Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Jul. 15, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | STRAYER EDUCATION INC | |
Entity Central Index Key | 1,013,934 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 11,028,265 |
Unaudited Condensed Consolidate
Unaudited Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 195,557 | $ 162,283 |
Tuition receivable, net | 15,222 | 16,942 |
Other current assets | 14,520 | 17,426 |
Total current assets | 225,299 | 196,651 |
Property and equipment, net | 80,336 | 82,266 |
Deferred income taxes | 18,097 | 16,241 |
Goodwill | 6,800 | 6,800 |
Other assets | 5,471 | 5,857 |
Total assets | 336,003 | 307,815 |
Current liabilities: | ||
Accounts payable and accrued expenses | 40,733 | 43,836 |
Income taxes payable | 4,236 | 1,286 |
Deferred revenue | 8,974 | 4,682 |
Other current liabilities | 281 | 281 |
Current portion of term loan | 6,250 | 6,250 |
Total current liabilities | 60,474 | 56,335 |
Term loan, less current portion | 109,375 | 112,500 |
Other long-term liabilities | 45,498 | 46,248 |
Total liabilities | $ 215,347 | $ 215,083 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Common stock, par value $0.01; 20,000,000 shares authorized; 10,903,341 and 11,028,265 shares issued and outstanding at December 31, 2014 and June 30, 2015, respectively | $ 110 | $ 109 |
Additional paid-in capital | 19,447 | 14,550 |
Retained earnings | 101,244 | 77,985 |
Accumulated other comprehensive income (loss) | (145) | 88 |
Total stockholders' equity | 120,656 | 92,732 |
Total liabilities and stockholders' equity | $ 336,003 | $ 307,815 |
Unaudited Condensed Consolidat3
Unaudited Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2015 | Dec. 31, 2014 |
Balance Sheets [Abstract] | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 20,000,000 | 20,000,000 |
Common stock, shares issued | 11,028,265 | 10,903,341 |
Common stock, shares outstanding | 11,028,265 | 10,903,341 |
Unaudited Condensed Consolidat4
Unaudited Condensed Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Statements of Income [Abstract] | ||||
Revenues | $ 109,750 | $ 112,747 | $ 221,635 | $ 229,215 |
Costs and expenses: | ||||
Instruction and educational support | 59,245 | 59,799 | 118,942 | 118,912 |
Marketing | 14,670 | 13,360 | 31,351 | 29,674 |
Admissions advisory | 4,062 | 4,433 | 8,055 | 8,552 |
General and administration | 10,844 | 11,157 | 22,499 | 22,170 |
Total costs and expenses | 88,821 | 88,749 | 180,847 | 179,308 |
Income from operations | 20,929 | 23,998 | 40,788 | 49,907 |
Investment income | 100 | 2 | 178 | 3 |
Interest expense | 1,272 | 1,281 | 2,545 | 2,634 |
Income before income taxes | 19,757 | 22,719 | 38,421 | 47,276 |
Provision for income taxes | 7,883 | 9,042 | 15,162 | 18,816 |
Net income | $ 11,874 | $ 13,677 | $ 23,259 | $ 28,460 |
Earnings per share: | ||||
Basic | $ 1.12 | $ 1.29 | $ 2.20 | $ 2.70 |
Diluted | $ 1.11 | $ 1.29 | $ 2.17 | $ 2.68 |
Weighted average shares outstanding: | ||||
Basic | 10,587 | 10,565 | 10,583 | 10,547 |
Diluted | 10,705 | 10,623 | 10,721 | 10,602 |
Unaudited Condensed Consolidat5
Unaudited Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Statements of Comprehensive Income [Abstract] | ||||
Net income | $ 11,874 | $ 13,677 | $ 23,259 | $ 28,460 |
Other comprehensive income: | ||||
Change in fair value of derivative instrument, net of income tax | (28) | (170) | (233) | (95) |
Comprehensive income | $ 11,846 | $ 13,507 | $ 23,026 | $ 28,365 |
Unaudited Condensed Consolidat6
Unaudited Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) |
Beginning balance at Dec. 31, 2013 | $ 38,902 | $ 108 | $ 7,137 | $ 31,629 | $ 28 |
Beginning balance, shares at Dec. 31, 2013 | 10,797,464 | ||||
Tax shortfall associated with stock-based compensation arrangements | $ (1,811) | (1,811) | |||
Restricted stock grants, net of forfeitures and conversions | $ 1 | (1) | |||
Restricted stock grants, net of forfeitures and conversions, shares | 108,379 | ||||
Stock-based compensation | $ 4,507 | $ 4,507 | |||
Change in fair value of derivative instrument, net of income tax | (95) | $ (95) | |||
Net income | 28,460 | $ 28,460 | |||
Ending balance at Jun. 30, 2014 | 69,963 | $ 109 | $ 9,832 | 60,089 | $ (67) |
Ending balance, shares at Jun. 30, 2014 | 10,905,843 | ||||
Beginning balance at Dec. 31, 2014 | 92,732 | $ 109 | 14,550 | $ 77,985 | $ 88 |
Beginning balance, shares at Dec. 31, 2014 | 10,903,341 | ||||
Tax shortfall associated with stock-based compensation arrangements | $ (25) | (25) | |||
Restricted stock grants, net of forfeitures and conversions | $ 1 | (1) | |||
Restricted stock grants, net of forfeitures and conversions, shares | 124,924 | ||||
Stock-based compensation | $ 4,923 | $ 4,923 | |||
Change in fair value of derivative instrument, net of income tax | (233) | $ (233) | |||
Net income | 23,259 | $ 23,259 | |||
Ending balance at Jun. 30, 2015 | $ 120,656 | $ 110 | $ 19,447 | $ 101,244 | $ (145) |
Ending balance, shares at Jun. 30, 2015 | 11,028,265 |
Unaudited Condensed Consolidat7
Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Cash flows from operating activities: | ||
Net income | $ 23,259 | $ 28,460 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Amortization of gain on sale of assets | (140) | (140) |
Amortization of deferred rent | (424) | (471) |
Amortization of deferred financing costs | 390 | 390 |
Depreciation and amortization | 9,292 | 10,827 |
Deferred income taxes | (1,621) | (358) |
Stock-based compensation | 4,923 | 4,507 |
Changes in assets and liabilities: | ||
Tuition receivable, net | 1,554 | 2,019 |
Other current assets | 2,357 | $ 1,042 |
Other assets | 2 | |
Accounts payable and accrued expenses | (2,808) | $ (5,376) |
Income taxes payable and income taxes receivable | 3,387 | 6,331 |
Deferred revenue | 5,544 | 5,922 |
Other long-term liabilities | (2,259) | (7,956) |
Net cash provided by operating activities | 43,456 | 45,197 |
Cash flows from investing activities: | ||
Purchases of property and equipment | (7,057) | (2,319) |
Net cash used in investing activities | (7,057) | (2,319) |
Cash flows from financing activities: | ||
Payments on term loan | (3,125) | (1,562) |
Net cash used in financing activities | (3,125) | (1,562) |
Net increase in cash and cash equivalents | 33,274 | 41,316 |
Cash and cash equivalents - beginning of period | 162,283 | 94,760 |
Cash and cash equivalents - end of period | 195,557 | 136,076 |
Non-cash transactions: | ||
Purchases of property and equipment included in accounts payable | $ 546 | $ 209 |
Nature of Operations
Nature of Operations | 6 Months Ended |
Jun. 30, 2015 | |
Nature of Operations [Abstract] | |
Nature of Operations | 1. Nature of Operations Strayer Education, Inc. (the “Company”), a Maryland corporation, conducts its operations through its wholly owned subsidiary, Strayer University (the “University”). The University is an accredited institution of higher education that provides undergraduate and graduate degrees in various fields of study through physical campuses, predominantly located in the eastern United States, and online. With the Company’s focus on the student, regardless of whether he or she chooses to take classes at a physical campus or online, it has only one reporting segment. |
Significant Accounting Policies
Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2015 | |
Significant Accounting Policies [Abstract] | |
