1286862--3/16/2006--EDUCATE

related topics

{regulation, government, change}

{acquisition, growth, future}

{customer, product, revenue}

{product, market, service}

{financial, litigation, operation}

{stock, price, operating}

{personnel, key, retain}

{debt, indebtedness, cash}

{product, candidate, development}

{operation, natural, condition}

{operation, international, foreign}

{system, service, information}

{tax, income, asset}

{control, financial, internal}

Risks Relating to Our Learning Center Segment Our inability to adequately manage our growth could have an adverse effect on our operations. In response to our same territory revenue growth in 2005, we implemented a new strategy to restore growth, but we cannot assure you that our new strategy will be effective. Actions of teachers, instructors and other personnel could lead to liability claims and damage to our reputation, which could cause us to incur substantial costs and strain our relationships with franchisees. Actions taken by our franchisees may harm our business. Our ability to grow may be hindered and our business may suffer if our franchisees do not adopt and effectively implement improved programs and business practices we develop. Our failure to maintain good relationships with our franchisees could significantly reduce our revenue and income. If we fail to sell licenses for new franchise territories, our financial performance and growth prospects may be adversely affected. The sale of licenses for new franchise territories could harm our relationship with existing franchisees. New programs, services, and products may not be accepted and purchased by institutional customers and consumers. Our ability to grow may be hindered by product-related problems. We intend to open additional learning centers in targeted geographic areas, creating the risk that we may over-saturate a particular market. We rely on the accuracy of the unaudited financial information we receive from our franchisees, over which we do not have direct supervision or control and which we do not routinely audit. Franchise regulations could limit our ability to terminate or replace unproductive franchises, which could result in lower franchise royalties. The provision of NCLB services under the Ace it! or Sylvan brands by our franchisees may harm our reputation and negatively affect our financial condition. Economic, political and other risks associated with our European and Canadian centers could adversely affect our business. Risks Relating to Our Catapult Learning Segment Our Catapult Learning segment conducts business largely with local education authorities, the composition of which change from time to time. As a result of these changes, our relationship can be adversely affected, leading to reductions in business and harm to our reputation. Changes in Federal and state laws reducing or eliminating funding for third-party suppliers of supplemental education services could adversely affect our business. If we fail to comply with applicable state and federal regulations, we may face government sanctions. Additional Risks Relating to Our Business and Industry Our operating results may vary significantly from quarter to quarter as a result of seasonal and other variations to which our business is subject. This may result in volatility or adversely affect our stock price. Our historical results of operations may not be indicative of future performance, which is difficult to forecast. We expect our results to vary from quarter to quarter. We have a limited operating history as an independent company, which may make our business difficult to evaluate. We expect that new products and programs we develop will expose us to risks that may be difficult to identify until such products or programs are implemented. New products and programs we develop may compete with our current programs. Our success depends on our ability to recruit and retain necessary personnel. Our substantial indebtedness could adversely affect our financial condition and impact our business and growth prospects. The terms of our secured credit facility restrict us from engaging in many activities and require us to satisfy various financial tests. We expect that any credit facilities that we obtain in the future will contain similar restrictions and requirements. Natural or manmade disasters could interrupt our business.

Full 10-K form ▸

1286862--3/16/2006--EDUCATE_INC