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PERDOCEO EDUCATION Corp 8K

0001193125-26-389857

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Perdoceo Education Corporation signed a definitive, all-cash agreement to acquire South University Savannah, LLC, a health-sciences-focused institution, in a transaction expected to close as early as April 2027 and be accretive to adjusted operating income starting in 2027.

Perdoceo Education Corporation announced that it has entered into a definitive agreement to acquire 100% of the membership interests of South University Savannah, LLC from South University – Member, Inc. for upfront cash consideration of approximately $130–$150 million at closing (subject to balance sheet adjustments), $18 million of deferred payments over 24 months, and up to $56 million of earn-out payments tied to EBITDA thresholds for fiscal years 2027–2029, with the transaction expected to close as early as April 2027 pending customary closing conditions, regulatory and accreditor approvals, after which South University will operate as a for‑profit institution; Perdoceo plans to fund the deal with cash on hand, has obtained a buyer-side R&W insurance policy, may owe a termination fee of up to $20 million if the agreement is terminated under specified circumstances, expects the acquisition—of a business that generated approximately $291 million of 2025 revenue and $34 million of adjusted operating income—to be immediately accretive to adjusted operating income beginning in 2027, and reiterated its 2026 adjusted operating income outlook of $258–$263 million.

Filing Facts

CIK
1046568
Ticker
-
Form
8K
Source Type
sec
Accession
0001193125-26-389857
Alert Tier
8
PERDOCEO EDUCATION Corp 8K | ATTN