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EX-14.1 - EX-14.1 - Strategic Education, Inc.a18-17787_1ex14d1.htm
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EX-3.1 - EX-3.1 - Strategic Education, Inc.a18-17787_1ex3d1.htm
8-K - 8-K - Strategic Education, Inc.a18-17787_18k.htm

Exhibit 99.1

 

 

 

A National Leader in Education Innovation

 

 

STRAYER EDUCATION, INC. CLOSES MERGER WITH CAPELLA EDUCATION COMPANY

 

FORMS NEW LEADER IN EDUCATION INNOVATION: STRATEGIC EDUCATION, INC.

 

STRAYER EDUCATION, INC. AND CAPELLA EDUCATION COMPANY REPORT SECOND QUARTER 2018 RESULTS; STRONG ENROLLMENT GROWTH

 

HERNDON, Va., August 1, 2018 – Strategic Education, Inc. (SEI) (NASDAQ: STRA) today announced it completed the merger of Strayer Education, Inc. (NASDAQ: STRA) and Capella Education Company (NASDAQ: CPLA) to create SEI, a national leader in education innovation. SEI also announced financial results for the period ended June 30, 2018 for both Strayer Education, Inc. and Capella Education Company, their last full quarter as separate entities.

 

SEI will continue to operate both Strayer University and Capella University as independent and separately accredited institutions of higher learning, together serving approximately 85,000 students across all 50 states. The combination will enable each university to accelerate innovations that improve affordability and enhance academic and career outcomes for students.  SEI will continue to operate a number of non-degree programs.

 

Robert Silberman, Executive Chairman of SEI said, “We are delighted to announce the completion of a merger that brings together two best-in-class academic institutions. Capella’s expertise in online advanced degree programs, combined with Strayer’s 125-year heritage, uniquely positions us to provide first-rate educational experiences to working adults.”

 

Karl McDonnell, Chief Executive Officer of SEI said, “Over the last few months, my appreciation has deepened for the powerful ways Strayer University and Capella University complement each other, and the shared culture across the entire organization that values integrity and innovation. The strong second quarter 2018 performance for both Strayer Education, Inc. and Capella Education Company demonstrates our organizations’ ability to execute, and positions us for continued future success.”

 

TRANSACTION DETAILS

 

Pursuant to the terms of the merger agreement, Strayer Education, Inc. and Capella Education Company combined in an all-stock merger of equals with Capella shareholders receiving 0.875 SEI shares for each Capella share they own. For more details on the share exchange, please visit www.strategiceducation.com in the Investor Relations, Merger Share Information section.

 

1



 

STRAYER EDUCATION, INC. RESULTS

 

Three Months Ended June 30

 

·                  For the second quarter, student enrollment at Strayer Education, Inc.’s main operating unit, Strayer University, increased 8.0% to 46,868 compared to 43,411 for the same period in 2017. New student enrollment for the period increased 7.0% and continuing student enrollment for the period increased 8.2%.

 

·                  Revenue increased 1.7% to $114.7 million compared to $112.7 million for the same period in 2017, as higher spring term enrollment was offset by lower revenue-per-student due to the continuing effect of scholarships issued in the fall 2017 term and growth in corporate sponsored students who pay lower tuition.

 

·                  Income from operations decreased to $4.2 million from $13.9 million for the same period in 2017. Income from operations in 2018 includes a $6.2 million noncash charge resulting from the impairment of intangible assets associated with The New York Code + Design Academy, and $2.8 million in costs associated with the merger with Capella Education Company. Income from operations in 2017 included a $2.3 million noncash benefit associated with the reduction in value of contingent consideration payable to the sellers of The New York Code + Design Academy, and a $0.3 million charge due to an increase in the fair value of the Company’s reserve for leases on facilities no longer in use. Adjusted income from operations, which is a non-GAAP financial measure, was $13.2 million in 2018 compared to $11.9 million in the same period in 2017. For more details on non-GAAP financial measures, refer to the information on pages 14 through 18. The operating income margin was 3.6%, compared to 12.3% for the same period in 2017. The adjusted operating income margin was 11.5% compared to 10.5% for the same period in 2017.

 

·                  Net income, which includes the adjustments described above and certain tax benefits, including the effects of the new lower federal income tax rate, was $5.2 million in 2018 compared to net income of $10.3 million in 2017, a decrease of 49.6%. Adjusted net income was $9.9 million, an increase of 36.7%, compared to adjusted net income of $7.2 million in the same period in 2017.

 

·                  Earnings before interest, taxes, depreciation, and amortization (EBITDA) was $9.1 million compared to $18.5 million in 2017. Adjusted EBITDA was $21.7 million compared to $20.2 million in the same period in 2017.

 

·                  Diluted earnings per share was $0.46 compared to $0.92 for the same period in 2017. Adjusted diluted earnings per share grew 33.8% to $0.87 from $0.65 for the same period in 2017. Diluted weighted average shares outstanding increased 1.7% to 11,380,000 from 11,190,000 for the same period in 2017.