Significant Accounting Policies | 2. Significant Accounting Policies Financial Statement Presentation The consolidated financial statements include the accounts of the Company and its only subsidiary, the University. All intercompany accounts and transactions have been eliminated in the consolidated financial statements. All information as of December 31, 2014 and June 30, 2014 and 2015, and for the three and six months ended June 30, 2014 and 2015 is unaudited but, in the opinion of management, contains all adjustments, consisting only of normal recurring adjustments, necessary to present fairly the condensed consolidated financial position, results of operations and cash flows of the Company. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2014. The results of operations for the three and six months ended June 30, 2015 are not necessarily indicative of the results to be expected for the full fiscal year. Revenue Recognition The Company’s educational programs are offered on a quarterly basis and such periods coincide with the Company’s quarterly financial reporting periods. Approximately 96% of the Company’s revenues during the six months ended June 30, 2015 consisted of tuition revenue, which is recognized in the quarter of instruction. Tuition revenue is assessed for collectibility on a student-by-student basis throughout the quarter of instruction, and is shown net of any refunds, withdrawals, corporate discounts, scholarships and employee tuition discounts. This collectibility assessment considers available sources of funds for the student including Federal Financial Student Aid programs. The Company reassesses the collectibility of tuition revenue that it may earn based on new information and changes in the facts and circumstances relevant to a student’s ability to pay, including the timing of a student’s withdrawal from a program of study. At the start of each academic term, a liability (deferred revenue) is recorded for academic services to be provided and a tuition receivable is recorded for the portion of the tuition not paid in advance. Any cash received prior to the start of an academic term is recorded as deferred revenue. The estimated value of scholarship awards which will be realized in the future is deducted from revenue when earned, and is based on historical student attendance and completion behavior. Deferred revenue is recorded as a current or long-term liability in the consolidated balance sheets based on when the benefit is expected to be realized. Revenues also include textbook-related income, certificate revenue, certain academic fees, licensing revenue, and other income, which are recognized when earned. The Company’s refund policy typically permits students who complete less than half of a course to receive a partial refund of tuition for that course. Refunds reduce the tuition revenue that would have otherwise been recognized for that student. Since the Company’s academic terms coincide with its financial reporting periods, all refunds are processed and recorded within the same quarter as the corresponding revenue. The amount of tuition revenue refundable to students may vary based on the student’s state of residence. Unused books and related academic materials may be returned for a full refund within 21 days of the start of class; however, purchases of electronic content are not refundable if downloaded. Revenues derived from fees are not eligible for a refund. Graduation Fund In the third quarter of 2013, the Company introduced the Graduation Fund, which allows new undergraduate students to earn tuition credits that are redeemable in the final year of a student’s course of study if he or she successfully remains in the program. New students registering in credit-bearing courses in any undergraduate program for the summer 2013 term (fiscal third quarter) and subsequent terms qualify for the Graduation Fund. Students must meet all of the University’s admission requirements and not be eligible for any previously offered scholarship program. The Company’s employees and their dependents are not eligible for the program. To maintain eligibility, students must be enrolled in an undergraduate degree program. Students become ineligible to participate in the Graduation Fund if they have more than one consecutive term of non-attendance. In their final academic year, qualifying students will receive one free course for every three courses that were successfully completed. Revenue from students participating in the Graduation Fund is recorded in accordance with the Revenue Recognition Topic, ASC 605-50. The Company allocates the value of benefits estimated to be earned evenly to each of the underlying revenue transactions that result in progress by the student toward earning the benefit. The Company’s estimate of the benefits that will be earned in the future is based on its historical experience of student persistence toward completion of a course of study within this program and similar programs. Each quarter, the Company assesses its methodologies and assumptions underlying these estimates and, to date, any adjustments to the estimates have not been material. The amount estimated to be redeemed in the next twelve months is $6.8 million and is included in deferred revenue within total current liabilities in the unaudited condensed consolidated balance sheets. The table below presents activity in the Graduation Fund for the six months ended June 30, 2015 (in thousands): Balance at December 31, 2014 $ 9,706 Revenue deferred 7,753 Benefit redeemed (1,845 ) Balance at June 30, 2015 $ 15,614 Restricted Cash A significant portion of the Company’s revenues are funded by various federal and state government programs. The Company generally does not receive funds from these programs prior to the start of the corresponding academic term. The Company may be required to return certain funds for students who withdraw from the University during the academic term. At December 31, 2014 and June 30, 2015, the Company had approximately $0.2 million and $34,000 of these unpaid obligations, respectively, which are recorded as restricted cash and included in other current assets. As part of commencing operations in Pennsylvania in 2003, the Company was required to maintain a “minimum protective endowment” of at least $0.5 million in an interest-bearing account. These funds are required as long as the Company operates its campuses in the state. The Company holds these funds in an interest-bearing account which is included in other assets. Tuition Receivable and Allowance for Doubtful Accounts The Company records tuition receivable and deferred revenue for its students upon the start of the academic term. Therefore, at the end of the quarter (and academic term), tuition receivable represents amounts due from students for educational services already provided and deferred revenue represents advance payments from students for academic services to be provided in the future. Tuition receivables are not collateralized; however, credit risk is minimized as a result of the diverse nature of the University’s student base. An allowance for doubtful accounts is established primarily based upon historical collection rates by age of receivable, net of recoveries. These collection rates incorporate historical performance based on a student’s current enrollment status and likelihood of future enrollment. The Company periodically assesses its methodologies for estimating bad debts in consideration of actual experience. The Company’s tuition receivable and allowance for doubtful accounts were as follows (in thousands): December 31, 2014 June 30, 2015 Tuition receivable $ 25,777 $ 23,955 Allowance for doubtful accounts (8,835 ) (8,733 ) Tuition receivable, net $ 16,942 $ 15,222 Additionally, approximately $1.6 million and $1.8 million of tuition receivable is included in other assets as of December 31, 2014 and June 30, 2015, respectively, because these amounts are expected to be collected after 12 months. The following table illustrates changes in the Company’s allowance for doubtful accounts for the quarters ended (in thousands): For the three months For the six months 2014 2015 2014 2015 Allowance for doubtful accounts, beginning of period $ 10,842 $ 8,688 $ 10,303 $ 8,835 Additions charged to expense 3,610 3,553 8,603 7,022 Write-offs, net of recoveries (5,308 ) (3,508 ) (9,762 ) (7,124 ) Allowance for doubtful accounts, end of period $ 9,144 $ 8,733 $ 9,144 $ 8,733 Fair Value The Fair Value Measurement Topic, ASC 820-10 (“ASC 820-10”), establishes a framework for measuring fair value, establishes a fair value hierarchy based upon the observability of inputs used to measure fair value, and expands disclosures about fair value measurements. Assets and liabilities