Juniper Investment Group Amends Lincoln Educational Services Filing

TL;DR

Juniper Investment Group updated their stake in LINCOLN EDUCATIONAL SERVICES CORP. Watch for potential moves.

AI Summary

On March 13, 2024, Juniper Investment Company, LLC, along with its group members Alexis P. Michas, John A. Bartholdson, and Juniper HF Investors II, LLC, filed an amendment to their Schedule 13D. This filing indicates a change in beneficial ownership of Lincoln Educational Services Corp. common stock, though specific dollar amounts or percentage changes were not detailed in the provided text.

Why It Matters

This amendment signals a potential shift in the ownership structure or strategy of Lincoln Educational Services Corp., which could impact its stock price and future business decisions.

Risk Assessment

Risk Level: medium — Schedule 13D filings often precede significant corporate actions or shifts in control, introducing uncertainty.

Key Players & Entities

• Juniper Investment Company, LLC (company) — Filing entity
• Alexis P. Michas (person) — Group member
• John A. Bartholdson (person) — Group member
• Juniper HF Investors II, LLC (company) — Group member
• Lincoln Educational Services Corp (company) — Subject company

FAQ

Key Financial Figures

• $3,258,192 — n aggregate sale price of approximately $3,258,192.72, and Alex P. Michas sold 10,000 shar
• $99,702 — at an aggregate price of approximately $99,702 , which includes brokerage commissions,
• $10.13 — pportunities, L.P. 27-Feb-24 169,592 $10.13 $10.02 $10.20 Juniper Targeted Oppor
• $10.02 — ties, L.P. 27-Feb-24 169,592 $10.13 $10.02 $10.20 Juniper Targeted Opportunities
• $10.20 — P. 27-Feb-24 169,592 $10.13 $10.02 $10.20 Juniper Targeted Opportunities, L.P.
• $10.22 — Opportunities, L.P. 28-Feb-24 70,000 $10.22 $10.05 $10.26 Juniper Targeted Oppor
• $10.05 — ities, L.P. 28-Feb-24 70,000 $10.22 $10.05 $10.26 Juniper Targeted Opportunities
• $10.26 — .P. 28-Feb-24 70,000 $10.22 $10.05 $10.26 Juniper Targeted Opportunities, L.P.
• $10.09 — Opportunities, L.P. 29-Feb-24 73,241 $10.09 $10.04 $10.16 Juniper Targeted Oppor
• $10.04 — ities, L.P. 29-Feb-24 73,241 $10.09 $10.04 $10.16 Juniper Targeted Opportunities
• $10.16 — .P. 29-Feb-24 73,241 $10.09 $10.04 $10.16 Juniper Targeted Opportunities, L.P.
• $10.01 — d Opportunities, L.P. 1-Mar-24 6,423 $10.01 $10.00 $10.05 Juniper Targeted Oppor
• $10.00 — unities, L.P. 1-Mar-24 6,423 $10.01 $10.00 $10.05 Juniper Targeted Opportunities
• $9.97 — Opportunities, L.P. 6-Mar-24 286,997 $9.97 $9.95 $10.12 Juniper Targeted Opport
• $9.95 — nities, L.P. 6-Mar-24 286,997 $9.97 $9.95 $10.12 Juniper Targeted Opportunities

Filing Documents

• z313243sc13da5.htm (SC 13D/A) — 136KB
• 0001214659-24-004522.txt ( ) — 138KB

Security and Issuer

Item 1. Security and Issuer. This Amendment relates to the Common Stock, no par value per share (the “ Shares ”), of the Issuer. The principal executive office of the Issuer is located at 14 Sylvan Way, Suite A, Parsippany, NJ 07054. The Shares are listed on the NASDAQ Global Select Market under the ticker symbol “LINC”. Information given in response to each item shall be deemed incorporated by reference in all other items, as applicable. This Amendment is being filed to report a decrease in the Reporting Persons’ beneficial ownership percentage due to the sale of Shares by the Reporting Persons and to report a distribution of certain of the Shares as further described in Item 4 herein. The Reporting Persons beneficially own an aggregate of 3,809,818 Shares the “Subject Shares”).

Identity and Background

Item 2. Identity and Background. (a) This Schedule 13D is being filed by: (i) Juniper Targeted Opportunity Fund, L.P., a Delaware limited partnership (“ Juniper Fund ”). (ii) Juniper HF Investors II, LLC, a Delaware limited liability company and the general partner of Juniper Fund (“ Juniper HF II ”). (iii) Juniper Targeted Opportunities, L.P., a Delaware limited partnership (“ Juniper Targeted Opportunities ”). (v) Juniper Targeted Opportunity Investors, LLC, a Delaware limited liability company and the general partner of Juniper Targeted Opportunities (“ Juniper TO ”). (vi) Juniper Investment Company, LLC, a Delaware limited liability company and the investment advisor to Juniper Fund and Juniper Targeted Opportunities (“ Juniper Investment Company ”). (vii) Alexis P. Michas, as a managing member of each of Juniper HF II, Juniper TO, and Juniper Investment Company; and (viii) John A. Bartholdson, as a managing member of each of Juniper HF II, Juniper TO, and Juniper Investment Company. Page 9 of 14 Pages Each of the foregoing is referred to herein as a “Reporting Person” and together as the “Reporting Persons.” (b) The principal business address of each of the Reporting Persons is 555 Madison Avenue, 24 th Floor, New York, New York 10022. (c) The principal business of each of Juniper Fund and Juniper Targeted Opportunities is to invest in the capital stock of various companies. The principal business of Juniper HF II is to serve as the general partner of Juniper Fund. The principal business of Juniper TO is to serve as the general partner of Juniper Targeted Opportunities. Juniper Investment Company provides investment advisory and management services and acts as the investment manager of Juniper Fund and Juniper Targeted Opportunities. Each of Messrs. Michas and Bartholdson serves as managing member of Juniper HF II, Juniper TO, and Juniper Investment Company. (d) D

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration.

is hereby amended and supplemented by adding

Item 3 is hereby amended and supplemented by adding the following information: As of the date hereof, the Reporting Persons are deemed to beneficially own the Subject Shares as detailed in Items 1 and 5.