 

Strayer University Summer Enrollment

 

Total enrollments at Strayer University for the third quarter of 2018 are anticipated to grow 9% to approximately 45,400 students from 41,679 students for the same period in 2017. New student enrollments are expected to increase approximately 12%, and continuing student enrollments are expected to increase approximately 8%.

 

New Campus Openings

 

In addition to the Strayer University Macon, GA campus, which opened in the second quarter, the Company is on track to open two to three additional new Strayer University campuses by the end of 2018.  The Company is also evaluating the opportunity to open Capella University student support centers, pending regulatory notification and approval.

 

Balance Sheet and Cash Flow

 

At June 30, 2018, Strayer Education, Inc. had cash and cash equivalents of $171.6 million and no debt. For the first six months of 2018, cash flow from operations decreased to $30.0 million compared to $32.8 million during 2017, primarily due to cash payments of costs related to the merger with Capella Education Company. Capital expenditures for the first six months of 2018 were $8.6 million compared to $8.4 million for the same period in 2017. For the second quarter of 2018, bad debt expense as a percentage of revenue was 5.8% compared to 4.5% for the same period in 2017.

 

2



 

CAPELLA EDUCATION COMPANY RESULTS

 

Three Months Ended June 30

 

·                  Revenue increased 1.8% to $111.6 million compared to $109.6 million for the same period in 2017, primarily due to higher enrollment.

 

·                  Operating income decreased to $15.1 million from $15.4 million for the same period in 2017. Operating income in 2018 includes an asset impairment in the Job-Ready Skills segment and costs associated with the merger with Strayer Education, Inc. Adjusted operating income, which is a non-GAAP financial measure, was $16.9 million in 2018 compared to $15.4 million in the same period in 2017. For more details on non-GAAP financial measures, refer to the information on pages 14 through 18. The operating income margin was 13.5%, compared to 14.0% for the same period in 2017. The adjusted operating income margin was 15.1% compared to 14.1% for the same period in 2017.

 

·                  Net income, which includes the adjustments described above and the effects of the new lower federal income tax rate for 2018, was $11.8 million, compared to net income of $10.8 million in the same period in 2017, an increase of 9.6%. Adjusted net income was $13.2 million, an increase of 22.2%, compared to adjusted net income of $10.8 million in the same period in 2017.

 

·                  Earnings before interest, taxes, depreciation, and amortization (EBITDA) was $19.9 million compared to $20.4 million in 2017. Adjusted EBITDA was $24.5 million compared to $22.6 million in the same period in 2017.

 

·                  Diluted earnings per share was $0.99 compared to $0.90 for the same period in 2017. Adjusted diluted earnings per share increased 22.2% to $1.10 from $0.90 for the same period in 2017. Diluted weighted average shares outstanding decreased 0.2% to 11,963,000 from 11,992,000 for the same period in 2017.

 

Post-Secondary Segment

 

·                  For the second quarter, student enrollment at Capella Education Company’s main operating unit, Capella University, increased 0.5% to 37,786 compared to 37,588 for the same period in 2017. New student enrollment for the period increased 14.7%, driven by strong performance across all degree levels. Early cohort persistence remained stable.

 

·                  FlexPath, Capella University’s fastest-growing offerings, continued to positively impact new and total enrollment in the second quarter 2018, and is now 23% of Capella University’s Bachelor’s and Master’s degrees total enrollment.

 

·                  Second quarter 2018 revenues were $108.5 million, up 1.5% compared to $107.0 million in the same period in 2017.

 

·                  Operating income was $18.0 million compared to operating income of $17.8 million for the same period in 2017. The operating margin was 16.6% in the second quarter 2018 and 2017. Post-Secondary segment operating results are primarily attributable to Capella University.

 

Job-Ready Skills Segment

 

·                  Second quarter 2018 revenues were $3.0 million compared to $2.6 million in the same period of 2017.

 

·                  Operating loss was $2.1 million in the second quarter 2018 compared to a loss of $2.4 million in the second quarter of 2017. Job-Ready Skills segment operating results include an asset impairment of $0.9 million for the second quarter 2018.

 

3



 

Balance Sheet and Cash Flow

 

At June 30, 2018, Capella Education Company had cash and marketable securities of $189.9 million and no debt. For the first six months of 2018, cash provided by operating activities from continuing operations was $39.4 million compared to $36.2 million during 2017. Capital expenditures for the first six months of 2018 were $9.1 million compared to $12.1 million for the same period in 2017. For the second quarter of 2018, bad debt expense as a percentage of revenue was 2.9% compared to 2.6% for the same period in 2017.

