UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Emerging growth company
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Item 8.01. | Other Events. |
Unaudited Pro Forma Financial Information
On May 22, 2019, 2U, Inc. (the “Company”) filed a Current Report on Form 8-K (the “Initial Form 8-K”) reporting the completion of its acquisition of Trilogy Education Services, Inc. (“Trilogy”) pursuant to the Agreement and Plan of Merger dated April 7, 2019. On July 30, 2019, the Company amended and supplemented the Initial Form 8-K to provide the financial information required under Item 9.01, which was permitted to be filed by amendment no later than 71 days after the due date of the Initial Form 8-K.
The Company is filing this Current Report on Form 8-K in order to make publicly available certain unaudited pro forma financial information of the Company reflecting the acquisition of Trilogy described in Item 9.01(b) below and incorporated by reference herein.
Proposed Offering
On August 5, 2020, the Company issued a press release announcing its intention to offer $300,000,000 of its common stock, par value $0.001 per share. The Company also announced its intention to grant to the underwriters an option to purchase up to $45,000,000 additional shares of its common stock. A copy of the press release is attached hereto as Exhibit 99.2 and is incorporated herein by reference.
Item 9.01. | Financial Statements and Exhibits. |
(b) Pro Forma Financial Information: The unaudited pro forma combined financial statement of the Company giving pro forma effect to the acquisition of Trilogy for the year ended December 31, 2019 is attached hereto as Exhibit 99.2 and is incorporated herein by reference.
(d) Exhibits
Exhibit Number | Exhibit Description | |
99.1 | Unaudited pro forma combined financial statement of the Company giving pro forma effect to the acquisition of Trilogy for the year ended December 31, 2019. | |
99.2 | Proposed offering press release issued by the Company, dated August 5, 2020. | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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.
2U, Inc. | ||
By: | /s/ Paul S. Lalljie | |
Name: | Paul S. Lalljie | |
Date: August 5, 2020 | Title: | Chief Financial Officer |