be identified by the use of words such as "expect," "estimate," "assume," "believe," "anticipate," "may," "will," "forecast," "outlook," "plan," "project," "potential" and other similar words, and include all statements that are not historical facts, including with respect to, among other things, the final terms and timing of SEI's acquisition of the Business; the potential benefits of the acquisition; SEI's plans to finance the acquisition; future financial performance of SEI; SEI's plans, strategies and prospects; and future events and expectations. The statements are based on SEI's current expectations and are subject to a number of assumptions, uncertainties and risks, including but not limited to: ? SEI's continued compliance with Title IV of the Higher Education Act, and the
regulations thereunder, as well as regional accreditation standards and state
regulatory requirements;
? rulemaking by the
? the pace of student enrollment;
? competitive factors;
? risks associated with the further spread of COVID-19, including the ultimate
impact of COVID-19 on people and economies;
? the impact of regulatory measures or voluntary actions that may be put in place
to limit the spread of COVID-19, including restrictions on business operations
or social distancing requirements;
? risks associated with the opening of new campuses;
? risks associated with the offering of new educational programs and adapting to
other changes;
? risks associated with the acquisition of existing educational institutions,
including in the case of SEI's proposed acquisition of the Business, the risk
that the acquisition may not be completed in a timely manner or at all, the
risk that the benefits of the acquisition may not be fully realized or may take
longer to realize than expected, and the risk that the acquisition may not
advance SEI's business strategy and growth strategy;
? risks relating to the timing of regulatory approvals;
? SEI's ability to implement its growth strategy;
? the risk that the combined company may experience difficulty integrating
employees or operations;
? risks associated with the ability of SEI's students to finance their education
in a timely manner;
? general economic and market conditions; and
? additional factors described in SEI's most recent Annual Report on Form 10-K,
Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.
Many of these risks, uncertainties and assumptions are beyond SEI's ability to control or predict. Because of these risks, uncertainties and assumptions, you should not place undue reliance on these forward-looking statements. Furthermore, these forward-looking statements speak only as of the information currently available to SEI on the date they are made, and SEI undertakes no obligation to update or revise forward-looking statements, except as required by law. Actual results may differ materially from those projected in the forward-looking statements.
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