 

AMENDED CREDIT FACILITY

 

On August 1, 2018, SEI amended its existing credit facility. The amendment extends the maturity date of the revolving credit facility from July 2, 2020, to August 1, 2023, and increases available borrowings from $150 million to $250 million, with an option to increase the commitments under the revolving facility by an additional $150 million. Currently, there are no outstanding borrowings under the amended credit facility. Additional information is available in the Company’s current report on Form 8-K filed with the SEC today.

 

COMMON STOCK CASH DIVIDEND

 

SEI announced today that it declared a regular, quarterly cash dividend of $0.50 per share of common stock. This dividend will be paid on September 7, 2018 to shareholders of record as of August 31, 2018.

 

CONFERENCE CALL WITH MANAGEMENT

 

SEI will host a conference call to discuss the second quarter 2018 earnings results of Strayer Education, Inc. and Capella Education Company at 10:00 a.m. (ET) today. To participate in the live call, investors should dial (877) 303-9047 ten minutes prior to the start time. In addition, the call will be available via webcast. To access the live webcast of the conference call, please go to www.strategiceducation.com in the Investor Relations section 15 minutes prior to the start time of the call to register. Following the call, the webcast will be archived and available at www.strategiceducation.com in the Investor Relations section.

 

About SEI

 

Strategic Education, Inc. (NASDAQ: STRA) (www.strategiceducation.com) is dedicated to enabling economic mobility with education. We serve working adult students through a range of educational opportunities that include: Strayer University and Capella University (separate institutions that are each regionally accredited), which collectively offer flexible and affordable associate, bachelor’s, master’s, and doctoral programs; a Top-25 Princeton Review-ranked online MBA program through the Jack Welch Management Institute; self-paced courses for college credit through Sophia; customized degrees for corporations through Degrees@Work; and non-degree web and mobile application development courses through DevMountain, Generation Code, Hackbright Academy, and The New York Code + Design Academy. These programs help our students prepare for success in today’s jobs and find a path to bettering their lives.

 

Forward Looking Statements

 

This communication contains certain forward-looking statements made pursuant to the Private Securities Litigation Reform Act of 1995 (the “Reform Act”). Such statements may be identified by the use of words such as “expect,” “estimate,” “assume,” “believe,” “anticipate,” “will,” “forecast,” “outlook,” “plan,” “project,” or similar words and may include statements with respect to, among other things, future events or the future financial performance of SEI, the anticipated benefits of the merger, including estimated synergies; SEI’s plans, objectives and expectations; future financial and operating results; and other statements that are not historical facts. The statements are based on SEI’s current expectations and are subject to a number of assumptions, uncertainties and risks. In connection with the safe-harbor provisions of the Reform Act, SEI has identified important factors that could cause SEI’s actual results to differ materially from those expressed in or implied by such statements. The assumptions, uncertainties and risks include:

 

·                                          the risk that the benefits of the merger, including expected synergies, may not be fully realized or may take longer to realize than expected;

 

·                                          the risk that the merger may not advance the combined company’s business strategy and growth strategy;

 

4



 

·                                          the risk that the combined company may experience difficulty integrating Strayer’s and Capella’s employees or operations;

 

·                                          the potential diversion of management’s attention resulting from the merger;

 

·                                          the pace of growth of student enrollment;

 

·                                          our continued compliance with Title IV of the Higher Education Act, and the regulations thereunder, as well as regional accreditation standards and state regulatory requirements;

 

·                                          rulemaking by the Department of Education and increased focus by the U.S. Congress on for-profit education institutions;

 

·                                          competitive factors;

 

·                                          risks associated with the opening of new campuses;

 

·                                          risks associated with the offering of new educational programs and adapting to other changes;

 

·                                          risks relating to the timing of regulatory approvals;

 

·                                          our ability to implement our growth strategy;

 

·                                          risks associated with the ability of our students to finance their education in a timely manner; and

 

·                                          general economic and market conditions.

 

Many of these risks, uncertainties and assumptions are beyond SEI’s ability to control or predict. Because of these risks, uncertainties and assumptions, you should not place undue reliance on these forward-looking statements. Furthermore, these forward-looking statements speak only as of the information currently available to SEI on the date they are made, and SEI undertakes no obligation to update or revise forward-looking statements. Actual results may differ materially from those projected in the forward-looking statements.

 

Source:  Strategic Education, Inc. Financial

Source:  Strategic Education, Inc.

 

For more information contact:

 

Terese Wilke

Manager, Investor Relations

Strategic Education, Inc.

