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8-K - FORM 8-K - APOLLO EDUCATION GROUP INC | p18230e8vk.htm |
Exhibit 99.1
Apollo Group, Inc. News Release |
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APOLLO GROUP, INC. REPORTS FISCAL 2010
FOURTH QUARTER AND YEAR END RESULTS
FOURTH QUARTER AND YEAR END RESULTS
Phoenix, October 13, 2010 Apollo Group, Inc. (NASDAQ: APOL) (Apollo Group, Apollo or the
Company) today reported financial results for the three months and fiscal year ended August 31,
2010.
Fiscal 2010 has been a year of significant progress at Apollo Group, as we have been completing
the development of numerous strategic initiatives that are being implemented over the coming year,
said Apollo Group Co-Chief Executive Officer and Apollo Global Chairman Greg Cappelli. These
initiatives, which are designed to enhance the student experience, expand student protections and
ensure that we enroll students who we believe, have a greater likelihood to succeed in our
programs. These initiatives will present new challenges for the Company in the year ahead, but
they are the right things to do for our students and they will better position us to succeed as an
organization over the longer term.
Apollo Group Co-Chief Executive Officer Chas Edelstein added, We agree with the stated goal of the
Department of Education and of Congress to ensure that students in the postsecondary education
system receive a quality education at a good value. We have taken and intend to continue to take a
leadership role within the proprietary sector by providing students with a good value for their
educational investment while employing marketing practices that fully and fairly inform our
students about the educational options available to them, as well as the costs and potential
benefits of an education.
Unaudited Fourth Quarter of Fiscal 2010 Results of Operations
Consolidated net revenue for the fourth quarter of fiscal 2010 totaled $1,259.4 million, which
represents a 17.4% increase over the fourth quarter of fiscal 2009. Contributing to the growth in
the fourth quarter was a 6.3% year-over-year increase in University of Phoenix total Degreed
Enrollment to 470,800, as well as an increase of $20.5 million in net revenue from BPP Holdings,
which was acquired on July 30, 2009. The Company reported income from continuing
operations attributable to Apollo Group for the three months ended August 31, 2010, of $47.5
million, or $0.32 per share (148.3 million weighted average diluted shares outstanding), compared
to income from continuing operations attributable to Apollo Group of $97.2 million, or $0.62 per
share (155.7 million weighted average diluted shares outstanding) for the three months ended August
31, 2009.
Results for the fourth quarter of fiscal 2010 contain special items that include goodwill and other
intangible asset impairment charges of $175.9 million for the BPP subsidiary of Apollo Global
($150.5 million net of non-controlling interests) and a $0.9 million charge representing an accrual
for incremental post-judgment interest related to a securities class action lawsuit. The
1
Company did not record a tax benefit associated with the goodwill impairment, as it is not
deductible for tax purposes. The fiscal 2009 fourth quarter results included special items totaling
$95.4 million pre-tax, as well as a discrete charge to the income tax provision of $4.7 million.
The special items included an accrual for an estimated litigation settlement of $80.5 million, a
$9.4 million write-off of information technology fixed assets that resulted primarily from the
Companys rationalization of software, and a $5.5 million charge, net of non-controlling interests,
representing the option premium for a currency hedge in connection with Apollo Globals acquisition
of BPP.
Excluding these special items, income from continuing operations attributable to Apollo Group for
the three months ended August 31, 2010, was $193.9 million, or $1.31 per share, compared to income
from continuing operations attributable to Apollo Group of $171.3 million, or $1.10 per share for
the three months ended August 31, 2009. (See the reconciliation of GAAP financial information to
non-GAAP financial information in the tables section of this press release.)
In the fourth quarter of fiscal 2010, BPPs operations contributed $33.6 million to net revenue
compared with $13.1 million in the fourth quarter of fiscal 2009 following the July 30, 2009,
acquisition of BPP. BPPs results diluted earnings per share from continuing operations
attributable to Apollo Group by approximately $0.15 excluding the goodwill and other intangible
asset impairment charges for the fourth quarter of fiscal 2010 ($1.13 including the impairment
charges) compared with a decrease of $0.03 in the fourth quarter of fiscal 2009. (See the
supplemental schedule detailing BPPs financial results in the tables section of this press
release.)
Instructional costs and services increased by $104.0 million, or 23.4% to $547.7 million for the
three months ended August 31, 2010, compared to the three months ended August 31, 2009. As a
percentage of revenue, instructional costs and services increased 220 basis points to 43.5% versus
41.3% in the prior years fourth quarter. The increase, as a percentage of revenue, was primarily
due to the addition of BPP, as its cost structure is more heavily weighted towards instructional
costs and services, as well as higher bad debt expense for University of Phoenix, partially offset
by the reversal of a $5.0 million accrual which was recorded in the third quarter of fiscal 2010,
related to a state grant program. Bad debt expense, as a percentage of revenue, increased 170 basis
points to 5.9% in the fourth quarter of fiscal 2010 versus 4.2% in the prior years fourth quarter.
