exhibit1062formof2019ann






                                                                                        Exhibit 10.62                                                                                                        2019 Annual Incentive Plan                                                                                                                                                                                                                                                     2019 Annual Incentive Plan                                                                                                                                                   Prepared for Jane Doe                                                                                                                                                                                                        





 






   2019 Annual Incentive Plan                                                                                                                     Table of Contents     Purpose ...................................................................................................................................................... 3   Incentive Targets ....................................................................................................................................... 3   Summary ................................................................................................................................................... 3   Base Salary ................................................................................................................................................. 4   Performance Periods ................................................................................................................................. 4   How Results Are Measured ....................................................................................................................... 4     Key Performance Results Weights ......................................................................................................... 4     Adjusted EBITDA Factor Table ............................................................................................................... 5     Unlevered Free Cash Flow Factor Table ................................................................................................ 5     Revenue Factor Table ............................................................................................................................ 6     New Enrollment Factor Table ................................................................................................................ 6       Individual Objectives.............................................................................................................................. 6   Timing of Bonus Payments ........................................................................................................................ 7     New Hire ................................................................................................................................................ 7     Internal Transfer/Promotion ................................................................................................................. 7     Termination ........................................................................................................................................... 7   Putting It All Together – How Your Bonus Payment Is Calculated ............................................................ 8     Bonus Calculation Example .................................................................................................................... 8   Additional Information .............................................................................................................................. 9   Acknowledgement..................................................................................................................................... 9                               Confidential                                                                 2  





 






   2019 Annual Incentive Plan                                                                                                                                      Purpose     It is the intent of Laureate Education, Inc. (together with its affiliates and subsidiaries, the “Company”) to reward for  results. The Annual Incentive Plan (the “Plan”) provides an incentive to participants to maximize results in areas  critical  to  the Company’s  success  during  the  current  year,  and  also  rewards  participants  for  their  individual  performance.    Incentive Targets    The following table contains your targeted bonus amount and your maximum bonus amount (each expressed as a  percentage of your base salary). You can earn up to the maximum amount if maximum results are attained by both  the Company and you.                             Bonus Target                   Maximum Bonus                         30% of base salary              60% of base salary                              $52,500                        $105,000     Summary    The level of your bonus payment will be based on the results of two components:    Business Results Component for [Corporate Employees]: 50%    The Business Results component of your bonus payout is comprised of the following factors:        1.  Meeting or exceeding Adjusted EBITDA (Earnings Before Interest, Taxes, Depreciation, and Amortization)         threshold amount (30% of the Business Results component);     2.  Meeting or exceeding Unlevered Free Cash Flow (Operating Cash Flow – Capex + Interest) threshold amount         (30% of the Business Results component);     3.  Meeting or exceeding the Revenue threshold amount (20% of the Business Results component);     4.  Meeting or exceeding the New Enrollment threshold amount (20% of the Business Results component); and             Individual Results Component:  50%       5.  Your performance level on your Personal Objectives (100% of the Individual Results component)    Adjusted EBITDA Threshold        •   If the Adjusted EBITDA is less than 90%, no incentive payments will be made to any participant, including         you.    Internal Controls         •   It is critical to maintain Company’s position of having no material weaknesses.  If you are responsible for         any Internal Control(s), your payment under this plan may be reduced if you have a deficiency or material         weakness at the end of 2019 as determined by the Laureate Internal Controls organization.               Metric Targets     Adjusted EBITDA, Unlevered Free Cash Flow, Revenue and New Enrollment are based on total Laureate Education,  Inc. ("Laureate") targets.    Confidential                                                                                     3  





 