(612) 977-6331

terese.wilke@strategiced.com

 

5



 

STRAYER EDUCATION, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Amounts in thousands, except per share data)

 

 

 

For the Three Months Ended June 30, 

 

For the Six Months Ended June 30,

 

 

 

2017

 

2018

 

2017

 

2018

 

Revenues

 

$

112,720

 

$

114,668

 

$

227,632

 

$

231,137

 

Costs and expenses:

 

 

 

 

 

 

 

 

 

Instruction and educational support

 

63,650

 

64,690

 

125,066

 

128,466

 

Marketing

 

19,226

 

21,113

 

37,944

 

41,237

 

Admissions advisory

 

4,779

 

4,609

 

9,495

 

9,285

 

General and administrative

 

13,205

 

11,063

 

24,824

 

22,281

 

Merger costs

 

 

2,824

 

 

8,171

 

Fair value adjustments

 

(1,994

)

6,185

 

(1,994

)

6,185

 

Total costs and expenses

 

98,866

 

110,484

 

195,335

 

215,625

 

Income from operations

 

13,854

 

4,184

 

32,297

 

15,512

 

Investment income

 

253

 

608

 

434

 

1,056

 

Interest expense

 

160

 

161

 

319

 

320

 

Income before taxes

 

13,947

 

4,631

 

32,412

 

16,248

 

Provision (benefit) for income taxes

 

3,645

 

(557

)

11,532

 

1,593

 

Net income

 

$

10,302

 

$

5,188

 

$

20,880

 

$

14,655

 

 

 

 

 

 

 

 

 

 

 

Earnings per share:

 

 

 

 

 

 

 

 

 

Basic

 

$

0.96

 

$

0.48

 

$

1.96

 

$

1.36

 

Diluted

 

$

0.92

 

$

0.46

 

$

1.87

 

$

1.29

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

10,680

 

10,879

 

10,655

 

10,812

 

Diluted

 

11,190

 

11,380

 

11,155

 

11,346

 

 

6



 

STRAYER EDUCATION, INC.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in thousands, except per share data)

 

 

 

December 31,

 

June 30,

 

 

 

2017

 

2018

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

155,933

 

$

171,600

 

Tuition receivable, net

 

23,122

 

25,595

 

Income taxes receivable

 

 

5,592

 

Other current assets

 

11,293

 

11,385

 

Total current assets

 

190,348

 

214,172

 

Property and equipment, net

 

73,763

 

72,125

 

Deferred income taxes

 

24,452

 

22,851

 

Goodwill

 

20,744

 

17,919

 

Other assets

 

11,971

 

9,698

 

Total assets

 

$

321,278

 

$

336,765

 

 

 

 

 

 

 

LIABILITIES & STOCKHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable and accrued expenses

 

$

46,177

 

$

46,657

 

Income taxes payable

 

1,038

 

 

Contract liabilities

 

21,851

 

22,547

 

Total current liabilities

 

69,066

 

69,204

 

Other long-term liabilities

 

43,015

 

43,721

 

Total liabilities

 

112,081

 

112,925

 

Commitments and contingencies

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Common stock, par value $0.01 per share, 20,000 shares authorized, 11,167 and 11,307 issued and outstanding at December 31, 2017 and June 30, 2018, respectively

 

112

 

113

 

Additional paid-in capital

 

47,079

 

53,015

 

Retained earnings

 

162,006

 

170,712

 

Total stockholders’ equity

 

209,197

 

223,840

 

Total liabilities and stockholders’ equity

 

$

321,278

 

$

336,765

 

 

7



 

STRAYER EDUCATION, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Amounts in thousands)

 

 

 

For the Six Months Ended June 30, 

 

 

 

2017

 

2018

 

Cash flows from operating activities:

 

 

 

 

 

Net income

 

$

20,880

 

$

14,655

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

Amortization of gain on sale of assets

 

(133

)

 

Amortization of deferred rent

 

(859

)

(909

)

Amortization of deferred financing costs

 

131

 

131

 

Depreciation and amortization

 

8,975

 

9,915

 

Deferred income taxes

 

(1,560

)

(1,581

)

Stock-based compensation

 

5,654

 

5,937

 

Fair value adjustments

 

(1,994

)

6,185

 

Changes in assets and liabilities:

 

 

 

 

 

Tuition receivable, net

 

(137

)

(2,916

)

Other current assets

 

411

 

96

 

Other assets

 

829

 

(824

)

Accounts payable and accrued expenses

 

559

 

1,363

 

Income taxes payable

 

(3,153

)

(3,447

)

Contract liabilities

 

4,356

 

2,768

 

Other long-term liabilities

 

(1,193

)

(1,347

)

Net cash provided by operating activities

 

32,766

 

30,026

 

 

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

 

Purchases of property and equipment

 

(8,435

)

(8,596

)

Net cash used in investing activities

 

(8,435

)

(8,596

)

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

Common dividends paid

 

(5,707

)

(5,778

)

Net cash used in financing activities

 

(5,707

)

(5,778

)

Net increase in cash, cash equivalents, and restricted cash

 

18,624

 

15,652

 

Cash, cash equivalents, and restricted cash - beginning of period

 

129,758

 

156,448

 

Cash, cash equivalents, and restricted cash - end of period

 

$

148,382

 

$

172,100

 

 

8



 