The higher bad debt expense, as a percentage of revenue, is a result of the economic downturn and
increases in receivables from undergraduate students entering with less than 24 credits. Collection
rates for these students are generally lower compared to students with more college experience or
those enrolled in graduate level programs.
Selling and promotional expenses increased by $40.9 million, or 15.7%, to $301.6 million for the
three months ended August 31, 2010, compared to the three months ended August 31, 2009. As a
percentage of revenue, selling and promotional expenses declined 40 basis points to 23.9% versus
24.3% in the prior years fourth quarter. The decrease, as a percentage of revenue, was a result
of slower hiring of enrollment advisors, partially offset by higher advertising expenditures
directed at bachelor degree and graduate degree level programs at University of Phoenix. BPPs
operations had little impact on selling and promotional expenses as a percentage of revenue in the
fourth quarter of fiscal 2010.
2
General and administrative (G&A) expenses increased by $2.7 million, or 3.1%, to $91.0 million,
for the three months ended August 31, 2010, compared to the three months ended August 31, 2009. As
a percentage of revenue, G&A expenses declined 100 basis points to 7.2% versus 8.2% in the prior
years fourth quarter. The decrease, as a percentage of revenue, is primarily attributable to a
$9.4 million fixed asset write-off noted as a special item in the fourth quarter of fiscal 2009.
BPPs operations had little impact on G&A expenses as a percentage of revenue in the fourth quarter
of fiscal 2010.
Financial and Operating Metrics
Below are Apollo Groups unaudited financial data and operating metrics for the fourth quarter of
fiscal 2010 versus the prior year period.
3
Q4 2010 | Q4 2009 | |||||||
Revenues (in thousands) |
||||||||
Degree Seeking Gross Revenues (1) |
$ | 1,238,022 | $ | 1,063,656 | ||||
Less: Discounts and other |
(68,027 | ) | (60,479 | ) | ||||
Degree Seeking Net Revenues (1) |
1,169,995 | 1,003,177 | ||||||
Non-degree Seeking Revenues (2) |
13,445 | 14,390 | ||||||
Other, net of discounts (3) |
75,980 | 55,600 | ||||||
$ | 1,259,420 | $ | 1,073,167 | |||||
Revenue by Degree Type (in thousands) (1) |
||||||||
Associates |
$ | 449,108 | $ | 399,907 | ||||
Bachelors |
558,063 | 444,555 | ||||||
Masters |
207,101 | 198,511 | ||||||
Doctoral |
23,750 | 20,683 | ||||||
Less: Discounts and other |
(68,027 | ) | (60,479 | ) | ||||
$ | 1,169,995 | $ | 1,003,177 | |||||
Degreed Enrollment (rounded to hundreds) (4) |
||||||||
Associates |
200,800 | 201,200 | ||||||
Bachelors |
193,600 | 163,600 | ||||||
Masters |
68,700 | 71,200 | ||||||
Doctoral |
7,700 | 7,000 | ||||||
470,800 | 443,000 | |||||||
Degree Seeking Gross Revenues per Degreed Enrollment (1) (4) |
||||||||
Associates |
$ | 2,237 | $ | 1,988 | ||||
Bachelors |
2,883 | 2,717 | ||||||
Masters |
3,015 | 2,788 | ||||||
Doctoral |
3,084 | 2,955 | ||||||
All degrees (after discounts) |
$ | 2,485 | $ | 2,265 | ||||
New Degreed Enrollment (rounded to hundreds) (5) |
||||||||
Associates |
42,200 | 55,400 | ||||||
Bachelors |
36,200 | 31,700 | ||||||
Masters |
12,700 | 14,200 | ||||||
Doctoral |
900 | 700 | ||||||
92,000 | 102,000 | |||||||
(1) | Represents revenue from tuition and other fees for students enrolled in University of Phoenix degree programs. Also includes revenue from tuition and other fees for students participating in University of Phoenix certificate programs of at least 18 credits in length with some course applicability into a related degree program. | |
(2) | Represents revenue from tuition and other fees for students participating in University of Phoenix certificate programs less than 18 credits in length, certificate programs with no applicability into a related degree program, single course and continuing education courses. | |
(3) | Represents revenues from IPD, CFFP, Apollo Global BPP (acquired in July 2009), Apollo Global Other and other. | |
(4) | Represents individual students enrolled in a University of Phoenix degree program who attended a course during the quarter and did not graduate as of the end of the quarter. Degreed Enrollment for a quarter also includes any student who previously graduated from one degree program and started a new University of Phoenix degree program in the quarter (for example, a graduate of the associates degree program returns for a bachelors degree or a bachelors degree graduate returns for a masters degree). In addition, Degreed Enrollment includes students participating in University of Phoenix certificate programs of at least 18 credits in length with some course applicability into a related degree program. | |
(5) | Represents any individual student enrolled in a University of Phoenix degree program who is a new student and started a course in the quarter, any individual student who previously graduated from one degree program and started a new degree program in the quarter (for example, a graduate of an associates degree program returns for a bachelors degree program, or a graduate of a bachelors degree program returns for a masters degree), as well as any individual student who started a degree program in the quarter and had been out of attendance for greater than 12 months. In addition, New Degreed Enrollment includes students who in the quarter started participating in University of Phoenix certificate programs of at least 18 credits in length with some course applicability into a related degree program. |
4
2010 Fiscal Year End Results of Operations
Consolidated net revenue for the fiscal year ended August 31, 2010, was $4.9 billion, a 24.6%
increase over fiscal 2009. Contributing to this increase was a 13.1% increase in University of
Phoenixs average Degreed Enrollment for fiscal 2010 as compared with fiscal 2009. The Company
reported income from continuing operations attributable to Apollo Group of $568.4 million, or $3.72
per share, (152.9 million weighted average diluted shares outstanding) for the fiscal year ended
August 31, 2010, compared to $614.7 million, or $3.85 per share, (159.5 million weighted average
diluted shares outstanding) for the fiscal year ended August 31, 2009.
