SCHAUMBURG, Ill.–(BUSINESS WIRE)– Perdoceo Education Corporation (“Perdoceo” or the “Company”) (NASDAQ: PRDO), a provider of postsecondary education, today announced that it has entered into a definitive agreement to acquire 100% of the membership interests of South University Savannah, LLC (“South University” or “South”) from South University – Member, Inc. (the “Seller”). The material terms of the transaction are described in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission today. Completion of the acquisition is subject to customary closing conditions, regulatory approvals and accreditor approvals. The Company expects to complete the acquisition as early as April 2027. Following the closing, South will operate as a for-profit institution.
Founded in 1899 in Savannah, Georgia, South University is a leading health sciences-focused institution serving students through eleven (11) campus locations across Georgia, Florida, Alabama, South Carolina, Virginia, Texas and North Carolina, and through South University Online. South is accredited by The Southern Association of Colleges and Schools Commission on Colleges (“SACSCOC”) through 2034.
Once completed, the acquisition will firmly establish Perdoceo’s graduate health sciences offerings and further extend the breadth and depth of our academic program offerings.
South’s clinical health sciences portfolio is anchored by four licensure-driven programs:
Master of Science in Physician Assistant Studies (ARC-PA);
Master of Medical Science in Anesthesia Science, Anesthesiologist Assistant (CAAHEP / ARC-AA);
Doctor of Pharmacy (ACPE); and
Nursing (CCNE): Bachelor of Science in Nursing, Master of Science in Nursing and Doctor of Nursing Practice programs.
South also offers physical therapist assistant, occupational therapy assistant, public health and counseling programs.
Perdoceo intends to invest in the drivers of graduate outcomes in these programs — clinical placement capacity and preceptor networks, faculty and program leadership, simulation and instructional technology, and licensure exam preparation.
Commenting on the transaction, Todd Nelson, President and Chief Executive Officer of Perdoceo, said, “South University has spent more than a century preparing students for in-demand careers. We intend to invest in clinical capacity, academic and student support services, and transformational initiatives that we believe will further enhance student experiences and academic outcomes at South University.”
Transaction Details
To acquire 100% ownership of South, Perdoceo expects to pay cash consideration as follows:
Approximately $130 million – $140 million at closing after adjustments for cash, net working capital, and certain debt-like items agreed upon, in each case based on South’s balance sheet as of beginning of April 2027, as well as indebtedness and Seller transaction expenses outstanding at closing;
$18 million of deferred consideration in installments over 24 months following closing; and
Up to $56 million of earn-out payments tied to specified EBITDA thresholds for fiscal years 2027, 2028 and 2029.
As contemplated by the purchase agreement, Perdoceo has purchased a buyer-side representation and warranty insurance policy, which will serve as the primary source of protection against certain risks associated with representations and warranties made by the Seller and pre-closing tax liabilities. The representation and warranty insurance policy is subject to customary conditions, exclusions and deductibles and will survive for at least three years from closing.
The transaction has been approved by the board of directors of Perdoceo and by the board of directors of the Seller; no other board, member or stockholder approval is required.
The transaction is not subject to financing conditions. Perdoceo plans to use cash on hand for the purchase.
The purchase agreement may be terminated in certain specified, limited circumstances, including if the closing has not occurred by July 9, 2027.
For the year ended December 31, 2025, South University had unaudited revenues of approximately $291 million and adjusted operating income of approximately $34.0 million, and served approximately 10,500 students during the year ended December 31, 2025. Adjusted operating income is a non-GAAP financial measure and was calculated by adding depreciation, amortization and interest to South’s net income.
Perdoceo expects the transaction to be immediately accretive to the Company’s adjusted operating income beginning in 2027 and to provide further growth in adjusted operating income in 2028.
The acquisition of South is consistent with Perdoceo’s balanced capital allocation strategy of acquiring quality academic institutions, while also returning capital to shareholders via dividends and share buybacks.
Affirming Outlook for Fiscal Year 2026
Perdoceo remains on track to achieve its full year adjusted operating income outlook of $258 million to $263 million, as provided in the Company’s previous quarterly earnings release, subject to the assumptions and factors set forth therein.
ABOUT PERDOCEO EDUCATION CORPORATION
Perdoceo’s accredited academic institutions offer a quality postsecondary education to a diverse student population, with fully online, campus-based and hybrid learning programs. The Company’s academic institutions – Colorado Technical University (“CTU”), the American InterContinental University System (“AIUS” or “AIU System”), and University of St. Augustine for Health Sciences (“USAHS”) – provide degree programs from the associate through doctoral level as well as non-degree seeking and professional development programs. Our academic institutions offer students industry-relevant and career-focused academic programs that are designed to meet the educational needs of today’s busy adults. CTU and AIUS continue to show innovation in higher education, advancing personalized learning technologies like their intellipath® learning platform and using data analytics and technology to serve and educate students while enhancing overall learning and academic experiences. USAHS prepares medical professionals to provide quality medical care to communities across the country primarily through its graduate health sciences degree offerings in physical therapy, occupational therapy, speech language therapy and nursing, as well as continuing education programs. Perdoceo’s academic institutions are committed to providing quality education that closes the gap between learners who seek to advance their careers and employers and communities needing a qualified workforce. For more information, please visit www.perdoceoed.com.
ABOUT SOUTH UNIVERSITY
South University is a private institution founded in 1899 in Savannah, Georgia, offering undergraduate, graduate and doctoral programs across health sciences, nursing, pharmacy, business, counseling, public health, and arts and sciences. South educates students through eleven (11) campus locations in Savannah and Atlanta, Georgia; Montgomery, Alabama; High Point, North Carolina; Columbia, South Carolina; Richmond and Virginia Beach, Virginia; Austin, Texas; and Orlando, Tampa and West Palm Beach, Florida, and through South University Online. South University is accredited by the SACSCOC. For more information, please visit: www.southuniversity.edu.
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