CAPELLA EDUCATION COMPANY

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Amounts in thousands, except per share data)

 

 

 

For the Three Months Ended June 30,

 

For the Six Months Ended June 30,

 

 

 

2017

 

2018

 

2017

 

2018

 

Revenues

 

$

109,584

 

$

111,563

 

$

221,372

 

$

223,530

 

Costs and expenses:

 

 

 

 

 

 

 

 

 

Instructional costs and services

 

48,369

 

49,350

 

96,781

 

97,782

 

Marketing and promotional

 

27,308

 

27,739

 

54,833

 

55,755

 

Admissions advisory

 

7,440

 

7,205

 

15,103

 

14,397

 

General and administrative

 

11,096

 

11,317

 

21,683

 

21,196

 

Merger-related costs

 

 

873

 

 

1,395

 

Total costs and expenses

 

94,213

 

96,484

 

188,400

 

190,525

 

Operating income

 

15,371

 

15,079

 

32,972

 

33,005

 

Other income, net

 

56

 

695

 

163

 

1,191

 

Income from continuing operations before income taxes

 

15,427

 

15,774

 

33,135

 

34,196

 

Income tax expense

 

4,672

 

3,984

 

11,209

 

8,559

 

Income from continuing operations

 

10,755

 

11,790

 

21,926

 

25,637

 

Income from discontinued operations, net of tax

 

 

 

95

 

 

Net income

 

$

10,755

 

$

11,790

 

$

22,021

 

$

25,637

 

 

 

 

 

 

 

 

 

 

 

Basic net income per common share:

 

 

 

 

 

 

 

 

 

Continuing operations

 

$

0.92

 

$

1.01

 

$

1.89

 

$

2.20

 

Discontinued operations

 

 

 

0.01

 

 

Basic net income per common share

 

$

0.92

 

$

1.01

 

$

1.90

 

$

2.20

 

Diluted net income per common share:

 

 

 

 

 

 

 

 

 

Continuing operations

 

$

0.90

 

$

0.99

 

$

1.83

 

$

2.14

 

Discontinued operations

 

 

 

0.01

 

 

Diluted net income per common share

 

$

0.90

 

$

0.99

 

$

1.84

 

$

2.14

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of common shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

11,644

 

11,703

 

11,602

 

11,674

 

Diluted

 

11,992

 

11,963

 

11,965

 

11,957

 

Cash dividend declared per common share

 

$

0.41

 

$

0.43

 

$

0.82

 

$

0.86

 

 

9



 

CAPELLA EDUCATION COMPANY

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in thousands, except per share data)

 

 

 

December 31,
2017

 

June 30,
2018

 

 

 

 

 

 

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

106,566

 

$

117,885

 

Marketable securities, current

 

45,226

 

37,589

 

Accounts receivable, net of allowance of $7,979 at December 31, 2017 and $7,865 at June 30, 2018

 

22,733

 

24,229

 

Prepaid expenses and other current assets

 

9,523

 

10,027

 

Total current assets

 

184,048

 

189,730

 

Marketable securities, non-current

 

29,570

 

34,386

 

Property and equipment, net

 

35,961

 

34,781

 

Goodwill

 

13,477

 

13,477

 

Intangibles, net

 

3,402

 

3,162

 

Deferred income taxes

 

2,839

 

871

 

Other assets

 

9,724

 

10,358

 

Total assets

 

$

279,021

 

$

286,765

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

2,281

 

$

1,254

 

Accrued liabilities

 

26,619

 

27,815

 

Dividends payable

 

5,228

 

328

 

Deferred revenue

 

13,849

 

15,635

 

Total current liabilities

 

47,977

 

45,032

 

Deferred rent

 

12,365

 

11,890

 

Other liabilities

 

3,288

 

2,413

 

Total liabilities

 

63,630

 

59,335

 

Shareholders’ equity:

 

 

 

 

 

Common stock, par value $0.01 per share, 100,000 shares authorized, 11,635 and 11,730 issued and outstanding at December 31, 2017 and June 30, 2018, respectively

 

116

 

117

 

Additional paid-in capital

 

127,804

 

124,431

 

Accumulated other comprehensive loss

 

(110

)

(211

)

Retained earnings

 

87,581

 

103,093

 

Total shareholders’ equity

 

215,391

 

227,430

 

Total liabilities and shareholders’ equity

 

$

279,021

 

$

286,765

 

 

10



 

CAPELLA EDUCATION COMPANY

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Amounts in thousands)

 

 

 

For the Six Months Ended June 30,

 

 

 

2017

 

2018

 

Operating activities

 

 

 

 

 

Net income

 

$

22,021

 

$

25,637

 

Income from discontinued operations, net of tax

 

95

 

 

Income from continuing operations

 

21,926

 

25,637

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

Provision for bad debts

 

5,225

 

5,870

 

Depreciation and amortization

 

10,112

 

9,638

 

Amortization of investment discount/premium, net

 