             2019 Annual Incentive Plan                                                                                                                                                Discretion of the Company               Notwithstanding anything contrary in this summary, any bonus that you are eligible to receive under the Plan will       be subject to the discretion, including the negative discretion, of the Compensation Committee of the Board of       Directors of Laureate.               Base Salary              Bonus calculations under the Plan will be based on a participant’s base salary as of November 1, 2019 if they have       been  in  the  same  job  for  the  entire  year.  Please  see  the  sections  below  titled  “New  Hire”,  “Internal       Transfer/Promotion” and “Termination” if you experience any of those changes during the year.                Performance Periods              The  effective  performance  period  for  this  Plan  runs  from  January  1, 2019 through  December  31, 2019 (the       “Performance Period”).              How Results Are Measured              Key Performance Results Weights              As previously noted, if the Adjusted EBITDA threshold of 90% ($570,386,351) is not met or exceeded, no payments       will be made to any participant.                 The total bonus payment will be based on Business and Individual components. The following table defines the       component factors and assigns the weighting of each:                 Component                                                               Component          Factor                                             Factor Definitions            Factors                                                                Weighting       Weighting                          Laureate’s Adjusted EBITDA results for 2019 versus a target        Adjusted EBITDA                                                                               30%                            based on the budgeted 2019 Adjusted EBITDA.            Unlevered Free   Laureate’s Unlevered Free Cash Flow results for 2019 versus a                                                                                                      30%           Cash Flow      target based on the budgeted 2019 Unlevered Free Cash Flow.                                                                                      50%                          Laureate’s Revenue results for 2019 versus a target based on            Revenue                                                                                   20%     Factors              the budgeted 2019 Revenue.                          Laureate's New Enrollment results for 2019 versus a target         New Enrollment                                                                               20%      Business Component  Component Business based on the budgeted 2019 New Enrollment.                 Individual     Individual results achieved during 2019 versus objectives as                                                                                      50%            100%             Objectives     approved by management at the start of 2019.     Individual Individual    Component                             Confidential                                                                                     4  





 






   2019 Annual Incentive Plan                                                                                                                                        Adjusted EBITDA Factor Table    Adjusted EBITDA will account for 30% of the Business Results component of your targeted bonus payment potential.  Adjusted EBITDA results will be analyzed after the end of the calendar year versus targeted Adjusted EBITDA. To  achieve any bonus payment for the Adjusted EBITDA factor of your bonus, and any bonus payment under this Plan,  the threshold level of Adjusted EBITDA must be met or exceeded. If that level is achieved, payment for Adjusted  EBITDA results will be determined according to the following table:                                         2019 Adjusted EBITDA Target     Performance                                     % Attainment of                       Adjusted EBITDA for 2019                                Bonus Factor    Against Plan                                         Target     Maximum                $697,138,873                 110%                      200%                                                                     +10.00% for every incremental 1% in    Above Target    >$633,762,612 to <$697,138,873  >100% to <110%                                                                        Adjusted EBITDA above target       Target               $633,762,612                 100%                      100%       Above                                                           -10.00% for every 1% decrease in                    >$570,386,351 to <$633,762,612   >90% to <100%     Threshold                                                          Adjusted EBITDA below target     Threshold              $570,386,351                  90%                       0%      Unlevered Free Cash Flow Factor Table     Unlevered Free Cash Flow will account for 30% of the Business Results component of your targeted bonus payment  potential. Unlevered Free Cash Flow results will be analyzed after the end of the calendar year versus the targeted  Unlevered Free Cash Flow. To achieve any bonus payment for the Unlevered Free Cash Flow factor of your bonus,  the threshold level of Unlevered Free Cash Flow must be met or exceeded.  If that level is achieved, payment for  Unlevered Free Cash Flow results will be determined according to the following table:                                     2019 Unlevered Free Cash Flow Target     Performance                                     % Attainment of                   Unlevered Free Cash Flow for 2019                           Bonus Factor    Against Plan                                         Target     Maximum                $345,578,390                 120%                      200%                                                                       +5.00% for every 1% increase in    Above Target    >$287,981,992 to <$345,578,390  >100% to <120%     Unlevered Free Cash Flow above                                                                                  target       Target               $287,981,992                 100%                      100%                                                                       -5.00% for every 1% decrease in       Above                    >$230,385,594 to <$287,981,992   >80% to <100%     Unlevered Free Cash Flow below     Threshold                                                                                  target     Threshold              $230,385,594                  80%                       0%                                      Confidential                                                                                     5  





