Perdoceo Education Enters Material Agreement, New Financial Obligation

TL;DR

**PRDO just took on a new material financial obligation; details to follow.**

AI Summary

Perdoceo Education Corporation filed an 8-K on January 23, 2024, to report an "Entry into a Material Definitive Agreement" and the "Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement." This filing indicates that the company has entered into a significant new financial commitment or agreement. For investors, this matters because such agreements can impact the company's financial health, future cash flows, and overall valuation, potentially affecting stock performance.

Why It Matters

This filing signals a new, potentially significant financial commitment for Perdoceo Education, which could affect its balance sheet and future profitability. Investors should monitor the details of this agreement as they emerge to assess its impact on the company's financial stability and growth prospects.

Risk Assessment

Risk Level: medium — The filing indicates a new material financial obligation without providing specific details, creating uncertainty about its potential positive or negative impact.

Analyst Insight

A smart investor would hold off on making significant decisions until more details about the 'Material Definitive Agreement' and 'Direct Financial Obligation' are disclosed, as this filing only signals their existence without providing specifics on their nature or impact.

Key Players & Entities

• Perdoceo Education Corporation (company) — the registrant filing the 8-K
• January 23, 2024 (date) — date of earliest event reported
• 0-23245 (number) — Commission File Number
• PRDO (company) — trading symbol for Common Stock
• $0.01 (dollar_amount) — par value of Common Stock

Forward-Looking Statements

• Perdoceo Education Corporation will file a subsequent 8-K or 10-Q providing more details on the 'Material Definitive Agreement' and 'Direct Financial Obligation'. (Perdoceo Education Corporation) — high confidence, target: 2024-03-31

FAQ

Key Financial Figures

• $0.01 — nge on which registered Common Stock, $0.01 par value PRDO Nasdaq Global Select
• $125,000,000 — ovide the Company with the benefit of a $125,000,000 senior secured revolving credit facilit
• $50,000,000 — e commitment in an amount not to exceed $50,000,000 upon the Company's request if no defaul
• $156,250,000 — y guarantors are less than a minimum of $156,250,000, cash collateral in the aggregate amoun

Filing Documents

• d727165d8k.htm (8-K) — 30KB
• d727165dex101.htm (EX-10.1) — 881KB
• 0001193125-24-012975.txt ( ) — 1232KB
• prdo-20240123.xsd (EX-101.SCH) — 3KB
• prdo-20240123_lab.xml (EX-101.LAB) — 17KB
• prdo-20240123_pre.xml (EX-101.PRE) — 11KB
• d727165d8k_htm.xml (XML) — 3KB

01

Item 1.01 Entry into a Material Definitive Agreement. Effective as of January 23, 2024, Perdoceo Education Corporation (the " Company ") and the subsidiary guarantors thereunder entered into a Second Amendment (the " Second Amendment ") to their Credit Agreement, dated as of September 8, 2021 and as amended on April 1, 2022 (the " Exi sting Credit Agreement "), with the lenders from time to time parties thereto and Wintrust Bank N.A. (" Wintrust "), in its capacities as the sole lead arranger, sole bookrunner, administrative agent and letter of credit issuer thereunder (the Existing Credit Agreement, as further amended by the Second Amendment, the " Credit Agreement "). The Second Amendment, among other things: (i) extends the maturity date of the revolving credit facility to January 31, 2027; (ii) lowers the "Prime Rate" floor from 4% to 3%; (iii) replaces BMO Bank N.A. (formerly known as BMO Harris Bank N.A.) with Valley National Bancorp as one of the lenders that is party to the revolving credit facility; and (iv) modifies the relative commitments of the lenders that are parties to the revolving credit facility. As of January 22, 2024, no revolving loans were drawn under the Existing Credit Agreement. The Credit Agreement continues to provide the Company with the benefit of a $125,000,000 senior secured revolving credit facility, subject to an increase in the aggregate commitment in an amount not to exceed $50,000,000 upon the Company's request if no default has occurred and other conditions have been met, and continues to provide that (i) accrued commitment fees are payable quarterly in arrears; (ii) principal is payable at maturity; (iii) the Company may prepay amounts outstanding, or terminate or reduce the commitments, under the Credit Agreement upon same day or five business days' prior notice, respectively, in each case without premium or penalty; and (iv) the loans and letter of credit obligations thereunder are secured by (x) substantially all as

03

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth in Item 1.01 above is incorporated by reference into this Item 2.03.

01

Item 9.01.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits. The exhibits required by Item 601 of Regulation S-K are listed in the "Exhibit Index" which is contained in this Current Report on Form 8-K and are incorporated herein by reference. Exhibit Index Exhibit Number Description of Exhibits 10.1 Second Amendment to Credit Agreement entered into as of January 23, 2024, among Perdoceo Education Corporation, the guarantors and the lenders under the Credit Agreement and Wintrust Bank, N.A., as administrative agent and letter of credit issuer. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

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. PERDOCEO EDUCATION CORPORATION By: /s/ Ashish R. Ghia Ashish R. Ghia Senior Vice President and Chief Financial Officer Date: January 23, 2024