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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): January 7, 1997
NOBEL EDUCATION DYNAMICS, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-1003 22-2465204
(State or other jurisdiction (Commission (IRS Employer
of incorporation File Number) Identification No.)
Rose Tree Corporate Center II
1400 N. Providence Road, Suite 3055
Media, PA 19063
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (610) 891-8200
Not Applicable
(Former name or former address, if changed since last report)
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Item 5. Other Events.
Acquisition of Another Generation Preschools; Joint Ventures.
On January 7, 1997, the Company ("Nobel") closed its acquisition of all of the
outstanding common stock of five corporations under common control: Another
Generation Enterprises, Inc.; Learning Plus, Inc.; Another Generation
Enterprises at Northcorp Center, Inc.; Age Embassy Lakes, Inc.; and Another
Generation Enterprises at Plantation, Inc. (collectively, the "AGE Companies").
Each of the five AGE Companies operates a preschool under the name of Another
Generation. The acquired schools have combined revenues of approximately
$5,600,000 and service approximately 1,200 children. The preschools are located
in Broward County, Florida and Palm Beach County, Florida. The principal
shareholders of the AGE Companies were Renee Goldman, Richard Goldman, Libo
Fineberg.
The purchase price for the stock of the AGE Companies consisted of $4,350,000
(subject to certain adjustments), payable in $750,000 in subordinated promissory
notes and the remainder in cash. Nobel paid the cash portion of the purchase
price with available cash.
At closing, Nobel also purchased from a corporation controlled by the principal
shareholders of the AGE Companies and another such shareholder, a minority
position (19.99%) in the limited liability company which owns Sagemont School
located in Weston, Florida. Sagemont School is a new facility with grades K-5th
and a capacity of 360 children. Nobel also formed a joint venture with the
principal shareholders of the AGE Companies and such other shareholder to
develop five additional elementary schools in Florida, in each of which Nobel
will own an 80% interest.
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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 thereunto duly authorized.
NOBEL EDUCATION DYNAMICS, INC.
Date: January 21, 1997 By: /s/ Brian C. Zwaan
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Brian C. Zwaan
Executive Vice President