 






   2019 Annual Incentive Plan                                                                                                                                      Revenue Factor Table    Revenue  will  account  for 20% of  the  Business  Results component of  your  targeted  bonus  payment  potential.  Revenue results will be analyzed after the end of the calendar year versus targeted Revenue. To achieve any bonus  payment for the Revenue factor of your bonus, the threshold level of Revenue must be met or exceeded. If that level  is achieved, payment for Revenue results will be determined according to the following table:                                             2019 Revenue Target    Performance                                          % Attainment of                           Revenue for 2019                                      Bonus Factor   Against Plan                                             Target    Maximum                 $3,419,069,718                   105%                    200%                                                                          +20.00% for every 1% increase   Above Target    >$3,256,256,874 to <$3,419,069,718   >100% to <105%                                                                             in Revenue above target      Target                $3,256,256,874                   100%                    100%      Above                                                               -20.00% for every 1% decrease                   >$3,093,444,030 to <$3,256,256,874    >95% to <100%    Threshold                                                                in Revenue below target    Threshold               $3,093,444,030                   95%                      0%      New Enrollment Factor Table    New Enrollment will account for 20% of the Business Results component of your targeted bonus payment potential.  New Enrollment results will be analyzed after the end of the calendar year versus targeted New Enrollment. To  achieve any bonus payment for the New Enrollment factor of your bonus, the threshold level of New Enrollment  must be met or exceeded. If that level is achieved, payment for New Enrollment results will be determined according  to the following table:                                        2019 New Enrollment Target    Performance Against                            % Attainment of                        New Enrollment for 2019                              Bonus Factor          Plan                                        Target        Maximum                 525,151                115%                      200%                                                                    +6.67% for every incremental 1% in      Above Target        >456,653 to <525,151    >100% to <115%                                                                       New Enrollment above target         Target                 456,653                100%                      100%                                                                   -6.67% for every 1% decrease in New     Above Threshold      >388,155 to <456,653    >85% to <100%                                                                         Enrollment below target        Threshold               388,155                85%                        0%      Individual Objectives     Individual objectives make up 50% of your bonus payment for the year. Objectives will be set by each participant  and their manager at the start of the year. At the end of the year, 50% of your targeted bonus will be based on the  results attained for those objectives. Results for each objective will be rated by your manager, and a final overall  percentage between 0% and 200% should be applied by the manager to this portion of the bonus. The system used  to plan incentive payments will not accept any percentage above 200%.                                     Confidential                                                                                     6  





 






   2019 Annual Incentive Plan                                                                                                                                      Timing of Bonus Payments    Bonuses, if paid at all, are paid once a year as soon as administratively practicable after the Company’s certification  of achievement against the metrics outlined above. Furthermore, the timing of bonus payments is contingent on the  publication of Laureate’s 2019 audited financials.     New Hire    Bonuses for Plan participants hired on or after March 1st of the Performance Period will be prorated depending on  the date of hire. Those hired prior to March 1st will not have their bonus prorated. For example, someone hired on  July 1st would receive a prorated bonus of 184/365ths of their projected bonus. Employees hired after November 1st  of any year are ineligible for a bonus payment for that year. Please consult your local HR partners for the new hire  date that applies to your country/region.    Internal Transfer/Promotion    Employees  transferring  from  one  bonus-eligible  position  within  the  Company  to  another  will  have  their  bonus  compensation pro-rated based on their time in each position if the change in position means a change in salary grade  and therefore eligibility. An employee who transfers from a bonus-eligible position to other positions within the  Company not covered by this Plan will be paid bonus compensation based on the job they are leaving and only for  the pro-rated period the employee actually worked in the bonus-eligible position.     Termination    Employees who leave the Company either voluntarily or involuntarily are not eligible for bonus payments under this  Plan.  To be eligible for a bonus payment, the participant must be actively employed by the Company on the exact  date that the bonuses are paid.                                        Confidential                                                                                     7  





