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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): November 30, 2000
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Career Education Corporation
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(Exact Name of Registrant as Specified in Charter)
Delaware 0-23245 36-3932190
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(State or Other Jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
2895 Greenspoint Parkway, Suite 600, Hoffman Estates, IL 60195
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (847) 781-3600
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Item 5. Other Events.
On October 24, 2000 EduTrek International, Inc. and the Registrant entered into
a merger agreement. On November 30, 2000, EduTrek and the Registrant signed a
Ninth Amendment to the Credit Agreement with First Union National Bank, attached
as Exhibit 99.1, which extends the maturity of all obligations under the credit
facility (previously totaling approximately $14.35 million) to April 30, 2001.
In addition First Union will provide an additional $1.5 million in availability
to be used for marketing and other approved expenses. The repayment of the
additional $1.5 million is guaranteed by the Registrant and secured by a letter
of credit in the same amount posted by the Registrant. Draws under this loan
require the Registrant's consent. One of EduTrek's lenders assigned its $5.0
million promissory note to the Registrant in exchange for $5.0 million plus
accrued interest. This promissory note was due November 30, 2000 and was has
now been extended to April 30, 2001. In connection with the purchase and
modification of this note, the Registrant received an Amended and Restated
Promissory Note, attached as Exhibit 99.2, entered into an Assignment Agreement,
attached as Exhibit 99.3, and a Note Modification Agreement, attached as Exhibit
99.4. The information contained in Exhibits 99.1, 99.2, 99.3 and 99.4 are
incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
99.1 Ninth Amendment to Credit Agreement and Waver dated November 30,
2000 between First Union National Bank, EduTrek and EduTrek's
guarantors
99.2 Amended and Restated Promissory Note dated November 30, 2000
payable by EduTrek to the Registrant
99.3 Assignment Agreement dated November 30, 2000 between Sylvan
Learning Systems, Inc. and the Registrant
99.4 Note Modification Agreement dated November 30, 2000 between the
Registrant, EduTrek and EduTrek's subsidiaries
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
CAREER EDUCATION CORPORATION
By: /s/ John M. Larson
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John M. Larson
Chairman of the Board, President and Chief
Executive Officer
Dated: December 1, 2000