855

 

537

 

Impairment of property and equipment

 

440

 

916

 

Loss on disposal of property and equipment

 

243

 

89

 

Share-based compensation

 

3,479

 

4,571

 

Deferred income taxes

 

2,443

 

2,000

 

Changes in operating assets and liabilities

 

 

 

 

 

Accounts receivable

 

(5,194

)

(7,366

)

Prepaid expenses and other current assets

 

294

 

352

 

Accounts payable and accrued liabilities

 

(8,565

)

(3,193

)

Income taxes payable

 

3,219

 

(1,076

)

Deferred rent

 

(735

)

(475

)

Deferred revenue

 

2,413

 

1,866

 

Net cash provided by operating activities - continuing operations

 

36,155

 

39,366

 

Net cash provided by operating activities - discontinued operations

 

95

 

 

Net cash provided by operating activities

 

36,250

 

39,366

 

Investing activities

 

 

 

 

 

Capital expenditures

 

(12,116

)

(9,075

)

Investment in partnership interests

 

(354

)

(784

)

Purchases of marketable securities

 

(29,456

)

(33,702

)

Maturities of marketable securities

 

35,995

 

35,855

 

Net cash used in investing activities - continuing operations

 

(5,931

)

(7,706

)

Net cash provided by investing activities - discontinued operations

 

3,243

 

 

Net cash used in investing activities

 

(2,688

)

(7,706

)

Financing activities

 

 

 

 

 

Net proceeds (payments) for exercise of stock options

 

1,273

 

(333

)

Taxes paid for restricted stock units

 

(905

)

(4,949

)

Payment of dividends

 

(9,479

)

(15,057

)

Net cash used in financing activities - continuing operations

 

(9,111

)

(20,339

)

Effect of foreign exchange rates on cash

 

2

 

(2

)

Net increase in cash and cash equivalents

 

24,453

 

11,319

 

Cash and cash equivalents at beginning of period

 

93,570

 

106,566

 

Cash and cash equivalents at end of period

 

$

118,023

 

$

117,885

 

 

11



 

CAPELLA EDUCATION COMPANY

UNAUDITED SEGMENT REPORTING

(In thousands)

 

 

 

For the Three Months Ended
June 30,

 

For the Six Months Ended
June 30,

 

 

 

2017

 

2018

 

2017

 

2018

 

Revenues

 

 

 

 

 

 

 

 

 

Post-Secondary

 

$

106,974

 

$

108,538

 

$

216,455

 

$

217,723

 

Job-Ready Skills

 

2,610

 

3,025

 

4,917

 

5,807

 

Consolidated Revenues

 

$

109,584

 

$

111,563

 

$

221,372

 

$

223,530

 

Operating income (loss)

 

 

 

 

 

 

 

 

 

Post-Secondary

 

$

17,754

 

$

18,029

 

$

38,005

 

$

37,473

 

Job-Ready Skills

 

(2,383

)

(2,077

)

(5,033

)

(3,073

)

Merger-related costs

 

 

(873

)

 

(1,395

)

Consolidated operating income

 

15,371

 

15,079

 

32,972

 

33,005

 

Other income, net

 

56

 

695

 

163

 

1,191

 

Income from continuing operations before income taxes

 

$

15,427

 

$

15,774

 

$

33,135

 

$

34,196

 

 

12



 

CAPELLA UNIVERSITY

 

OTHER INFORMATION

 

 

 

June 30,

 

 

 

 

 

2017

 

2018

 

% Change

 

Capella University Enrollment by Degree (a):

 

 

 

 

 

 

 

Doctoral

 

9,052

 

9,129

 

0.9

%

Master’s

 

17,714

 

17,540

 

(1.0

)%

Bachelor’s

 

9,760

 

10,066

 

3.1

%

Other

 

1,062

 

1,051

 

(1.0

)%

Total

 

37,588

 

37,786

 

0.5

%

 


(a)         Enrollment in the table above includes learners who are actively enrolled during the last month of the quarters ended June 30, 2017 and 2018, respectively.

 

13



 

Non-GAAP Financial Measures

 

In our press release and schedules, and on the related conference call, we report certain financial measures that are not required by, or presented in accordance with, accounting principles generally accepted in the United States of America (“GAAP”). We discuss management’s reasons for reporting these non-GAAP measures below, and the press release schedules that follow reconcile the most directly comparable GAAP measure to each non-GAAP measure that we reference. Although management evaluates and presents these non-GAAP measures for the reasons described below, please be aware that these non-GAAP measures have limitations and should not be considered in isolation or as a substitute for income from operations, net income, earnings per share or any other comparable financial measure prescribed by GAAP. In addition, we may calculate and/or present these non-GAAP financial measures differently than measures with the same or similar names that other companies report, and as a result, the non-GAAP measures we report may not be comparable to those reported by others.