Results for the fiscal year ended August 31, 2010, contain special items that include goodwill and
other intangible asset impairment charges of $184.6 million for the BPP and Universidad
Latinoamericana (ULA) subsidiaries of Apollo Global ($158.0 million net of non-controlling
interests) and $178.0 million in charges related to a securities class action lawsuit, as well as a
tax benefit of $11.4 million resulting from the settlement for disputed tax issues with the
Internal Revenue Service. The Company did not record a tax benefit associated with the goodwill
impairment charges, as they are not deductible for tax purposes. Results for the fiscal year ended
August 31, 2009, included special items totaling $95.4 million pre-tax, as well as a discrete
charge to the income tax provision of $4.7 million. The special items included an accrual for an
estimated litigation settlement of $80.5 million, a $9.4 million write-off of information
technology fixed assets that resulted primarily from the Companys rationalization of software, and
a $5.5 million charge, net of non-controlling interests, representing the option premium for a
currency hedge in connection with Apollo Globals acquisition of BPP.
Excluding these special items, income from continuing operations attributable to Apollo Group for
the fiscal year ended August 31, 2010, was $817.7 million, or $5.35 per share, compared to income
from continuing operations attributable to Apollo Group of $688.8 million, or $4.32 per share for
the fiscal year ended August 31, 2009. (See the reconciliation of GAAP financial information to
non-GAAP financial information in the tables section of this press release.)
Unaudited Balance Sheet
As of August 31, 2010, the Companys cash and cash equivalents, excluding restricted cash, totaled
$1,284.8 million as compared to $968.2 million as of August 31, 2009. The increase is primarily
attributable to cash generated from operations, partially offset by share repurchases, capital
expenditures, and an increase in restricted cash. Restricted cash and cash equivalents (including
long-term) increased by $138.4 million compared to August 31, 2009, primarily due to funds used to
collateralize a letter of credit in the amount of approximately $126 million in connection with a
program review of University of Phoenix by the U.S. Department of Education, as well as increased
student deposits at University of Phoenix.
At August 31, 2010, accounts receivable decreased to $264.4 million from $298.3 million at August
31, 2009. Excluding accounts receivable and the associated net revenue for Apollo Global, the
Companys days sales outstanding (DSO) was 30 days at August 31, 2010, compared to 32 days at
August 31, 2009. The decrease in DSO versus a year ago is primarily attributable to a more
pronounced seasonal increase in accounts receivable at August 31, 2009, due to University of
Phoenix annual student financial aid system enhancements and upgrades.
5
Total debt outstanding (including short-term borrowings and the current portion of long-term debt)
decreased by $4.7 million to $584.4 million at August 31, 2010, from $589.1 million at August 31,
2009. Subsequent to August 31, 2010, the Company repaid approximately $400 million of the
outstanding balance.
Share Repurchases
During the fourth quarter of fiscal 2010, the Company repurchased approximately 2.0 million shares
of its common stock at a weighted average purchase price of $49.76 per share for a total
expenditure of $100.0 million. As of August 31, 2010, approximately $561 million remained available
under the Companys current share repurchase authorization.
Business Outlook
The Company expects fiscal 2011 to be a year of continuing transition in its operations as it
implements initiatives, primarily at University of Phoenix, aimed at enhancing the student
experience, expanding student protections and shifting the mix of enrollment to more experienced
students who have a greater likelihood of succeeding in the Companys programs. Some of these
initiatives include:
| Changes in the roles of the Companys admissions personnel and comprehensive changes in their evaluation and compensation systems, including the elimination of enrollment results as a component of compensation effective September 1, 2010; | ||
| University Orientation, a free, three-week, non-credit bearing program which, beginning November 1, 2010, will be required for all new students enrolling at University of Phoenix with fewer than 24 transfer credits; and | ||
| The continued reduction in emphasis on third-party affiliates for lead generation and other enhancements to the Companys marketing approach. |
The Company expects that the implementation of these initiatives, together with the effect of other
challenges the proprietary education industry is facing will adversely impact its operating metrics
and financial results. Some of the industry challenges include ongoing regulatory and other
scrutiny which has led to heightened media attention, much of which has portrayed the sector in an
unflattering light. Given the transitional state of the business, and the uncertain regulatory
environment, the Company is withdrawing its prior preliminary business outlook for fiscal 2011.
