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): December 9, 2010
Cambium Learning
Group, Inc.
(Exact name of registrant as specified in its charter)
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| Delaware
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001-34575
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27-0587428 |
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| (State or other Jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.) |
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| 1800 Valley View |
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| Lane, Suite 400, Dallas, TX
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75234-8923 |
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| (Address of Principal Executive Offices)
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(Zip Code) |
Registrant’s telephone number, including area code: (214) 932-9500
(Former name or former address if changed since last report.)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
Item 7.01. Regulation FD Disclosure.
On December 9, 2010, Ronald Klausner, Chief Executive Officer of Cambium Learning Group, Inc., will
be presenting a company overview at the Barrington Research Consumer, Media & Business Services
Conference being hosted by Barrington Research in Chicago, Illinois. A copy of the presentation
materials are attached as Exhibit 99.1 and are incorporated by reference into this Current Report
on Form 8-K.
The information in this Current Report on Form 8-K and accompanying exhibit is being furnished and
shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of
1934 (the “Exchange Act”), or otherwise subject to the liabilities of such section, nor shall such
information be deemed incorporated by reference in any filing under the Securities Act of 1933 (the
“Securities Act”) or the Exchange Act, except as shall be expressly set forth by specific reference
in such a filing.
Forward-Looking Statements
Some of the statements contained in the attached presentation constitute forward-looking
statements. These statements relate to future events including the transaction, our future
financial performance and involve known and unknown risks, uncertainties and other factors that may
cause our or our markets’ actual results, levels of activity, performance or achievements to be
materially different from any future results, levels of activity, performance or achievements.
These risks and other factors you should consider include, but are not limited to, loss of key
personnel, success of ongoing product development, maintaining acceptable margins, the ability to
control costs, changes in customer demands or industry standards, the ability to successfully
attract and retain a broad customer base for our current and future products, K-12 enrollment and
demographic trends, the level of educational and education technology funding, the impact of
federal, state and local regulatory requirements on our business, the impact of competition and the
risk that our competitors will seek to capitalize on the risks and uncertainties confronting us,
including those listed above and the uncertainty of economic conditions in general, financial
market performance, and other risks listed under “Risk Factors” in our filings with the Securities
and Exchange Commission. In some cases, you can identify forward- looking statements by terminology
such as “may,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,”
“potential,” “continue,” “projects,” “intends,” “prospects,” “priorities,” or the negative of such
terms or other comparable terminology. These statements are only predictions. Actual events or
results may differ materially. We undertake no obligation to update any of these statements.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
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| Exhibit No. |
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Description |
99.1
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Presentation, dated December 9, 2010. |
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