are classified in their entirety within the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. Under ASC 820-10, fair value of an investment is the price that would be received to sell an asset or to transfer a liability to an entity in an orderly transaction between market participants at the measurement date. The hierarchy gives the highest priority to assets and liabilities with readily available quoted prices in an active market and lowest priority to unobservable inputs which require a higher degree of judgment when measuring fair value, as follows: ● Level 1 assets or liabilities use quoted prices in active markets for identical assets or liabilities as of the measurement date; ● Level 2 assets or liabilities use observable inputs, other than quoted market prices, that are either directly or indirectly observable in the marketplace for identical or similar assets and liabilities; and ● Level 3 assets or liabilities use unobservable inputs that are supported by little or no market activity. The Company’s assets and liabilities that are subject to fair value measurement are categorized in one of the three levels above. Fair values are based on the inputs available at the measurement dates, and may rely on certain assumptions that may affect the valuation of fair value for certain assets or liabilities. Goodwill and Indefinite-Lived Intangible Assets Goodwill represents the excess of the purchase price of an acquired business over the amount assigned to the assets acquired and liabilities assumed. Indefinite-lived intangible assets, which include an acquired trade name, are recorded at fair market value on their acquisition date. An indefinite life was assigned to the trade name because it has the continued ability to generate cash flows indefinitely. Goodwill and the indefinite-lived intangible assets are assessed at least annually for impairment as of September 30 of each year, or more frequently if events occur or circumstances change between annual tests that would more likely than not reduce the fair value of the respective reporting unit below its carrying amount. Under Accounting Standards Update No. 2011-08, Intangibles-Goodwill and Other (Topic 350): Testing Goodwill for Impairment Accounting for Derivative Instruments and Hedging Activities On the date that the Company enters into a derivative contract, it designates the derivative as a hedge of (a) a forecasted transaction or (b) the variability of cash flows that are to be received or paid in connection with a recognized asset or liability (a cash flow hedge). All derivatives are recognized in the balance sheet at their fair value. Changes in the fair value of a derivative that is highly effective and that is designated and qualifies as a cash flow hedge, to the extent that the hedge is effective, are recorded, net of income tax, in other comprehensive income, until earnings are affected by the variability of cash flows of the hedged transaction (e.g., until periodic settlements of a variable-rate asset or liability are recorded in earnings). Any hedge ineffectiveness (which represents the amount by which the changes in the fair value of the derivative exceed the variability in the cash flows of the forecasted transaction) is recorded in current-period earnings. The Company formally documents all relationships between hedging instruments and hedged items, as well as its risk-management objective and strategy for undertaking various hedge transactions. The Company also formally assesses (both at the hedge’s inception and on an ongoing basis) whether the derivatives that are used in hedging transactions have been highly effective in offsetting changes in the fair value or cash flows of hedged items and whether those derivatives may be expected to remain highly effective in future periods. When it is determined that a derivative is not (or has ceased to be) highly effective as a hedge, the Company discontinues hedge accounting prospectively. Authorized Stock The Company has authorized 20,000,000 shares of common stock, par value $0.01, of which 10,903,341 and 11,028,265 shares were issued and outstanding as of December 31, 2014 and June 30, 2015, respectively. The Company also has authorized 8,000,000 shares of preferred stock, none of which has been issued or outstanding since 2004. Before any preferred stock may be issued in the future, the Board of Directors would need to establish the preferences, conversion or other rights, voting powers, restrictions, limitations as to dividends, qualifications, and the terms or conditions of the redemption of the preferred stock. Stock-Based Compensation As required by the Stock Compensation Topic, ASC 718, the Company measures and recognizes compensation expense for all share-based payment awards, including employee stock options, restricted stock, restricted stock units, and employee stock purchases related to the Company’s Employee Stock Purchase Plan, based on estimated fair values. Stock-based compensation expense recognized in the unaudited condensed consolidated statements of income for the three and six months ended June 30, 2014 and 2015 is based on awards ultimately expected to vest and, therefore, has been adjusted for estimated forfeitures. The Company is required to estimate forfeitures at the time of grant and revise, if necessary, the estimate in subsequent periods if actual forfeitures differ from those estimates. The forfeiture rate used is based on historical experience. The Company also assesses the likelihood that performance criteria associated with performance-based awards will be met. If it is determined that it is more likely than not that performance criteria will not be achieved, the Company revises its estimate of the number of shares it believes will ultimately vest. Net Income Per Share Basic earnings per share is computed by dividing net income by the weighted average number of shares of common stock outstanding during the period. Diluted earnings per share reflects the potential dilution that could occur assuming conversion or exercise of all dilutive unexercised stock options, restricted stock and restricted stock units. The dilutive effect of stock awards was determined using the treasury stock method. Under the treasury stock method, all of the following are assumed to be used to repurchase shares of the Company’s common stock: (1) the proceeds received from the exercise of stock options, (2) the amount of compensation cost associated with the stock awards for future service not yet recognized by the Company, and (3) the amount of tax benefits that would be recorded in additional paid-in capital when the stock awards become deductible for income tax purposes. Stock options are not included in the computation of diluted earnings per share when the stock option exercise price of an individual grant exceeds the average market price for the period. Set forth below is a reconciliation of shares used to calculate basic and diluted earnings per share (in thousands): For the three months For the six months 2014 2015 2014 2015 Weighted average shares outstanding used to compute basic earnings per share 10,565 10,587 10,547 10,583 Unvested restricted stock 58 118 55 138 Shares used to compute diluted earnings per share 10,623 10,705 10,602 10,721 Income Taxes The Company provides for deferred income taxes based on temporary differences between financial statement and income tax bases of assets and liabilities using enacted tax rates in effect in the year in which the differences are expected to reverse. The Income Taxes Topic, ASC 740, requires the Company to determine whether uncertain tax positions should be recognized within the Company’s financial statements. Uncertain tax positions are recognized when a tax position, based solely on its technical merits, is determined to be more likely than not to be sustained upon examination. The Company recognizes interest and penalties, if any, related to uncertain tax positions in income tax expense. Upon determination, uncertain tax positions are measured to determine the amount of benefit that is greater than 50% likely to be realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information. A tax position is derecognized if it no longer meets the more likely than not threshold of being sustained. The tax years 2011-2014 remain open to examination by federal, state, and local taxing jurisdictions in which the Company is subject. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of expenses during the period reported. The most significant management estimates include allowances for doubtful accounts, the useful lives of property and equipment, fair value of future contractual operating lease obligations, potential sublease income and vacancy periods, accrued expenses, forfeiture rates and the likelihood of achieving performance criteria for stock-based awards, value of free courses earned by students that will be redeemed in the future, valuation of goodwill, intangible assets and the interest rate swap arrangement, and the provision for income taxes. Actual results could differ from those estimates. Recent Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606)” (“ASU 2014-09”). The standard establishes a new recognition model that requires revenue to be recognized in a manner to depict the transfer of goods or services to a customer at an amount that reflects the consideration expected to be received in exchange for those goods or services. ASU 2014-09 was recently amended to defer the effective date to fiscal years beginning after December 15, 2017, and early adoption is permitted. The Company currently is evaluating the impact that the standard will have on its financial condition, results of operations, and disclosures. In April 2015, the FASB issued ASU No. 2015-03, “Interest - Imputation of Interest (Subtopic 835-30)” (“ASU 2015-03”). The new guidance requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. ASU 2015-03 is effective for financial statements issued for fiscal years beginning after December 15, 2015. The new guidance will be applied on a retrospective basis and early adoption is permitted. The Company currently is evaluating the impact that the standard will have on its financial condition, results of operations, and disclosures. |
Restructuring and Related Charg
Restructuring and Related Charges | 6 Months Ended |
Jun. 30, 2015 | |
Restructuring and Related Charges [Abstract] | |
Restructuring and Related Charges | 3. Restructuring and Related Charges In October 2013, the Company implemented a restructuring to better align the Company’s resources with its current student enrollments. This restructuring, which occurred primarily in the fourth quarter of 2013, included the closing of approximately 20 physical locations and reductions in the number of campus-based and corporate employees. The Company recorded approximately $36.0 million of aggregate charges representing the estimated fair value of future contractual operating lease obligations, which were recorded in the periods the Company ceased using the respective facilities. Lease obligations, some of which continue through 2022, are measured at fair value using a discounted cash flow approach encompassing significant unobservable inputs (Level 3). The estimation of future cash flows includes non-cancelable contractual lease costs over the remaining terms of the leases discounted at the Company’s marginal borrowing rate of 4.5%, partially offset by estimated future sublease rental income, which involves significant judgment. The Company’s estimate of the amount and timing of sublease rental income considers subleases that have been executed and subleases expected to be executed based on current commercial real estate market data and conditions, and other qualitative factors specific to the facilities. The estimates are subject to adjustment as market conditions change or as new information becomes available, including the execution of additional sublease agreements. The following details the changes in the Company’s restructuring liability for lease and related costs during the six months ended June 30, 2015 (in thousands): Balance at December 31, 2014 (1) $ 27,283 Non-cash adjustments (2) 435 Payments (3,451 ) Balance at June 30, 2015 (1) $ 24,267 (1) The current portion of restructuring liabilities was $6.0 million and $5.5 million as of December 31, 2014 and June 30, 2015, respectively, which are included in accounts payable and accrued expenses. The long-term portion is included in other long-term liabilities in the unaudited condensed consolidated balance sheets. (2) Non-cash adjustments for lease and related costs include accretion of interest on lease costs, partially offset by changes in the timing and expected income from sublease agreements signed during the period. |
Fair Value Measurement
Fair Value Measurement | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Measurement [Abstract] | |
Fair Value Measurement | 4. Fair Value Measurement Assets and liabilities measured at fair value on a recurring basis consist of the following as of June 30, 2015 (in thousands): Fair Value Measurements at Reporting Date Using June 30, Quoted Prices Significant Significant Assets: Cash equivalents: Money market funds $ 10,082 $ 10,082 $ — $ — Total assets at fair value on a recurring basis $ 10,082 $ 10,082 $ — $ — Liabilities: Other liabilities: Deferred payments $ 2,815 $ — $ — $ 2,815 Interest rate swap 238 — 238 — Total liabilities at fair value on a recurring basis $ 3,053 $ — $ 238 $ 2,815 Assets and liabilities measured at fair value on a recurring basis consist of the following as of December 31, 2014 (in thousands): Fair Value Measurements at Reporting Date Using December 31, 2014 Quoted Prices Significant Significant Assets: Cash equivalents: Money market funds $ 8,275 $ 8,275 $ — $ — Interest rate swap 143 — 143 — Total assets at fair value on a recurring basis $ 8,418 $ 8,275 $ 143 $ — Liabilities: Other liabilities: Deferred payments $ 2,398 $ — $ — $ 2,398 Total liabilities at fair value on a recurring basis $ 2,398 $ — $ — $ 2,398 The Company measures the above items on a recurring basis at fair value as follows: ● Money market funds - The Company holds excess cash in both taxable and tax-exempt money market funds, which are classified in Level 1 and are included in cash and cash equivalents in the accompanying unaudited condensed consolidated balance sheets. The Company records any net unrealized gains and losses for changes in fair value as a component of accumulated other comprehensive income in stockholders’ equity. The Company’s cash and cash equivalents not held in money market funds at December 31, 2014 and June 30, 2015 approximate fair value and are not disclosed in the above tables because of the short-term nature of the financial instruments. ● Interest rate swap - The Company has an interest rate swap with a notional amount of $115.6 million as of June 30, 2015, used to minimize the interest rate exposure and fix the variable interest rate on the Company’s variable rate debt. The swap is classified within Level 2 and is valued using readily available pricing sources which utilize market observable inputs including the current variable interest rate for similar types of instruments. ● Deferred payments - The Company acquired certain assets and entered into a deferred payment arrangement with one of the sellers in connection with an acquisition completed in 2011, which is classified within Level 3 as there is no liquid market for similarly priced instruments. The deferred payment is valued using a discounted cash flow model that encompasses significant unobservable inputs to estimate the operating results of the acquired assets. The assumptions used to prepare the discounted cash flows include estimates for interest rates, enrollment growth, retention rates and pricing strategies. These assumptions are subject to change as the underlying data sources evolve and the program matures. The Company’s lease loss liability incorporates an assessment of current sublease market conditions and uses Level 3 inputs, but is not deemed a fair value liability