 

Management uses certain non-GAAP measures to evaluate financial performance because those non-GAAP measures allow for period-over-period comparisons of its ongoing operations before the impact of certain items described below. These measures are Adjusted Income from Operations, Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA), Adjusted EBITDA, Adjusted Net Income, and Adjusted Diluted Earnings Per Share (EPS). We define Adjusted Income from Operations, Adjusted Net Income, and Adjusted EPS to exclude (1) fair value adjustments related to Strayer Education, Inc.’s acquisition of The New York Code + Design Academy and the related tax effects, and adjustments to Strayer Education, Inc.’s reserve for leases on facilities no longer in use, (2) the impairment of previously capitalized internal software development costs related to software projects within Capella Education Company’s Job-Ready Skills segment, (3) charges associated with Strayer Education, Inc.’s merger with Capella Education Company, and (4) discrete tax adjustments utilizing annual effective income tax rates for Strayer Education, Inc. of 39.5% for 2017 and 27.5% for 2018. We define EBITDA as net income before provision (benefit) for income taxes, investment income, interest expense, depreciation and amortization, and from this amount in arriving at Adjusted EBITDA we also exclude the amounts in (1), (2), and (3) above, and stock-based compensation expense. These non-GAAP measures are reconciled to the most directly comparable GAAP measures on pages 15 through 18. Non-GAAP measures should not be viewed as substitutes for GAAP measures.

 

14



 

STRAYER EDUCATION, INC.

NON-GAAP UNAUDITED ADJUSTING STATEMENTS OF INCOME

(Amounts in thousands, except per share data)

 

 

 

For the Three Months Ended June 30, 2017

 

 

 

 

 

Non-GAAP Adjustments

 

 

 

 

 

As Reported

 

Merger

 

Fair Value

 

Other Tax

 

As Adjusted

 

 

 

(GAAP)

 

Costs (1)

 

Adjustments (2)

 

Adjustments (3)

 

(Non-GAAP)

 

Income from operations

 

$

13,854

 

$

 

$

(1,994

)

$

 

$

11,860

 

Investment income

 

253

 

 

 

 

253

 

Interest expense

 

160

 

 

 

 

160

 

Income before taxes

 

13,947

 

 

(1,994

)

 

11,953

 

Provision for income taxes

 

3,645

 

 

104

 

972

 

4,721

 

Net income

 

$

10,302

 

$

 

$

(2,098

)

$

(972

)

$

7,232

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings per share:

 

 

 

 

 

 

 

 

 

 

 

Basic **

 

$

0.96

 

$

 

$

(0.20

)

$

(0.09

)

$

0.68

 

Diluted **

 

$

0.92

 

$

 

$

(0.19

)

$

(0.09

)

$

0.65

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

Basic

 

10,680

 

 

 

 

 

 

 

10,680

 

Diluted

 

11,190

 

 

 

 

 

 

 

11,190

 

 

 

 

For the Three Months Ended June 30, 2018

 

 

 

 

 

Non-GAAP Adjustments

 

 

 

 

 

As Reported

 

Merger

 

Fair Value

 

Other Tax

 

As Adjusted

 

 

 

(GAAP)

 

Costs (1)

 

Adjustments (2)

 

Adjustments (3)

 

(Non-GAAP)

 

Income from operations

 

$

4,184

 

$

2,824

 

$

6,185

 

$

 

$

13,193

 

Investment income

 

608

 

 

 

 

608

 

Interest expense

 

161

 

 

 

 

161

 

Income before taxes

 

4,631

 

2,824

 

6,185

 

 

13,640

 

Provision (benefit) for income taxes

 

(557

)

624

 

924

 

2,760

 

3,751

 

Net income

 

$

5,188

 

$

2,200

 

$

5,261

 

$

(2,760

)

$

9,889

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings per share:

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.48

 

$

0.20

 

$

0.48

 

$

(0.25

)

$

0.91

 

Diluted

 

$

0.46

 

$

0.19

 

$

0.46

 

$

(0.24

)

$

0.87

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

Basic

 

10,879

 

 

 

 

 

 

 

10,879

 

Diluted

 

11,380

 

 

 

 

 

 

 

11,380

 

 


** Earnings per share data may not foot due to rounding

 

(1)         Reflects charges associated with the Company’s previously announced merger with Capella Education Company.

 

(2)         Reflects adjustments to the value of contingent consideration, and goodwill and intangible assets related to the Company’s acquisition of The New York Code + Design Academy and the related tax effects, and adjustments to the Company’s reserve for leases on facilities no longer in use.

 

(3)         Reflects discrete tax adjustments related to the vesting of stock awards and other adjustments, utilizing an annual effective tax rate of 39.5% for 2017 and 27.5% for 2018.

 

15



 

STRAYER EDUCATION, INC.