However, the Company provides the following commentary:
| The decline in University of Phoenix new degreed enrollment experienced in the fourth quarter of fiscal year 2010 is expected to accelerate during the first quarter of fiscal 2011, resulting in a significant year-over-year decline. | ||
| During this period of transition, the Company expects to continue to make investments in key areas to support its long-term objectives but also intends to more aggressively manage its cost structure. | ||
| The Company believes that, over time, its efforts will improve student outcomes, including student retention and completion rates, and will position the Company for quality long-term growth. |
6
Conference Call Information
The Company will hold a conference call to discuss these earnings results at 5:00 PM Eastern, 2:00
PM Phoenix time, today, Wednesday, October 13, 2010. The call may be accessed by dialing (877)
292-6888 (domestic) or (973) 200-3381 (international) and entering the conference ID number
10181004. A live webcast of this event may be accessed by visiting the Companys website at
www.apollogrp.edu. A replay of the call will be available on the website or by dialing
(800) 642-1687 (domestic) or (706) 645-9291 (international) and entering the conference ID number
10181004 until October 22, 2010.
About Apollo Group, Inc.
Apollo Group, Inc. is one of the worlds largest private education providers and has been in the
education business for more than 35 years. The Company offers innovative and distinctive
educational programs and services both online and on-campus at the high school, undergraduate,
masters and doctoral levels through its subsidiaries: University of Phoenix, Apollo Global,
Institute for Professional Development, College for Financial Planning and Meritus University. The
Companys programs and services are provided in 40 states and the District of Columbia; Puerto
Rico; Canada; Latin America; and Europe, as well as online throughout the world (data as of August
31, 2010).
For more information about Apollo Group, Inc. and its subsidiaries, call (800) 990-APOL or visit
the Companys website at www.apollogrp.edu.
Forward-Looking Statements Safe Harbor
Statements about Apollo Group and its business in this release which are not statements of
historical fact, including statements regarding Apollo Groups future strategy and plans and
commentary regarding future results of operations and prospects, are forward-looking statements,
and are subject to the Safe Harbor provisions created by the Private Securities Litigation Reform
Act of 1995. These forward-looking statements are based on current information and expectations and
involve a number of risks and uncertainties. Actual plans implemented and actual results achieved
may differ materially from those set forth in such statements due to various factors, including
changes in the overall U.S. or global economy, changes in enrollment or student mix, including as a
result of the roll-out of the Companys University Orientation program to all eligible students,
the impact of changes in the manner in which the Company evaluates and compensates its counselors
that advise and enroll students, changes in law or regulation affecting the Companys eligibility
to participate in or the manner in which it participates in U.S. federal student financial aid
programs, including the proposed program integrity regulations published for comment by the U.S.
Department of Education on June 18, 2010, and the proposed regulations relating to gainful
employment published for comment by the U.S. Department of Education on July 23, 2010, changes in
the Companys business necessary to remain in compliance with U.S. federal student financial aid
program regulations, including the so-called 90/10 Rule and the limitations on cohort default
rates, and the accrediting criteria of the relevant accrediting bodies, and other regulatory
developments. For a discussion of the various factors that may cause actual plans implemented and
actual results achieved to differ materially from those set forth in the forward-looking
statements, please refer to the risk factors and other disclosures contained in Apollo Groups Form
10-K for fiscal year
7
2009 and subsequent Forms 10-Q, and other filings with the Securities and Exchange Commission, all
of which are available on the Companys website at http://www.apollogrp.edu.
Use of Non-GAAP Financial Information
This press release and the related conference call contain non-GAAP financial measures, which are
intended to supplement, but not substitute for, the most directly comparable GAAP measures.
Management uses, and chooses to disclose to investors, these non-GAAP financial measures because
(i) such measures provide an additional analytical tool to clarify the Companys results from
operations and help to identify underlying trends in its results of operations; (ii) as to the
non-GAAP earnings measures, such measures help compare the Companys performance on a consistent
basis across time periods; and (iii) these non-GAAP measures are employed by the Companys
management in its own evaluation of performance and are utilized in financial and operational
decision-making processes, such as budgeting and forecasting. Exclusion of items in our non-GAAP
presentation should not be construed as an inference that these items are unusual, infrequent or
non-recurring. Other companies, including other companies in the education industry, may calculate
non-GAAP financial measures differently than we do, limiting their usefulness as a comparative
measure across companies.