as the future lease payments are required to be discounted using the Company’s incremental borrowing rate at the date of lease abandonment without subsequent adjustment. See Note 3 for further discussion of the Company’s lease loss liability. At June 30, 2015, the carrying value of the Company’s debt was $115.6 million. All of the Company’s debt is variable interest rate debt and is classified within Level 2 because it is valued using market observable inputs. The Company has determined that the carrying amount approximates fair value. The Company did not change its valuation techniques associated with recurring fair value measurements from prior periods, and no assets or liabilities were transferred between levels of the fair value hierarchy during the six months ended June 30, 2014 or 2015. Assets measured at fair value on a non-recurring basis are assessed for impairment annually at September 30, or more frequently if circumstances indicate an impairment may have occurred. No such circumstances existed, and, as of December 31, 2014 and June 30, 2015, $6.8 million of goodwill and $1.6 million of other indefinite-lived intangible assets are included in other assets in the Company’s consolidated balance sheets. Changes in the fair value of the Company’s Level 3 liability that was outstanding throughout the six months ended June 30, 2015 are as follows (in thousands): Deferred Payments Balance at December 31, 2014 $ 2,398 Amounts earned (350 ) Adjustments to fair value 767 Transfers in or out of Level 3 — Balance at June 30, 2015 $ 2,815 |
Term Loan and Revolving Credit
Term Loan and Revolving Credit Facility | 6 Months Ended |
Jun. 30, 2015 | |
Term Loan and Revolving Credit Facility [Abstract] | |
Term Loan and Revolving Credit Facility | 5. Term Loan and Revolving Credit Facility The Company is party to the Second Amended and Restated Revolving Credit and Term Loan Agreement dated November 9, 2012 (the “Existing Credit Facility”), providing for a $100.0 million revolving credit facility and $125.0 million term loan facility. As discussed in Note 11 below, the Existing Credit Facility was amended on July 2, 2015, and all outstanding borrowings were prepaid in full. The Existing Credit Facility matures on December 31, 2016, and amends and refinances the Company’s original Credit Facility. The term loan portion of the Existing Credit Facility includes required quarterly amortization payments in the amount of $781,250 in the case of each payment made during calendar years 2013 and 2014 (0.625% of the aggregate original principal amount of the term loan facility), and $1,562,500 in the case of each payment made during calendar years 2015 and 2016 (1.25% of the aggregate original principal amount of the term loan facility). The Existing Credit Facility is guaranteed by the Company’s subsidiary and is secured by substantially all of the personal property and assets of the Company and the guarantor. Borrowings under the Existing Credit Facility bear interest at LIBOR or a base rate, plus a margin ranging from 2.00% to 2.50%, depending on the Company’s leverage ratio. The Company is party to an interest rate swap arrangement that fixes its interest rate on the entire term loan facility at an effective rate ranging from 2.85% to 3.35%, depending on the Company’s leverage ratio. In addition, an unused commitment fee ranging from 0.30% to 0.40%, depending on the Company’s leverage ratio, accrues on unused amounts under the revolving portion of the Existing Credit Facility. The Existing Credit Facility contains customary affirmative and negative covenants, representations, warranties, events of default and remedies upon default, including acceleration and rights to foreclose on the collateral securing the Existing Credit Facility. In addition, the Existing Credit Facility requires that the Company satisfy certain financial maintenance covenants, including: ● a leverage ratio of not greater than 2 to 1. Leverage ratio is defined as the ratio of total debt to trailing four-quarter EBITDA (earnings before interest, taxes, depreciation, amortization and non-cash charges such as stock-based compensation). ● a coverage ratio of not less than 1.75 to 1. Coverage ratio is defined as the ratio of trailing four-quarter EBITDA and rent expense to trailing four-quarter interest and rent expense. ● a Department of Education Financial Responsibility Composite Score of not less than 1.5. The Company was in compliance with all the terms of the Existing Credit Facility as of June 30, 2015. During both the three and six months ended June 30, 2015 and 2014, the Company paid cash interest of $1.1 million and $2.2 million, respectively. As of June 30, 2015, the Company had $115.6 million outstanding under the term loan facility and no balance outstanding under the revolving credit facility. Debt and short-term borrowings consist of the following as of June 30, 2015 (in thousands): Term loan $ 115,625 Revolving credit facility — Total debt 115,625 Less: Current portion of long-term debt 6,250 Long-term debt $ 109,375 Aggregate debt maturities as of June 30, 2015 are as follows: 2015 $ 3,125 2016 112,500 $ 115,625 Interest Rate Swap The Company is party to an interest rate swap on the outstanding balance of the Existing Credit Facility in order to minimize the interest rate exposure on the balance of the term loan facility (the “Swap”). The Swap effectively fixes the variable interest rate on the associated term loan at a rate ranging from 2.85% to 3.35%, depending on the Company’s leverage ratio, rather than being subject to fluctuations in the LIBOR rate. The term of the Swap effectively matches the term of the underlying term loan facility. The Swap has been designated as a cash flow hedge and has been deemed effective in accordance with the Derivatives and Hedging Topic, ASC 815. As discussed in Note 11 below, the Swap was terminated and settled in full upon prepayment of the term loan balance of the Existing Credit Facility. The fair value of the Swap as of June 30, 2015 is included in other long-term liabilities in the Company’s unaudited condensed consolidated balance sheets. |
Stock Options, Restricted Stock
Stock Options, Restricted Stock and Restricted Stock Units | 6 Months Ended |
Jun. 30, 2015 | |
Stock Options, Restricted Stock and Restricted Stock Units [Abstract] | |
Stock Options, Restricted Stock and Restricted Stock Units | 6. Stock Options, Restricted Stock and Restricted Stock Units On May 5, 2015, the Company’s shareholders approved the Strayer Education, Inc. 2015 Equity Compensation Plan (the “2015 Plan”), which replaces the Strayer Education, Inc. 2011 Equity Compensation Plan (the “2011 Plan”). The 2015 Plan provides for the granting of restricted stock, restricted stock units, stock options intended to qualify as incentive stock options, options that do not qualify as incentive stock options, and other forms of equity compensation and performance-based awards to employees, officers and directors of the Company, or to a consultant or advisor to the Company, at the discretion of the Board of Directors. Vesting provisions are at the discretion of the Board of Directors. Options may be granted at option prices based at or above the fair market value of the shares at the date of grant. The maximum term of the awards granted under the 2015 Plan is ten years. The number of shares of common stock reserved for issuance under the 2015 Plan is 500,000 authorized but unissued shares, plus the number of shares available for grant under the 2011 Plan at the time of stockholder approval of the 2015 Plan, and plus the number of shares which may in the future become available under the 2011 Plan due to forfeitures of outstanding awards. In February 2015, the Company’s Board of Directors approved grants of 71,991 shares of restricted stock to certain employees. These shares, which vest 100% in February 2019, were granted pursuant to the 2011 Plan. The Company’s stock price closed at $70.15 on the date of these restricted stock grants. In May 2015, the Company’s Board of Directors approved