K12 Inc. (NYSE:LRN) Files An 8-K Entry into a Material Definitive AgreementItem 1.01. Entry into a Material Definitive Agreement.
On July1, 2017, K12 Inc., through its wholly-owned subsidiary, K12 Virtual Schools L.L.C. (collectively, the “Company”), entered into a Third Amended and Restated Educational Products and Administrative, and Technology Services Agreement (the “Agreement”) with the Ohio Virtual Academy (“OHVA”), which replaced the Company’s prior agreement with OHVA. Under the Agreement, the Company is to provide OHVA with educational products, technology support services and a full suite of turnkey management and administrative services. The Agreement also grants the Company a royalty-free, non-exclusive license to use OHVA’s name and certain other similar rights.
OHVA is to pay the Company for educational products based on the Company’s standard National Managed Virtual School Rates, subject to certain exceptions. For the provision of administrative services, the Company will charge a fee of twelve percent (12%) of OHVA’s qualified gross revenues and contributions and grants, subject to certain discounts based on OHVA’s enrollment levels. For technology services, the Company will charge a fee of seven percent (7%) of OHVA’s qualified gross revenues and contributions and grants, also subject to discounts. OHVA will be responsible for the payment and discharging, at its sole cost and expense, of all debts, liabilities and obligations incurred by its governing authority on its behalf.
The term of the Agreement is five (5)years, July1, 2017 to June30, 2022. The Agreement renews automatically for an additional successive one-year term unless one party notifies the other at least twelve (12) months in advance of an intention not to renew. The Agreement may be terminated by either party if the other fails to remedy a material breach, and the Company may terminate the Agreement under various adverse scenarios, including a reduction in funding, OHVA’s loss of charter, or if the parties fail to approve a budget. The Agreement contains other customary representations and warranties and non-solicitation provisions.
The foregoing description of the Agreement is merely a summary and is qualified in its entirety by the full text of Agreement, which the Company intends to file as an exhibit to its Annual Report on Form10-K for the fiscal year ended June30, 2017.