8
Apollo Group, Inc. and Subsidiaries
Consolidated Balance Sheets
(Unaudited)
Consolidated Balance Sheets
(Unaudited)
As of August 31, | ||||||||
($ in thousands) | 2010 | 2009 | ||||||
ASSETS: |
||||||||
Current assets |
||||||||
Cash and cash equivalents |
$ | 1,284,769 | $ | 968,246 | ||||
Restricted cash and cash equivalents |
444,132 | 432,304 | ||||||
Accounts receivable, net |
264,377 | 298,270 | ||||||
Deferred tax assets, current portion |
166,549 | 88,022 | ||||||
Prepaid taxes |
39,409 | 57,658 | ||||||
Other current assets |
38,031 | 35,517 | ||||||
Assets held for sale from discontinued operations |
15,945 | | ||||||
Total current assets |
2,253,212 | 1,880,017 | ||||||
Property and equipment, net |
619,537 | 557,507 | ||||||
Long-term restricted cash and cash equivalents |
126,615 | | ||||||
Marketable securities |
15,174 | 19,579 | ||||||
Goodwill |
322,159 | 522,358 | ||||||
Intangible assets, net |
150,593 | 203,671 | ||||||
Deferred tax assets, less current portion |
99,071 | 66,254 | ||||||
Other assets |
15,090 | 13,991 | ||||||
Total assets |
$ | 3,601,451 | $ | 3,263,377 | ||||
LIABILITIES AND SHAREHOLDERS EQUITY: |
||||||||
Current liabilities |
||||||||
Short-term borrowings and current portion of long-term debt |
$ | 416,361 | $ | 461,365 | ||||
Accounts payable |
90,830 | 66,928 | ||||||
Accrued liabilities |
375,461 | 268,418 | ||||||
Student deposits |
493,245 | 491,639 | ||||||
Deferred revenue |
359,724 | 333,041 | ||||||
Other current liabilities |
53,416 | 133,887 | ||||||
Liabilities held for sale from discontinued operations |
4,474 | | ||||||
Total current liabilities |
1,793,511 | 1,755,278 | ||||||
Long-term debt |
168,039 | 127,701 | ||||||
Deferred tax liabilities |
38,875 | 55,636 | ||||||
Other long-term liabilities |
212,286 | 100,149 | ||||||
Total liabilities |
2,212,711 | 2,038,764 | ||||||
Commitments and contingencies |
||||||||
Shareholders equity |
||||||||
Preferred stock, no par value |
| | ||||||
Apollo Group Class A nonvoting common stock, no par value |
103 | 103 | ||||||
Apollo Group Class B voting common stock, no par value |
1 | 1 | ||||||
Additional paid-in capital |
46,865 | 1,139 | ||||||
Apollo Group Class A treasury stock, at cost |
(2,407,788 | ) | (2,022,623 | ) | ||||
Retained earnings |
3,748,045 | 3,195,043 | ||||||
Accumulated other comprehensive loss |
(31,176 | ) | (13,740 | ) | ||||
Total Apollo shareholders equity |
1,356,050 | 1,159,923 | ||||||
Noncontrolling interests |
32,690 | 64,690 | ||||||
Total equity |
1,388,740 | 1,224,613 | ||||||
Total liabilities and shareholders equity |
$ | 3,601,451 | $ | 3,263,377 | ||||
9
Apollo Group, Inc. and Subsidiaries
Consolidated Statements of Income
(Unaudited)
Consolidated Statements of Income
(Unaudited)
Three Months Ended August 31, | Year Ended August 31, | |||||||||||||||
(in thousands, except per share data) | 2010 | 2009 | 2010 | 2009 | ||||||||||||
Net revenue |
$ | 1,259,420 | $ | 1,073,167 | $ | 4,925,819 | $ | 3,953,566 | ||||||||
Costs and expenses: |
||||||||||||||||
Instructional costs and services |
547,700 | 443,720 | 2,125,082 | 1,567,754 | ||||||||||||
Selling and promotional |
301,562 | 260,695 | 1,112,666 | 952,884 | ||||||||||||
General and administrative |
91,049 | 88,315 | 314,795 | 286,493 | ||||||||||||
Goodwill and other intangibles impairment |
175,858 | | 184,570 | | ||||||||||||
Estimated litigation loss |
882 | 80,500 | 177,982 | 80,500 | ||||||||||||
Total costs and expenses |
1,117,051 | 873,230 | 3,915,095 | 2,887,631 | ||||||||||||
Operating income |
142,369 | 199,937 | 1,010,724 | 1,065,935 | ||||||||||||
Interest income |
636 | 1,389 | 2,920 | 12,591 | ||||||||||||
Interest expense |
(3,784 | ) | (1,889 | ) | (11,891 | ) | (4,448 | ) | ||||||||
Other, net |
1,376 | (6,300 | ) | (685 | ) | (7,151 | ) | |||||||||
Income from continuing operations before income taxes |
140,597 | 193,137 | 1,001,068 | 1,066,927 | ||||||||||||
Provision for income taxes |
(122,628 | ) | (99,648 | ) | (464,063 | ) | (456,720 | ) | ||||||||
Income from continuing operations |
17,969 | 93,489 | 537,005 | 610,207 | ||||||||||||
Loss from discontinued operations, net of tax |
(6,570 | ) | (5,655 | ) | (15,424 | ) | (16,377 | ) | ||||||||
