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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT: MARCH 19, 1999 COMMISSION FILE NUMBER: 000-21363
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EDUCATION MANAGEMENT CORPORATION
(Exact name of registrant as specified in its charter)
PENNSYLVANIA 25-1119571
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
300 SIXTH AVENUE, PITTSBURGH, PA 15222
(Address of principal executive offices) (Zip Code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (412) 562-0900
PAGE 1 OF 6 PAGES
Exhibit Index appears on page 4
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ITEM 5 - OTHER EVENTS
On March 15, 1999, Education Management Corporation, a
Pennsylvania Corporation (the "Company"), announced the promotions of
Robert P. Gioella, to President and Chief Operating Officer and David
J. Pauldine, to Executive Vice President. A copy of the press release
announcing the promotions is attached hereto as Exhibit 99.2 and is
hereby incorporated herein by reference.
Information provided on the Company's Year 2000 issues contained
in the Company's Annual Reports on Form 10-K for the fiscal years ended
June 30, 1997 and 1998, and Quarterly Reports on Form 10-Q for the
periods ended September 30, 1998 and December 31, 1998 are hereby
incorporated by reference herein and designated as "Year 2000 Readiness
Disclosures," as defined in Section 3(9) of the Year 2000 Information
and Readiness Disclosure Act (Public Law 105-217), as enacted on
October 19, 1998. These Year 2000 Readiness Disclosures have been or
may in the future be superseded by the Company's then-most current
disclosure regarding Year 2000 issues. As of the date hereof, the
Company's most current disclosure regarding Year 2000 issues is
included in the Company's Quarterly Report on Form 10-Q for the period
ended December 31, 1998.
ITEM 7 - FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of Businesses Acquired
Not applicable
(b) Pro Forma Financial Information
Not applicable
(c) Exhibits
Exhibit 99.2 Press Release dated March 15, 1999
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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.
EDUCATION MANAGEMENT CORPORATION
(Registrant)
Date: March 19, 1999
/s/ Robert T. McDowell
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Robert T. McDowell
Senior Vice President and
Chief Financial Officer
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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99.2 Press Release dated March 15, 1999
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Exhibit 99.2
FOR: EDUCATION MANAGEMENT CORPORATION
COMPANY CONTACT:
ROBERT MCDOWELL
SENIOR VICE PRESIDENT AND CHIEF FINANCIAL OFFICER
(412) 562-0900
INVESTOR CONTACTS:
DONNA STEIN/CINDY REID/VALERIE CARMELLO
MORGEN-WALKE ASSOCIATES, INC.
(212) 850-5600
PRESS CONTACTS:
RICHARD DUKAS/HUD HELLMAN
MORGEN-WALKE ASSOCIATES, INC.
FOR IMMEDIATE RELEASE (212) 850-5600
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EDUCATION MANAGEMENT CORPORATION NAMES ROBERT P. GIOELLA
PRESIDENT AND CHIEF OPERATING OFFICER; DAVID J. PAULDINE PROMOTED TO
EXECUTIVE VICE PRESIDENT
Pittsburgh, PA, March 15, 1999 -- Education Management Corporation (Nasdaq:
EDMC) today announced the promotions of Robert P. Gioella, to President and
Chief Operating Officer and David J. Pauldine, to Executive Vice President.
Robert Gioella, 51, will perform the responsibilities he had while serving
as Senior Vice President, Operations, as well as take on a more senior
managerial position. He will be the Company's first President and Chief
Operating Officer since EDMC's initial public offering in 1996. Mr. Gioella
joined Education Management in 1993 as President of The Art Institute of
Philadelphia and later became Vice President, New School Operations. In April of
1998, he was promoted to Senior Vice President, Operations. Prior to EDMC, Mr.
Gioella served as the Executive Director at the Lincoln Technical Institute in
New Jersey, President and Chief Operating Officer of Berkeley Education Company,
Inc., and as Chief Operating Officer of the Katharine Gibbs Schools, Inc. Mr.
Gioella received his Bachelors of Arts degree from the University of
Steubenville and his Masters of Arts degree from Duquesne University.
David Pauldine, 41, has been promoted to Executive Vice President, after
serving as Senior Vice President, Marketing and Admissions since April 1998. Mr.
Pauldine began his career at EDMC in 1989 as an Assistant Vice President,
Marketing and Admissions. Later, Mr. Pauldine served as President at The Art
Institute of Seattle and at The Art Institute of Fort Lauderdale. Before joining
EDMC, Mr. Pauldine spent nine years at DeVry, Inc. in various marketing and
admissions positions. Mr. Pauldine received his Bachelor of Arts degree from the
University of Dayton and his Masters of Arts degree from Antioch University.
In commenting on the management changes, Robert B. Knutson, Chairman and
Chief Executive Officer of EDMC, said, "I am very pleased to announce the
promotions of both Mr. Gioella and Mr. Pauldine, both of whom have been strong
contributors to EDMC's growth during their tenures with the Company. Mr. Gioella
has been effectively performing the role of chief operating officer so we now
are formalizing his position as we continue to expand our network of
career-oriented post-secondary education institutions throughout the U.S. I
congratulate Messrs. Gioella and Pauldine and am confident they will contribute
even more to the growth of the Company in their new responsibilities."
-more-
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Education Management Corporation is among the largest providers of
proprietary post-secondary education in the United States, based on student
enrollments and revenues. EDMC's schools offer associate's and bachelor's degree
programs and non-degree programs in the areas of design, technology and media
arts, culinary arts, fashion and paralegal studies. The Company has provided
career-oriented education programs for over 35 years, and its schools have
graduated over 100,000 students.
This press release may include information that could constitute forward-looking
statements made pursuant to the safe harbor provision of the Private Securities
Litigation Reform Act of 1995. Any such forward-looking statements may involve
risk and uncertainties that could cause actual results to differ materially from
any future results encompassed within the forward-looking statements. Factors
that could cause or contribute to such differences include those matters
disclosed in the Company's Securities and Exchange Commission filings.
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