 






               2019 Annual Incentive Plan                                                                                                                                                          Putting It All Together – How Your Bonus Payment Is Calculated                Targets were set at the start of the calendar year for each bonus plan component.                   After the end of the period, results are tabulated.  If results exceed threshold in a positive manner, and Gatekeepers        are met or exceeded, a bonus payment will be calculated using the tables above.                  Bonus Calculation Example                Annual Base Earnings:                                    $175,000        Incentive Target (as % of salary):                       30%        Annual Bonus Target:                                     $52,500 (30% of $175,000)        EBITDA Gatekeepers Met or Exceeded:                      Yes                      Business/    Bonus                           Bonus at                                 Attainment of Multiple              Individual Weight                 Factor Target   Factor Result                        Bonus Result    Factor                          Target                                       Target     Factor x               Weight   Adjusted                           30%      $7,875      $633,762,612    $621,087,360      98%       80.00%      $6,300   EBITDA  Unlevered  Free Cash                30%      $7,875      $287,981,992    $287,981,992     100%       100.00%     $7,875     Flow       50%   Revenue                 20%      $5,250     $3,256,256,874  $3,288,819,443    101%       120.00%     $6,300     New                           20%      $5,250        456,653         502,318        110%       166.67%     $8,750  Enrollment                                                                                                            Individual                                   Individual Goals Individual Results 4 (Exceeds                50%       100%      $26,250                                                 115.00%    $30,187  Objectives                                      for 2019        for 2019    Expectations)                100%                $52,500                                     TOTAL BONUS RESULT     $59,413                        This example is for illustration purposes only. Your specific salary level and results will vary from this example        and there is no guarantee that you will earn any level bonus in any given performance period.                                   Confidential                                                                                     8  





 






   2019 Annual Incentive Plan                                                                                                                                      Additional Information              Employees may not expect to participate in this Plan if they are participants in any other cash-based short-term  incentive plan of the Company. Short-term incentive plans are defined as plans for which desired results will be  achieved in 1 year or less.           The Plan may be amended, revised, replaced, or terminated at any time unilaterally by the Company.  The  Company reserves the right to interpret and implement the terms of this Plan in its sole discretion.       Incentive targets may be adjusted by the Company at its sole discretion for any reason during the course of the  Performance Period, including but not limited to changes in business conditions.     The Plan is governed by the laws of the State of Maryland.    The Plan forms a part of the Laureate Education, Inc. Amended and Restated 2013 Long-Term Incentive Plan (the  “Equity Plan”). To the extent there are any conflicts between the Plan and the Equity Plan, the terms of the Equity  Plan will control.     Nothing herein guarantees to you the right to continued employment with the Company, nor does it obligate the  Company  to  make  any  Annual Incentive  Plan  payment,  regardless  of  whether  any  of  the  performance  criteria  described herein have been met or exceeded. You will remain an at will employee at all times.    The Company retains the right to make adjustments in subsequent payments for errors that have occurred with  relation to Annual Incentive Plan payments. This includes both errors made in favor of the plan participant, and  errors made in favor of the Company.    You  agree  that, except  as  may  be  required  by  applicable  law, you  shall not  disclose  the  terms  of  this  form  (including the Company’s financial and other performance objectives disclosed herein).     Acknowledgement     In order to be eligible to receive a payment under this plan, you must review the content of this form, read the  statement below, sign this form and return it to your Human Resources representative.     I, Jane Doe, Groundskeeper for Laureate Education Inc., acknowledge that I have received, read, and understand  this Goal Document reviewing the details of the 2019 Annual Incentive Plan.            _____________________________________________________              __________________  Signature                  Jane Doe                             Date    Confidential                                                                                     9