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

ADJUSTED EBITDA

(Amounts in thousands)

 

 

 

For the Three Months Ended June 30,

 

 

 

2017

 

2018

 

Net income

 

$

10,302

 

$

5,188

 

Provision (benefit) for income taxes

 

3,645

 

(557

)

Investment income

 

(253

)

(608

)

Interest expense

 

160

 

161

 

Depreciation and amortization

 

4,606

 

4,881

 

EBITDA (1)

 

18,460

 

9,065

 

Stock-based compensation

 

3,228

 

3,250

 

Merger costs (2)

 

 

2,824

 

Fair value adjustments (3)

 

(1,526

)

6,566

 

Adjusted EBITDA (1)

 

$

20,162

 

$

21,705

 

 


(1)        Denotes non-GAAP financial measures. Please see page 14 for more detail regarding these adjustments and management’s reasons for providing this information.

 

(2)        Reflects charges associated with the Company’s previously announced merger with Capella Education Company.

 

(3)        Reflects adjustments to the value of contingent consideration, and goodwill and intangible assets related to the Company’s acquisition of The New York Code + Design Academy, and adjustments to the Company’s reserve for leases on facilities no longer in use.

 

16



 

CAPELLA EDUCATION COMPANY

NON-GAAP UNAUDITED ADJUSTING STATEMENTS OF INCOME

(Amounts in thousands, except per share data)

 

 

 

For the Three Months Ended June 30, 2017

 

 

 

 

 

Non-GAAP Adjustments

 

 

 

 

 

As Reported
(GAAP)

 

Merger-Related
Costs

 

Impairment of
Property and
Equipment

 

As Adjusted
(Non-GAAP)

 

Operating income

 

$

15,371

 

$

 

$

73

 

$

15,444

 

Other income, net

 

56

 

 

 

56

 

Income before income taxes

 

15,427

 

 

73

 

15,500

 

Income tax expense

 

4,672

 

 

27

 

4,699

 

Net income

 

$

10,755

 

$

 

$

46

 

$

10,801

 

 

 

 

 

 

 

 

 

 

 

Earnings per share:

 

 

 

 

 

 

 

 

 

Basic

 

$

0.92

 

$

 

$

0.01

 

$

0.93

 

Diluted

 

$

0.90

 

$

 

$

 

$

0.90

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding

 

 

 

 

 

 

 

 

 

Basic

 

11,644

 

 

 

 

 

11,644

 

Diluted

 

11,992

 

 

 

 

 

11,992

 

 

 

 

For the Three Months Ended June 30, 2018

 

 

 

 

 

Non-GAAP Adjustments

 

 

 

 

 

As Reported
(GAAP)

 

Merger-Related
Costs (1)

 

Impairment of
Property and
Equipment (2)

 

As Adjusted
(Non-GAAP)

 

Operating income

 

$

15,079

 

$

873

 

$

916

 

$

16,868

 

Other income, net

 

695

 

 

 

695

 

Income before income taxes

 

15,774

 

873

 

916

 

17,563

 

Income tax expense

 

3,984

 

175

 

210

 

4,369

 

Net income

 

$

11,790

 

$

698

 

$

706

 

$

13,194

 

 

 

 

 

 

 

 

 

 

 

Earnings per share:

 

 

 

 

 

 

 

 

 

Basic

 

$

1.01

 

$

0.06

 

$

0.06

 

$

1.13

 

Diluted

 

$

0.99

 

$

0.05

 

$

0.06

 

$

1.10

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding

 

 

 

 

 

 

 

 

 

Basic

 

11,703

 

 

 

 

 

11,703

 

Diluted

 

11,963

 

 

 

 

 

11,963

 

 


(1)         Reflects charges associated with Capella Education Company’s previously announced merger with Strayer Education, Inc.

(2)         The impairment of property and equipment primarily consists of the write-off of previously capitalized internal software development costs related to software projects within the Company’s Job-Ready Skills segment for which the expected future net cash flows may not exceed the carrying value of the related assets.

 

17



 

CAPELLA EDUCATION COMPANY

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

ADJUSTED EBITDA

(In thousands)

 

 

 

For the Three Months Ended June 30,

 

 

 

2017

 

2018

 

 

 

 

 

 

 

Net income

 

$

10,755

 

$

11,790

 

Income tax expense

 

4,672

 

3,984

 

Other income, net

 

(56

)

(695

)

Depreciation and amortization

 

4,986

 

4,793

 

EBITDA (1)

 

20,357

 

19,872

 

Share-based compensation

 

2,205

 

2,820

 

Merger-related costs (2)

 

 

873

 

Impairment of property and equipment

 

73

 

916

 

Adjusted EBITDA (1)

 

$

22,635

 

$

24,481

 

 


(1)         Denotes non-GAAP financial measure. Please see page 14 for more detail regarding the adjustments and management’s reasons for providing this information.

(2)         Reflects charges associated with Capella Education Company’s previously announced merger with Strayer Education, Inc.

 

18