Net income |
11,399 | 87,834 | 521,581 | 593,830 | ||||||||||||
Net loss attributable to noncontrolling interests |
29,572 | 3,675 | 31,421 | 4,489 | ||||||||||||
Net income attributable to Apollo |
$ | 40,971 | $ | 91,509 | $ | 553,002 | $ | 598,319 | ||||||||
Earnings (loss) per share Basic: |
||||||||||||||||
Continuing operations attributable to Apollo |
$ | 0.32 | $ | 0.63 | $ | 3.74 | $ | 3.90 | ||||||||
Discontinued operations attributable to Apollo |
(0.04 | ) | (0.04 | ) | (0.10 | ) | (0.11 | ) | ||||||||
Basic income per share attributable to Apollo |
$ | 0.28 | $ | 0.59 | $ | 3.64 | $ | 3.79 | ||||||||
Earnings (loss) per share Diluted: |
||||||||||||||||
Continuing operations attributable to Apollo |
$ | 0.32 | $ | 0.62 | $ | 3.72 | $ | 3.85 | ||||||||
Discontinued operations attributable to Apollo |
(0.04 | ) | (0.03 | ) | (0.10 | ) | (0.10 | ) | ||||||||
Diluted income per share attributable to Apollo |
$ | 0.28 | $ | 0.59 | $ | 3.62 | $ | 3.75 | ||||||||
Basic weighted average shares outstanding |
147,829 | 154,201 | 151,955 | 157,760 | ||||||||||||
Diluted weighted average shares outstanding |
148,334 | 155,722 | 152,906 | 159,514 | ||||||||||||
10
Apollo Group, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
From Continuing and Discontinued Operations
(Unaudited)
Consolidated Statements of Cash Flows
From Continuing and Discontinued Operations
(Unaudited)
Year Ended August 31, | ||||||||
($ in thousands) | 2010 | 2009 | ||||||
Cash flows provided by (used in) operating activities: |
||||||||
Net income |
$ | 521,581 | $ | 593,830 | ||||
Adjustments to reconcile net income to net cash provided by operating activities: |
||||||||
Share-based compensation |
64,305 | 68,038 | ||||||
Excess tax benefits from share-based compensation |
(6,648 | ) | (18,543 | ) | ||||
Depreciation and amortization |
147,035 | 113,350 | ||||||
Amortization of lease incentives |
(13,358 | ) | (12,807 | ) | ||||
Impairment on discontinued operations |
9,400 | | ||||||
Goodwill and other intangibles impairment |
184,570 | | ||||||
Loss on fixed assets write-off |
| 9,416 | ||||||
Amortization of deferred gain on sale-leasebacks |
(1,705 | ) | (1,715 | ) | ||||
Non-cash foreign currency loss (gain), net |
643 | (62 | ) | |||||
Provision for uncollectible accounts receivable |
282,628 | 152,490 | ||||||
Estimated litigation loss |
177,982 | 80,500 | ||||||
Deferred income taxes |
(125,399 | ) | (13,799 | ) | ||||
Changes in assets and liabilities, excluding the impact of acquisitions: |
||||||||
Accounts receivable |
(265,996 | ) | (192,289 | ) | ||||
Other assets |
2,183 | 9,945 | ||||||
Accounts payable and accrued liabilities |
(44,653 | ) | 45,406 | |||||
Income taxes payable |
10,421 | (30,848 | ) | |||||
Student deposits |
3,445 | 59,458 | ||||||
Deferred revenue |
32,887 | 80,315 | ||||||
Other liabilities |
65,749 | 17,542 | ||||||
Net cash provided by operating activities |
1,045,070 | 960,227 | ||||||
Cash flows provided by (used in) investing activities: |
||||||||
Additions to property and equipment |
(168,177 | ) | (127,356 | ) | ||||
Acquisitions, net of cash acquired |
(5,497 | ) | (523,795 | ) | ||||
Maturities of marketable securities |
5,000 | 8,035 | ||||||
Increase in restricted cash and cash equivalents |
(138,443 | ) | (48,149 | ) | ||||
Net cash used in investing activities |
(307,117 | ) | (691,265 | ) | ||||
Cash flows provided by (used in) financing activities: |
||||||||
Payments on borrowings |
(477,568 | ) | (37,341 | ) | ||||
Proceeds from borrowings |
475,454 | 513,170 | ||||||
Apollo Class A common stock purchased for treasury |
(446,398 | ) | (452,487 | ) | ||||
Issuance of Apollo Class A common stock |
19,671 | 117,076 | ||||||
Noncontrolling interest contributions |
2,460 | 58,980 | ||||||
Excess tax benefits from share-based compensation |
6,648 | 18,543 | ||||||
Net cash (used in) provided by financing activities |
(419,733 | ) | 217,941 | |||||
Exchange rate effect on cash and cash equivalents |
(1,697 | ) | (1,852 | ) | ||||
Net increase in cash and cash equivalents |
316,523 | 485,051 | ||||||
Cash and cash equivalents, beginning of year |
968,246 | 483,195 | ||||||
Cash and cash equivalents, end of year |
