Unregistered Sales of Equity Securities and Use of Proceeds
−Removed: During the three months ended June 30, 2021, we did not repurchase any shares of our common stock.
+Added: During the three months ended September 30, 2021, we did not repurchase any shares of our common stock.
The table and footnotes below provide details regarding our repurchase programs (unaudited):
Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs (1) Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (2)(3)
−Removed: April 1, 2021 — $ — — 327,641 $ 8,396,734
−Removed: April 1, 2021 - April 30, 2021 — — — 327,641 8,396,734
−Removed: May 1, 2021 - May 31, 2021 — — — 350,401 8,396,734
−Removed: June 1, 2021 - June 30, 2021 — — — 350,401 8,396,734
+Added: July 1, 2021 — $ — — 350,424 $ 8,396,734
+Added: July 1, 2021 - July 31, 2021 — — — 350,424 8,396,734
+Added: August 1, 2021 - August 31, 2021 — — — 350,424 8,396,734
+Added: September 1, 2021 - September 30, 2021 — — — 383,064 8,396,734
Total — $ — — 383,064 $ 8,396,734
8 unchanged sentences
The authorization under this program is in addition to our repurchase program under which we may annually purchase up to the cumulative number of shares issued or deemed issued in that year under our equity incentive and stock purchase plans.
−Removed: (3) During the three month period ended June 30, 2021, we were deemed to have repurchased 1,303 shares of common stock forfeited by employees to satisfy minimum tax-withholding requirements in connection with the vesting of restricted stock grants.
+Added: (1) During the three month period ended September 30, 2021, we were deemed to have repurchased 8,343 shares of common stock forfeited by employees to satisfy minimum tax-withholding requirements in connection with the vesting of restricted stock grants.
These repurchases were not part of the stock repurchase program authorized by our Board of Directors as described in footnotes 1 and 2 of this table.
2 unchanged sentences
Other Information
−Removed: On August 5, 2021, in connection with an evaluation and review of our costs and expenses, we initiated a plan to reduce costs.
−Removed: The plan includes a reduction in force that resulted in the termination of 11 full-time faculty members at APUS, and 33 non-faculty employees across a variety of roles and departments at APEI and APUS, representing approximately 3.2% of the APUS full-time faculty workforce, and 3.6% of the APEI and APUS non-faculty workforce.
−Removed: Substantially all of the affected employees have been notified of the reduction.
−Removed: We expect to substantially complete this workforce reduction by August 9, 2021.
−Removed: We will record expenses for termination benefits related to the workforce reduction in the third quarter of 2021 in accordance with FASB ASC 420, Exit or Disposal Cost Obligations .
−Removed: We estimate that we will incur an aggregate of approximately $1.1 million of pre-tax cash expenses associated with employee severance benefits.
−Removed: The reduction in force is expected to result in pre-tax labor and benefit savings in 2021 to be in the range of approximately $0.5 million to $2.5 million, and in the range of approximately $2.6 million to $3.6 million on an annualized basis.
−Removed: These cost savings do not include expenses associated with employee severance benefits.
−Removed: The Company expects cost reductions other than labor and benefits cost savings to result in savings in 2021 in the range of approximately $4.3 million to $6.3 million.
−Removed: The actual costs and benefits of the plan are preliminary and may vary based on various factors, including the timing of implementation and changes in underlying assumptions and projections.
−Removed: There is no certainty that the program, or any other expense reduction initiative, will have the intended benefits of reducing costs and expenses over the long-term, or whether there will be adverse impacts, including as a result of the loss of valuable employees.
Exhibit Description
+Added: 10.1 Credit Agreement, dated September 1, 2021, by and among American Public Education, Inc., the Lenders and Issuing Banks from time to time party thereto, Macquarie Capital Funding LLC, Macquarie Capital (USA) Inc., and Truist Securities, Inc.
+Added: 10.2 Collateral Agreement, dated September 1, 2021, by and among American Public Education, Inc., Macquarie Capital Funding LLC, as administrative agent and collateral agent and the Guarantors from time to time party thereto.
+Added: 10.3* Third Amended and Restated Information Technology Services Agreement, dated October 1, 2016, by and between Rasmussen College Inc.
+Added: and Collegis LLC.
+Added: (filed herewith)
+Added: 10.4* Statement of Work #4, dated March 15, 2019, by and between Collegis, LLC, and Rasmussen College, LLC, subject to the terms of the Third Amended and Restated Information Technology Services Agreement, dated October 1, 2016.
+Added: (filed herewith)
31.1 Certification of Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
9 unchanged sentences
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
+Added: * Portions of this exhibit have been redacted in compliance with Regulation S-K 601(b)(10).
+Added: (1) Incorporated by reference to exhibit filed with the registrant’s Current Report on Form 8-K (File No.
+Added: 001-33810) filed with the SEC on September 2, 2021.
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.
AMERICAN PUBLIC EDUCATION, INC.
−Removed: /s/ Angela Selden August 9, 2021
+Added: /s/ Angela Selden November 8, 2021
Angela Selden
3 unchanged sentences
Sunderland, Jr.
−Removed: August 9, 2021
+Added: November 8, 2021
Sunderland, Jr.
2 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.