grants of 40,867 shares of restricted stock. These shares, which vest in their entirety four years from the date of grant, were granted pursuant to the 2015 Plan. The Company’s Board of Directors also approved grants of 13,797 shares of restricted stock. These shares, which vest over a three-year period, were awarded to non-employee members of the Company’s Board of Directors, as part of the Company’s annual director compensation program and pursuant to the 2015 Plan. The Company’s stock price closed at $48.94 on the date of these restricted stock grants. Dividends paid on unvested restricted stock are reimbursed to the Company if the recipient forfeits his or her shares as a result of termination of employment prior to vesting in the award, unless waived by the Board of Directors. Restricted Stock and Restricted Stock Units The table below sets forth the restricted stock and restricted stock units activity for the six months ended June 30, 2015: Number Weighted- Balance, December 31, 2014 524,216 $ 115.67 Grants 126,655 $ 61.00 Vested shares (13,725 ) $ 52.94 Forfeitures (1,731 ) $ 115.55 Balance, June 30, 2015 635,415 $ 104.64 Stock Options The table below sets forth the stock option activity and other stock option information as of and for the six months ended June 30, 2015: Number of Weighted- Weighted- Aggregate (1) (in thousands) Balance, December 31, 2014 100,000 $ 51.95 6.0 $ 2,233 Grants — — Exercises — — Forfeitures/Expirations — — Balance, June 30, 2015 100,000 $ 51.95 5.5 $ — Exercisable, June 30, 2015 100,000 $ 51.95 5.5 $ — (1) The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value (the difference between the Company’s closing stock price on the respective trading day and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holder had all options been exercised on the respective trading day. The amount of intrinsic value will change based on the fair market value of the Company’s common stock. Valuation and Expense Information under Stock Compensation Topic ASC 718 At June 30, 2015, total stock-based compensation cost which has not yet been recognized was $30.8 million for unvested restricted stock, restricted stock units, and stock option awards. This cost is expected to be recognized over the next 38 months on a weighted-average basis. Awards of approximately 467,000 shares of restricted stock and restricted stock units are subject to performance conditions. The accrual for stock-based compensation for performance awards is based on the Company’s estimates that such performance criteria are probable of being achieved. Such a determination involves significant judgment surrounding the Company’s ability to maintain regulatory compliance. If the performance targets are not reached during the vesting period, or it is determined it is more likely than not that the performance criteria will not be achieved, related compensation expense is adjusted. The following table sets forth the amount of stock-based compensation expense recorded in each of the expense line items (in thousands): For the three months For the six months 2014 2015 2014 2015 Instruction and educational support $ 475 $ 546 $ 909 $ 914 Marketing — — — — Admissions advisory — — — — General and administration 2,071 1,926 3,598 4,009 Stock-based compensation expense included in operating expense 2,546 2,472 4,507 4,923 Tax benefit 1,013 986 1,794 1,942 Stock-based compensation expense, net of income tax $ 1,533 $ 1,486 $ 2,713 $ 2,981 During the six months ended June 30, 2014 and 2015, the Company recognized a tax shortfall related to share-based payment arrangements of $1.8 million and $25,000, respectively. No stock options were exercised during the six months ended June 30, 2014 or 2015. |
Other Long-Term Liabilities
Other Long-Term Liabilities | 6 Months Ended |
Jun. 30, 2015 | |
Other Long-Term Liabilities [Abstract] | |
Other Long-Term Liabilities | 7. Other Long-Term Liabilities Other long-term liabilities consist of the following (in thousands): December 31, June 30, Loss on facilities not in use $ 21,280 $ 18,752 Deferred revenue, net of current portion 9,654 10,906 Deferred rent and other facility costs 8,646 8,570 Deferred payments related to acquisition 5,198 5,615 Lease incentives 1,056 1,144 Deferred gain on sale of campus building 414 273 Fair value of interest rate swap (see Note 5) — 238 $ 46,248 $ 45,498 Loss on Facilities Not in Use and Deferred Rent and Other Facility Costs The Company records a liability for lease costs of campuses and non-campus facilities that are not currently in use (see Note 3). For facilities still in use, the Company records rent expense on a straight-line basis over the initial term of a lease. The difference between the rent payment and the straight-line rent expense is recorded as a liability. Deferred Revenue The Company provides for certain scholarship and awards programs, such as the Graduation Fund (see Note 2 for additional information), that are earned by students when they successfully complete course requirements. The Company also has licensed certain of its non-credit bearing course content to a third party. Included in long-term deferred revenue is the amount of revenue under these arrangements that the Company expects will be realized after one year. Deferred Payments Related to Acquisition The Company acquired certain assets and entered into deferred payment arrangements with one of the sellers in connection with an acquisition completed in 2011. The deferred payment arrangements are valued at approximately $2.4 million and $2.8 million as of December 31, 2014 and June 30, 2015, respectively. In addition, one of the sellers contributed $2.8 million to the Company representing the seller’s continuing interest in the assets acquired. Lease Incentives In conjunction with the opening of new campuses or renovating existing ones, the Company, in some instances, was reimbursed by the lessors for improvements made to the leased properties. In accordance with ASC 840-20, the underlying assets were capitalized as leasehold improvements and a liability was established for the reimbursements. The leasehold improvements and the liability are amortized on a straight-line basis over the corresponding lease terms, which generally range from five to 10 years. Deferred Gain on Sale of Campus Building In June 2007, the Company sold one of its campus buildings for $5.8 million. The Company is leasing back most of the campus building over a 10-year period. In conjunction with this sale and lease back transaction, the Company realized a gain of $2.8 million before tax, which is deferred and recognized over the 10-year lease term. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2015 | |
Income Taxes [Abstract] | |
Income Taxes | 8. Income Taxes The Company had $2.6 million of unrecognized tax benefits at June 30, 2015, all of which resulted from tax positions taken prior to the year ended December 31, 2014. As of June 30, 2015, the Company had a liability of $0.9 million for uncertain tax positions taken during the year ended December 31, 2013. The Company also recognized approximately $0.1 million of benefits in the six months ended June 30, 2014 and approximately $0.1 million of expense in the six months ended June 30, 2015, related to interest and penalties. It is reasonably possible that approximately $0.3 million of unrecognized tax benefits will be reduced in the next twelve months due to expiration of the applicable statutes of limitations. The Company does not anticipate significant changes to other unrecognized tax benefits. As of June 30, 2015, approximately $0.4 million of the Company’s total unrecognized tax benefits would favorably affect the Company’s effective tax rate if recognized. If amounts accrued are less than amounts ultimately assessed by taxing authorities, the Company would record additional income tax expense. |
Litigation
Litigation | 6 Months Ended |
Jun. 30, 2015 | |
Litigation [Abstract] | |