$ | 1,284,769 | $ | 968,246 | ||||
Supplemental disclosure of cash flow information |
||||||||
Cash paid for income taxes, net of refunds |
$ | 514,532 | $ | 472,241 | ||||
Cash paid for interest |
$ | 7,837 | $ | 3,683 | ||||
Supplemental disclosure of non-cash investing and financing activities |
||||||||
Restricted stock units vested and released |
$ | 19,868 | $ | 22,617 | ||||
Credits received for tenant improvements |
$ | 17,372 | $ | 12,674 | ||||
Accrued purchases of property and equipment |
$ | 10,136 | $ | 5,081 |
11
Apollo Group, Inc. and Subsidiaries
Supplemental Schedule Combined Statements of Operations
(Unaudited)
Supplemental Schedule Combined Statements of Operations
(Unaudited)
Three Months Ended August 31, 2010 | Three Months Ended August 31, 2009 | |||||||||||||||||||||||
Apollo | Apollo | Apollo | Apollo | |||||||||||||||||||||
(in thousands, except per share data) | Excluding BPP | BPP | Consolidated | Excluding BPP | BPP | Consolidated | ||||||||||||||||||
Net revenue |
$ | 1,225,812 | $ | 33,608 | $ | 1,259,420 | $ | 1,060,105 | $ | 13,062 | $ | 1,073,167 | ||||||||||||
Costs and expenses: |
||||||||||||||||||||||||
Instructional costs and services |
492,710 | 54,990 | 547,700 | 426,697 | 17,023 | 443,720 | ||||||||||||||||||
Selling and promotional |
295,151 | 6,411 | 301,562 | 259,200 | 1,495 | 260,695 | ||||||||||||||||||
General and administrative |
89,944 | 1,105 | 91,049 | 87,164 | 1,151 | 88,315 | ||||||||||||||||||
Goodwill and other intangibles impairment |
| 175,858 | 175,858 | | | | ||||||||||||||||||
Estimated litigation loss |
882 | | 882 | 80,500 | | 80,500 | ||||||||||||||||||
Total costs and expenses |
878,687 | 238,364 | 1,117,051 | 853,561 | 19,669 | 873,230 | ||||||||||||||||||
Operating income (loss) |
347,125 | (204,756 | ) | 142,369 | 206,544 | (6,607 | ) | 199,937 | ||||||||||||||||
Interest income |
636 | | 636 | 1,375 | 14 | 1,389 | ||||||||||||||||||
Interest expense |
(1,793 | ) | (1,991 | ) | (3,784 | ) | (1,056 | ) | (833 | ) | (1,889 | ) | ||||||||||||
Other, net |
3,774 | (2,398 | ) | 1,376 | (6,357 | ) | 57 | (6,300 | ) | |||||||||||||||
Income (loss) from continuing operations before income taxes |
349,742 | (209,145 | ) | 140,597 | 200,506 | (7,369 | ) | 193,137 | ||||||||||||||||
(Provision for) benefit from income taxes |
(136,125 | ) | 13,497 | (122,628 | ) | (101,587 | ) | 1,939 | (99,648 | ) | ||||||||||||||
Income (loss) from continuing operations |
213,617 | (195,648 | ) | 17,969 | 98,919 | (5,430 | ) | 93,489 | ||||||||||||||||
Loss from discontinued operations, net of tax |
(6,570 | ) | | (6,570 | ) | (5,655 | ) | | (5,655 | ) | ||||||||||||||
Net income (loss) |
207,047 | (195,648 | ) | 11,399 | 93,264 | (5,430 | ) | 87,834 | ||||||||||||||||
Net loss attributable to noncontrolling interests |
1,390 | 28,182 | 29,572 | 2,944 | 731 | 3,675 | ||||||||||||||||||
Net income (loss) attributable to Apollo |
$ | 208,437 | $ | (167,466 | ) | $ | 40,971 | $ | 96,208 | $ | (4,699 | ) | $ | 91,509 | ||||||||||
Earnings (loss) per share Basic: |
||||||||||||||||||||||||
Continuing operations attributable to Apollo |
$ | 1.45 | $ | (1.13 | ) | $ | 0.32 | $ | 0.66 | $ | (0.03 | ) | $ | 0.63 | ||||||||||
Discontinued operations attributable to Apollo |
(0.04 | ) | | (0.04 | ) | (0.04 | ) | | (0.04 | ) | ||||||||||||||
Basic income (loss) per share attributable to Apollo |
$ | 1.41 | $ | (1.13 | ) | $ | 0.28 | $ | 0.62 | $ | (0.03 | ) | $ | 0.59 | ||||||||||
Earnings (loss) per share Diluted: |
||||||||||||||||||||||||
Continuing operations attributable to Apollo |
$ | 1.45 | $ | (1.13 | ) | $ | 0.32 | $ | 0.65 | $ | (0.03 | ) | $ | 0.62 | ||||||||||
Discontinued operations attributable to Apollo |
(0.04 | ) | | (0.04 | ) | (0.03 | ) | | (0.03 | ) | ||||||||||||||
Diluted income (loss) per share attributable to Apollo |
$ | 1.41 | $ | (1.13 | ) | $ | 0.28 | $ | 0.62 | $ | (0.03 | ) | $ | 0.59 | ||||||||||
Basic weighted average shares outstanding |
147,829 | 147,829 | 147,829 | 154,201 | 154,201 | 154,201 | ||||||||||||||||||
Diluted weighted average shares outstanding |
148,334 | 148,334 | 148,334 | 155,722 | 155,722 | 155,722 | ||||||||||||||||||
12
Apollo Group, Inc. and Subsidiaries