Purpose of Transaction

Item 4. Purpose of Transaction.

is hereby amended

Item 4 is hereby amended and supplemented by adding the following information. On March 6 th to March 11 th , 2024, Juniper Targeted Opportunities, L.P. sold 327,585 shares at an aggregate sale price of approximately $3,258,192.72, and Alex P. Michas sold 10,000 shares at an aggregate price of approximately $99,702 , which includes brokerage commissions, in the open market.

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer. The responses of the Reporting Persons to rows (7) through (13) of the cover pages of this Schedule 13D are incorporated herein by reference. (a) The percentages of ownership indicated in this Schedule 13D are calculated based on 31,759,322 Shares reported as outstanding as of February 29, 2024 (the “ Record Date ”), in the Issuer’s Quarterly Report on Form 10-K for the quarterly period ended December 31, 2023, as filed with the United States Securities and Exchange Commission on March 5, 2024. Page 10 of 14 Pages As of the date of this Schedule 13D, the Reporting Persons collectively held an aggregate of 3,809,818 Shares, constituting approximately 12% of the Issuer’s outstanding Shares as of the Record Date. As of the date of this Schedule 13D, each Reporting Person may be deemed to have direct beneficial (i) Juniper Fund beneficially owned 2,363,311 Shares, constituting approximately 7.4% of the Issuer’s outstanding Shares as of the Record Date. (ii) Juniper Targeted Opportunities beneficially owned 956,223 Shares, constituting approximately 3.0% of the Issuer's outstanding Shares as of the Record Date. (iii) Juniper HF II, as the general partner of Juniper Fund, may be deemed to own beneficially (as that term is defined in Rule 13d-3 under the Securities Exchange Act of 1934) the 2,363,311 Shares held by Juniper Fund, constituting approximately 7.4% of the Issuer’s outstanding Shares as of the Record Date. Juniper HF II disclaims beneficial ownership of such Shares for all other purposes. (iv) Juniper TO, as the general partner of Juniper Targeted Opportunities, may be deemed to own beneficially (as that term is defined in Rule 13d-3 under the Securities Exchange Act of 1934) the 956,223 Shares held by Juniper Targeted Opportunities, constituting approximately 3.0% of the Issuer’s outstanding Shares as of the Record Date. Junipe

Contracts, Arrangements, Understandings or Relationships with

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. The response to Item 3 is incorporated herein by reference. Except as described in this Schedule 13D or incorporated by reference in this Schedule 13D, there are no contracts, arrangements, understandings or relationships (legal or otherwise) between any of the Reporting Persons or between any of the Reporting Persons and any other person with respect to any securities of the Issuer, including, but not limited to, transfer or voting of any securities, finder’s fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or losses, or the giving or withholding of proxies.

Materials to be Filed as Exhibits

Item 7. Materials to be Filed as Exhibits. Exhibit A : Indemnification Agreement In connection with the appointment of Mr. Bartholdson to the board of directors of the Issuer, Mr., Bartholdson entered into an Indemnification Agreement, dated as of November 14, 2019, with the Issuer pursuant to which the Issuer provided indemnification and insurance coverage to Mr. Bartholdson as director of the board of director of the Issuer. References to and the description of the Indemnification Agreement set forth above in this Item 6 do not purport to be complete and are qualified in their entirety by reference to the full text of the Indemnification Agreement, which is incorporated by reference to Schedule 13D originally filed with the Securities and Exchange Commission by the Reporting Persons on November 22, 2019. Exhibit B : Joint Filing Agreement A Joint Filing Agreement (incorporated by reference herein to Exhibit B of the Schedule 13D Amendment No.1 filed by the Reporting Persons on December 1, 2022). Page 12 of 14 Pages SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete, and correct. Dated: March 13, 2024 JUNIPER TARGETED OPPORTUNITY FUND, L.P. By: Juniper HF Investors II, LLC, its General Partner By : /s/ John A. Bartholdson Name: John A. Bartholdson Title: Managing Member JUNIPER HF INVESTORS II, LLC By : /s/ John A. Bartholdson Name: John A. Bartholdson Title: Managing Member JUNIPER TARGETED OPPORTUNITIES, L.P. By: Juniper Targeted Opportunity Investors, LLC, its General Partner By : /s/ John A. Bartholdson Name: John A. Bartholdson Title: Managing Member JUNIPER TARGETED OPPORTUNITY INVESTORS, LLC By : /s/ John A. Bartholdson Name: John A. Bartholdson Title: Managing Member JUNIPER INVESTMENT COMPANY, LLC By : /s/ John A. Bartholdson Name: John A. Bartholdson Title: Managing Member Page 13 of 14 Pages

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View this SC 13D/A filing on SEC EDGAR