Litigation | 9. Litigation From time to time, the Company is involved in litigation and other legal proceedings arising out of the ordinary course of its business. There are no pending material legal proceedings to which the Company or its property are subject. |
Regulation
Regulation | 6 Months Ended |
Jun. 30, 2015 | |
Regulation [Abstract] | |
Regulation | 10. Regulation The Company and the University are subject to significant federal, state and regulatory oversight. The U.S. Department of Education (the “Department”) previously attempted to define “an eligible program of training to prepare students for gainful employment in a recognized occupation.” After a federal court invalidated the Department’s regulation, the Department established a negotiated rulemaking committee to consider the issue of gainful employment. The negotiations did not result in the required consensus. On March 25, 2014, the Department issued a Notice of Proposed Rulemaking for public comment, and on October 31, 2014, the Department published the final regulation which became effective on July 1, 2015. The new requirements include two debt-to-earnings measures, consisting of an annual earnings rate and a discretionary income rate. The annual earnings rate measures student debt payments in relation to earnings, and the discretionary income rate measures student debt payments in relation to discretionary income. Under the new gainful employment regulation, a program would pass if the program’s graduates: ● have an annual earnings rate that does not exceed 8%; or ● have a discretionary income rate that does not exceed 20%. In addition, a program that does not pass either of the debt-to-earnings metrics, and that has an annual earnings rate between 8% and 12%, or a discretionary income rate between 20% and 30%, would be considered to be in a warning zone. A program would fail if the program’s graduates have an annual earnings rate of 12% or greater and a discretionary income rate of 30% or greater. A program would become Title IV-ineligible for three years if it fails both metrics for two out of three consecutive years, or fails to pass at least one metric for four consecutive award years. If an institution is notified by the Secretary of Education that a program could become ineligible, based on its final rates, for the next award year: ● the institution must provide a warning with respect to the program to students and prospective students indicating, among other things, that students may not be able to use Title IV funds to attend or continue in the program; and ● the institution must not enroll, register or enter into a financial commitment with a prospective student until a specified time after providing the warning to the prospective student. The new regulation also requires institutions to report student and program level data to the Department, beginning in July 2015 for award years through June 30, 2014, and comply with additional disclosure requirements, beginning in January 2017 for the program year ending June 30, 2016. In addition, the gainful employment regulation requires institutions to certify by December 31, 2015, among other things, that each eligible gainful employment program is programmatically accredited if required by a federal governmental entity or a state governmental entity in the state in which it is located or is otherwise required to obtain state approval. The institution must also certify that each eligible program satisfies the applicable educational prerequisites for professional licensure or certification requirements in each state in which it is located or is otherwise required to obtain state approval, so that a student who completes the program and seeks employment in that state qualifies to take any licensure or certification exam that is needed for the student to practice or find employment in an occupation that the program prepares students to enter. The Company does not have adequate guidance or data from the Department to determine definitively the full financial or operational impact, if any, of the new regulations going forward. The requirements associated with the gainful employment regulations will substantially increase the Company’s administrative burdens and could affect the University’s student enrollment, persistence and retention. Further, although the regulations provide opportunities for an institution to correct any potential deficiencies in a program prior to the loss of Title IV eligibility, the continuing eligibility of the University’s academic programs will be affected by factors beyond management’s control such as changes in graduates’ income levels, changes in student borrowing levels, increases in interest rates, changes in the percentage of former students who are current in the repayment of their student loans, and various other factors. Even if the Company were able to correct any deficiency in the gainful employment metrics in a timely manner, the disclosure requirements associated with a program’s failure to pass at least one metric may adversely affect student enrollments in that program and may adversely affect the reputation of the University. In November 2014, two organizations filed separate lawsuits against the Department in federal courts seeking to have the new regulation invalidated. Both suits alleged that the Department exceeded its statutory authority in promulgating the regulation, that the regulation violates the institutions’ constitutional rights, and that the regulation is arbitrary and capricious. In both cases, the courts dismissed the lawsuits, upholding the regulation. The University must comply with the campus safety and security reporting requirements as well as other requirements in the Jeanne Clery Disclosure of Campus Security Policy and Campus Crime Statistics Act, or Clery Act, including recent changes made to the Clery Act by the Violence Against Women Reauthorization Act of 2013, and the Department subsequently promulgated regulations implementing the recent amendments to the Clery Act. In addition, the Department has interpreted Title IX of the Education Amendments of 1972, or Title IX, to categorize sexual violence as a form of prohibited sex discrimination and to require institutions to follow certain disciplinary procedures with respect to such offenses. Failure to comply with the Clery Act or Title IX requirements or regulations thereunder could result in action by the Department to require corrective action, fine the Company or limit or suspend its participation in Title IV programs, could lead to litigation, and could harm the Company’s reputation. The University is subject to announced and unannounced compliance reviews and audits by various external agencies, including the Department, its Office of Inspector General, state licensing agencies, and accrediting agencies. The Department conducted four campus-based program reviews of University campuses in three states and the District of Columbia during the third quarter of 2014, and two of the reviews also covered compliance with the Clery Act, the Drug-Free Schools and Communities Act, and regulations related thereto. The Department issued an Expedited Final Program Review Determination Letter for one of the program reviews, closing the program review with no further action required by the Company. The Company received a Program Review Report for another program review and provided a response to the Department, following which the Company received a Final Program Review Determination letter, closing the review with no further action required by the Company. On March 24, 2015, the Company received a Program Review Report for another program review, and provided a response to the Department on April 21, 2015. On April 29, 2015, the Company received a Final Program Review Determination Letter closing the review and identifying a payment of less than $500 due to the Department of Education based on an underpayment on a return to Title IV calculation. The Company remitted payment, and received a letter from the Department on May 26, 2015, indicating that no further action was required and that the matter was closed. While the on-site portion of the remaining program review has concluded, the University has yet to receive a determination letter from that review. Each institution participating in Title IV programs must enter into a Program Participation Agreement with the Department. Under the agreement, the institution agrees to follow the Department’s rules and regulations governing Title IV programs. On October 1, 2014, the University received an executed provisional Program Participation Agreement from the Department allowing it to participate in Title IV programs until June 30, 2017. The Program Participation Agreement was issued on a provisional basis because of the Department’s open program reviews. Under the provisional agreement, the only material additional condition with which the University must comply is obtaining Department approval for substantial changes, including the addition of any new location, level of academic offering, non-degree program, or degree program. |