Reconciliation of GAAP financial information to non-GAAP financial information
(Unaudited)
Reconciliation of GAAP financial information to non-GAAP financial information
(Unaudited)
Three Months Ended August 31, | Year Ended August 31, | |||||||||||||||
(in millions, except per share data) | 2010 | 2009 | 2010 | 2009 | ||||||||||||
Net income attributable to Apollo, as reported |
$ | 41.0 | $ | 91.5 | $ | 553.0 | 598.3 | |||||||||
Loss from discontinued operations, net of tax (1) |
(6.5 | ) | (5.7 | ) | (15.4 | ) | (16.4 | ) | ||||||||
Income from continuing operations attributable to Apollo |
47.5 | 97.2 | 568.4 | 614.7 | ||||||||||||
Reconciling items: |
||||||||||||||||
Estimated litigation loss (2) |
0.9 | 80.5 | 178.0 | 80.5 | ||||||||||||
Goodwill and other intangibles impairment (3) |
150.5 | | 158.0 | | ||||||||||||
Software and equipment write-off (4) |
| 9.4 | | 9.4 | ||||||||||||
BPP acquisition option premium (5) |
| 5.5 | | 5.5 | ||||||||||||
151.4 | 95.4 | 336.0 | 95.4 | |||||||||||||
Less: tax effects |
(5.0 | ) | (26.0 | ) | (75.3 | ) | (26.0 | ) | ||||||||
Tax benefit from IRS settlement (6) |
| | (11.4 | ) | | |||||||||||
Non-deductible compensation (7) |
| 4.7 | | 4.7 | ||||||||||||
Income from continuing operations attributable to Apollo
adjusted to exclude special items |
$ | 193.9 | $ | 171.3 | $ | 817.7 | $ | 688.8 | ||||||||
Diluted income per share from continuing operations attributable to
Apollo, as reported |
$ | 0.32 | $ | 0.62 | $ | 3.72 | $ | 3.85 | ||||||||
Diluted income per share from continuing operations attributable to
Apollo, adjusted to exclude special items |
$ | 1.31 | $ | 1.10 | $ | 5.35 | $ | 4.32 | ||||||||
Diluted weighted average shares outstanding |
148.3 | 155.7 | 152.9 | 159.5 | ||||||||||||
(1) | The loss from discontinued operations, net of tax for the twelve months ended August 31, 2010 includes a $9.4 million charge for goodwill impairment recorded in the second quarter of fiscal year 2010. We did not record an associated tax benefit because the goodwill is not deductible for tax purposes. | |
(2) | The $0.9 million and $178.0 million charges for the three and twelve months ended August 31, 2010, respectively, represent an estimated loss related to a securities litigation matter. The $80.5 million charge during the three and twelve months ended August 31, 2009 represents an accrual for an estimated litigation loss related to a qui tam legal matter which we settled in fiscal year 2010. | |
(3) | The $150.5 million charge for the three months ended August 31, 2010 represents impairments of BPPs goodwill and other intangible assets, net of noncontrolling interest. The $158.0 million charge for the twelve months ended August 31, 2010 represents the impairment of BPPs goodwill and other intangible assets, and the ULA goodwill impairment recorded in the third quarter of fiscal year 2010, all net of noncontrolling interest. We did not record a tax benefit associated with the goodwill impairments because the goodwill is not deductible for tax purposes. | |
(4) | The $9.4 million charge during the three and twelve months ended August 31, 2009 represents the write-off of information technology fixed assets that resulted primarily from our rationalization of software. | |
(5) | The $5.5 million charge during the three and twelve months ended August 31, 2009 represents the option premium, net of noncontrolling interest, related to our acquisition of BPP. | |
(6) | The $11.4 million tax benefit during the twelve months ended August 31, 2010 resulted from our settlement of disputed tax issues with the Internal Revenue Service during the first quarter of fiscal year 2010. | |
(7) | The $4.7 million charge during the three and twelve months ended August 31, 2009 represents the write-off of a deferred tax asset related to options held and exercised by an executive. |
Investor Relations Contacts:
Allyson Pooley ~ (312) 660-2025 ~ allyson.pooley@apollogrp.edu
Jeremy Davis ~ (312) 660-2071 ~ jeremy.davis@apollogrp.edu
Jeremy Davis ~ (312) 660-2071 ~ jeremy.davis@apollogrp.edu
Media Contact:
Ryan Rauzon ~ (916) 599-2911 ~ ryan.rauzon@apollogrp.edu
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