UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Form
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported) January
11, 2007_______________________
DeVry
Inc.
(Exact
name of registrant as specified in its charter)
DELAWARE 1-13988
36-3150143
(State or other jurisdiction
(Commission (IRS
Employer
of incorporation)
File Number)
Identification No.)
ONE
TOWER LANE, OAKBROOK TERRACE, IL
60181
(Address
of principal executive offices)
(Zip
Code)
Registrant’s
telephone number, including area code (630)571-7700
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2 below):
[
]
Written communications pursuant to Rule 425 under Securities Act (17 CFR
230.425)
[
]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[
]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act
(17 CFR 240.14d-2 (b))
[
]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act
(17 CFR 240.13e-4(c))
Total
number of pages: 153
DEVRY
INC.
FORM
8-K
INDEX
Page
No.
Item
1.01 - Entry into a Material Definitive Agreement 3
Item
9.01 - Financial Statements and Exhibits
3
Signatures
4
Exhibit
Index
5
Item
1.01
- Entry into a Material Definitive Agreement
On
January 11, 2007, DeVry Inc. (the “Company”), its subsidiary - Global Education
International, the Company’s lenders, and Bank of America, N.A., as
Administrative Agent, Swing Line Lender and Letter of Credit (L/C) Issuer,
entered into a Third Amendment to the Credit Agreement dated as of May 16,
2003,
and amended as of June 29, 2004 and September 30, 2005. This agreement amends
or
modifies certain aspects of the Credit Agreement so as to, among other things:
(i) extend the maturity date to January 11, 2012, (ii) decrease the spread
on
applicable interest and fee rates, (iii) revise certain financial covenants,
(iv) increase permitted acquisition and restricted payment flexibility, and
(v)
make certain other changes to the Credit Agreement, all as more fully detailed
in the Third Amendment included as Exhibit 4.1 to this Form 8-K.
This
agreement is expected to result in more favorable borrowing terms for the
Company.
There
is
no material relationship between the Company or any of its subsidiaries or
affiliates and any of the lending parties or the administrative agent, other
than in respect of the Credit Agreement as amended and certain banking
relationships all entered into in the ordinary course of business.
Item
9.01
- Financial Statements and Exhibits
(d)
-
Exhibits
| 4.1 |
Third
Amendment dated January 11, 2007, to the Credit Agreement,dated
May 16, 2003, and amended as of June 29, 2004 and September 30, 2005,
between DeVry Inc. and Global Education International, Inc., as the
Borrowers, Bank of America, N.A., as Administrative Agent, Swing
Line
Lender and L/C Issuer, and The Other Lenders Party Hereto (the "Credit
Agreement"). The schedules and exhibits to the Credit Agreement have
been
omitted in accordance with the instructions to Item 601(b)(2) of
Regulation S-K. The registrant hereby undertakes to provide a copy
of the
schedules and exhibits to the staff of the Securities and Exchange
Commission upon request.
|
.
| 4.2 |
Form
of U.S. Subsidiary Guaranty, dated May 16, 2003, and amended and
restated
on January 11, 2007, regarding the Credit
Agreement
|
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.
DEVRY
INC.
(REGISTRANT)
Date:
January 11, 2007 /s/Richard
M. Gunst
Richard
M. Gunst
Senior
Vice President,
Chief
Financial Officer
And
Treasurer
EXHIBIT
INDEX
Exhibit
Number Description
| 4.1 |
Third
Amendment dated January 11, 2007, to the Credit
Agreement,
|
dated
May 16, 2003,
and amended as of June 29, 2004 and
September
30, 2005,
between DeVry Inc. and
Global
Education International, Inc., as the Borrowers,
Bank
of America,
N.A., as Administrative Agent, Swing Line
Lender
and L/C
Issuer, and The Other Lenders Party Hereto
(the
"Credit
Agreement"). The schedules and exhibits to the
Credit
Agreement
have been omitted in accordance with the
instructions
to Item 601(b)(2) of Regulation S-K. The
registrant
hereby undertakes to provide a copy of the
schedules
and
exhibits to the staff of the Securities and
Exchange
Commission
upon
request.
| 4.2 |
Form
of U.S. Subsidiary Guaranty, dated May 16, 2003 and amended
|
and
restated on January 11, 2007, regarding the Credit
Agreement