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Forward-Looking Statements
All public statements made by the Company and its representatives that are not statements of historical fact, including certain
statements in this Annual Report on Form 10-K and elsewhere in the Company’s 2014 Annual Report to Stockholders, are
“forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking
statements include comments about the Company’s business strategies and objectives, the prospects for growth in the
Company’s various business operations and the Company’s future financial performance. As with any projection or forecast,
forward-looking statements are subject to various risks and uncertainties, including the risks and uncertainties described in
Item 1A of this Annual Report on Form 10-K, that could cause actual results or events to differ materially from those anticipated
in such statements. Accordingly, undue reliance should not be placed on any forward-looking statement made by or on behalf
of the Company. The Company assumes no obligation to update any forward-looking statement after the date on which such
statement is made, even if new information subsequently becomes available.
Available Information
The Company’s Internet address is www.ghco.com. The Company makes available free of charge through its website its
Annual Report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, definitive proxy statements on
Schedule 14A and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act as
soon as reasonably practicable after such documents are electronically filed with the Securities and Exchange Commission
(SEC). In addition, the Company’s Certificate of Incorporation, its Corporate Governance Guidelines, the Charters of the
Audit and Compensation Committees of the Company’s Board of Directors and the codes of conduct adopted by the
Company and referred to in Item 10 of this Annual Report on Form 10-K are all available on the Company’s website;
printed copies of such documents may be obtained by any stockholder upon written request to the Secretary, Graham
Holdings Company at 1300 North 17th Street, Arlington, VA 22209. The contents of the Company’s website are not
incorporated by reference into this Form 10-K and shall not be deemed “filed” under the Securities Exchange Act of 1934.
The SEC website, www.sec.gov, contains the reports, proxy statements and information statements and other information
regarding issuers that file electronically with the SEC. Also, the public may read and copy any materials that the
Company files with the SEC at the SEC’s Public Reference Room at 100 F Street, NE, Washington, DC 20549.
Information on the operation of the Public Reference Room may be obtained by calling the SEC at 1-800-SEC-0330.
Item 1A. Risk Factors.
The Company faces a number of significant risks and uncertainties in connection with its operations. The most significant
of these are described below. These risks and uncertainties may not be the only ones facing the Company. Additional
risks and uncertainties not presently known, or currently deemed immaterial, may adversely affect the Company in the
future. In addition to the other information included in this Annual Report on Form 10-K, investors should carefully consider
the following risk factors. If any of the events or developments described below occurs, it could have a material adverse
effect on the Company’s business, financial condition or results of operations.
Failure to Comply With Statutory and Regulatory Requirements Could Result in Loss of Access to U.S. Federal
Student Loans and Grants Under Title IV, a Requirement to Pay Fines or Monetary Liabilities or Other Sanctions
To maintain Title IV eligibility, each group of schools combined into an OPEID unit must comply with the extensive statutory and
regulatory requirements of the Higher Education Act and other laws relating to its financial aid management, educational
programs, financial strength, facilities, recruiting practices and various other matters. Failure to comply with these requirements
could result in the loss or limitation of the eligibility of one or more of the KHE schools to participate in Title IV programs; a
requirement to pay fines or to repay Title IV program funds; a denial or refusal by the ED to consider a school’s application for
renewal of its certification to participate in the Title IV programs or for approval to add a new campus or educational program; a
requirement to submit a letter of credit, the imposition of civil or criminal penalties; or other sanctions. No assurance can be given
that the Kaplan schools and programs currently participating in Title IV programs will maintain their Title IV eligibility, accreditation
and state authorization in the future or that the ED might not successfully assert that one or more of such schools or programs have
previously failed to comply with Title IV requirements. The loss of Title IV eligibility by either (1) the single OPEID unit that includes
Kaplan University or (2) a combination of other OPEID units would have a material adverse effect on Kaplan’s operating results.
Program Reviews, Audits, Investigations and Other Reviews of KHE Schools Could Result in Findings of Failure to
Comply With Statutory and Regulatory Requirements
KHE schools are subject to program reviews, audits, investigations and other compliance reviews conducted by various
regulatory agencies and auditors, including, among others, the ED, the ED’s Office of the Inspector General, accrediting
bodies and state and various other agencies, as well as annual audits by an independent certified public accountant of
2014 FORM 10-K 23