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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 31, 1997
SUNRISE EDUCATIONAL SERVICES, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-16245 86-0532619
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
9128 East San Salvador, Suite 200, Scottsdale, Arizona 85258
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (604) 860-1611
Sunrise Preschools, Inc.
(Former name or former address, if changed since last report.)
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ITEM 5. OTHER EVENTS.
On January 31, 1997, Sunrise Preschools, Inc., filed a Certificate of
Amendment to Restated Certificate of Incorporation, attached hereto as an
exhibit, with the Secretary of State of the State of Delaware. As a result of
such filing, the name of the corporation has been changed from "Sunrise
Preschools, Inc." to "Sunrise Educational Services, Inc."
On February 10, 1997, Sunrise Educational Services, Inc. issued a
press release, attached hereto as an exhibit, announcing the change in the
corporation's name.
2
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ITEM 7. EXHIBITS
<TABLE>
<CAPTION>
Exhibit Number Description
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<S> <C> <C>
99.1 Certificate of Amendment to Restated Certificate of
Incorporation
99.2 Press Release of the Company dated February 10, 1997
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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.
/s/ Ronold J. O'Connor
-------------------------------------------
Ronold J. O'Connor
Controller
Date: February 18, 1997
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EXHIBIT 99.1
PAGE 1 OF 2
CERTIFICATE OF AMENDMENT
TO
RESTATED CERTIFICATE OF INCORPORATION
SUNRISE PRESCHOOLS, INC. a corporation organized and existing under
and by virtue of the General Corporation Law of the State of Delaware,
DOES HEREBY CERTIFY:
FIRST: That pursuant to a Consent In Lieu of a Special Meeting of the
Board of Directors of Sunrise Preschools, Inc., a Delaware corporation
(the "Corporation") on January 24, 1997, resolutions were duly adopted
setting forth a proposed amendment to the Restated Certificate of
Incorporation of the Corporation, declaring said amendment to be
advisable and directing that said amendment be considered at the next
annual meeting of the stockholders of the Corporation. The resolutions
setting forth the proposed amendment are as follows:
RESOLVED, that Section 1 of the Corporation's Restated Certificate
of Incorporation be, and hereby is, amended in its entirety to
read as follows:
1. Name. The name of the Corporation is Sunrise
Educational Services, Inc.
SECOND: That thereafter, pursuant to resolution of its Board of
Directors, an annual meeting of the stockholders of the Corporation
was duly called and held on January 24, 1997, upon notice in
accordance with Section 222 of the General Corporation Law of the
State of Delaware at which meeting the necessary number of shares as
required by statute were voted in favor of the amendment.
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EXHIBIT 99.1
PAGE 2 OF 2
THIRD: That said amendment was duly adopted in accordance with the
provisions of Section 242 of the General Corporation Law of the State of
Delaware.
IN WITNESS WHEREOF, SUNRISE PRESCHOOLS, INC. has caused this certificate
to be signed by James R. Evans, its President, this 31st day of January,
1997.
SUNRISE PRESCHOOLS, INC., a Delaware
corporation
By /s/ James R. Evans
--------------------------------------
James R. Evans, President
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Sunrise Preschools EXHIBIT 99.2
NEWS RELEASE
FOR IMMEDIATE RELEASE FOR FURTHER INFORMATION CONTACT:
February 10, 1997 RUDY R. MILLER, PRESIDENT
THE MILLER GROUP
INVESTOR RELATIONS FOR THE COMPANY
(800) 264-1870
SHAREHOLDERS APPROVE NEW CORPORATE NAME
SUNRISE EDUCATIONAL SERVICES, INC.
SCOTTSDALE, ARIZONA (FEBRUARY 10, 1997) (NASDAQ - SUNR AND SUNRP) - the
shareholders of Sunrise Educational Services, Inc. approved a new name for the
company at its annual shareholders' meeting held in January. Formerly known as
Sunrise Preschools, Inc., Sunrise Educational Services, Inc. operates a family
of schools along with management programs complimentary to its Sunrise centers.
The company's diversified schools include the Sunrise Preschools division,
Suncrest Private Schools division and Sunburst Child Care Division. Sunrise's
management programs include on-site corporate programs, a state university
program, a high school district's teen parent program and a contract with
Preschool Services, Inc., a non-profit entity.
"Our new name reflects the widened area of service we now provide", said, James
R. Evans, Chairman of the Board and President. "The company's broadening
spectrum of service offers new growth potential as we pursue a more diversified
education market. We have invested in the infrastructure necessary to run a
national education company and are poised to take advantage of the immense
opportunities the multifaceted and ever changing educational arena has to
offer."
Sunrise Educational Services, Inc. is an operator of education-based preschools
and private schools that include kindergarten and first grade. The vast majority
of the company's 36 operations are located in the west.
# # #
Corporate Office and Training Center
9128 East San Salvador Drive, Suite 200
Scottsdale, Arizona 85258
602-860-1611