Subsequent Event
Subsequent Event | 6 Months Ended |
Jun. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | 11. Subsequent Event On July 2, 2015, the Company entered into an amendment to the Existing Credit Facility with its subsidiary the University, and other lenders (the “Amended Credit Facility”). Concurrent with entering into the Amended Credit Facility, the Company prepaid the outstanding principal balance of the term loan and terminated the Swap. The Amended Credit Facility, among other things (i) increases the total commitments under the revolving credit facility (the “Revolver”) from $100 million to $150 million, and (ii) provides the Company with an option, under certain conditions, to increase the commitments under the Revolver or establish one or more incremental term loans in an amount up to $50 million in the aggregate in the future. The maturity date of the Amended Credit Facility is July 2, 2020. In addition, the Amended Credit Facility provides that (i) borrowings under the Revolver will bear interest at a per annum rate equal to, at the Company’s election, LIBOR or a base rate, plus a margin ranging from 1.75% to 2.25% (in lieu of the previous range from 2.00% to 2.50%), depending on the Company’s leverage ratio, and (ii) the quarterly unused commitment fee shall be equal to a percentage ranging from 0.25% to 0.35% per annum (in lieu of the previous range from 0.30% to 0.40% per annum) depending on the Company’s leverage ratio, times the daily unused amount under the Revolver. Except for the changes implemented by the amendment, all other remaining terms of the Existing Credit Agreement, including the requirements that the Company satisfy certain financial maintenance covenants, remain in full force and effect. |
Significant Accounting Polici19
Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
Significant Accounting Policies [Abstract] | |
Financial Statement Presentation | Financial Statement Presentation The consolidated financial statements include the accounts of the Company and its only subsidiary, the University. All intercompany accounts and transactions have been eliminated in the consolidated financial statements. All information as of December 31, 2014 and June 30, 2014 and 2015, and for the three and six months ended June 30, 2014 and 2015 is unaudited but, in the opinion of management, contains all adjustments, consisting only of normal recurring adjustments, necessary to present fairly the condensed consolidated financial position, results of operations and cash flows of the Company. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2014. The results of operations for the three and six months ended June 30, 2015 are not necessarily indicative of the results to be expected for the full fiscal year. |
Revenue Recognition | Revenue Recognition The Company’s educational programs are offered on a quarterly basis and such periods coincide with the Company’s quarterly financial reporting periods. Approximately 96% of the Company’s revenues during the six months ended June 30, 2015 consisted of tuition revenue, which is recognized in the quarter of instruction. Tuition revenue is assessed for collectibility on a student-by-student basis throughout the quarter of instruction, and is shown net of any refunds, withdrawals, corporate discounts, scholarships and employee tuition discounts. This collectibility assessment considers available sources of funds for the student including Federal Financial Student Aid programs. The Company reassesses the collectibility of tuition revenue that it may earn based on new information and changes in the facts and circumstances relevant to a student’s ability to pay, including the timing of a student’s withdrawal from a program of study. At the start of each academic term, a liability (deferred revenue) is recorded for academic services to be provided and a tuition receivable is recorded for the portion of the tuition not paid in advance. Any cash received prior to the start of an academic term is recorded as deferred revenue. The estimated value of scholarship awards which will be realized in the future is deducted from revenue when earned, and is based on historical student attendance and completion behavior. Deferred revenue is recorded as a current or long-term liability in the consolidated balance sheets based on when the benefit is expected to be realized. Revenues also include textbook-related income, certificate revenue, certain academic fees, licensing revenue, and other income, which are recognized when earned. The Company’s refund policy typically permits students who complete less than half of a course to receive a partial refund of tuition for that course. Refunds reduce the tuition revenue that would have otherwise been recognized for that student. Since the Company’s academic terms coincide with its financial reporting periods, all refunds are processed and recorded within the same quarter as the corresponding revenue. The amount of tuition revenue refundable to students may vary based on the student’s state of residence. Unused books and related academic materials may be returned for a full refund within 21 days of the start of class; however, purchases of electronic content are not refundable if downloaded. Revenues derived from fees are not eligible for a refund. |
Graduation Fund | Graduation Fund In the third quarter of 2013, the Company introduced the Graduation Fund, which allows new undergraduate students to earn tuition credits that are redeemable in the final year of a student’s course of study if he or she successfully remains in the program. New students registering in credit-bearing courses in any undergraduate program for the summer 2013 term (fiscal third quarter) and subsequent terms qualify for the Graduation Fund. Students must meet all of the University’s admission requirements and not be eligible for any previously offered scholarship program. The Company’s employees and their dependents are not eligible for the program. To maintain eligibility, students must be enrolled in an undergraduate degree program. Students become ineligible to participate in the Graduation Fund if they have more than one consecutive term of non-attendance. In their final academic year, qualifying students will receive one free course for every three courses that were successfully completed. Revenue from students participating in the Graduation Fund is recorded in accordance with the Revenue Recognition Topic, ASC 605-50. The Company allocates the value of benefits estimated to be earned evenly to each of the underlying revenue transactions that result in progress by the student toward earning the benefit. The Company’s estimate of the benefits that will be earned in the future is based on its historical experience of student persistence toward completion of a course of study within this program and similar programs. Each quarter, the Company assesses its methodologies and assumptions underlying these estimates and, to date, any adjustments to the estimates have not been material. The amount estimated to be redeemed in the next twelve months is $6.8 million and is included in deferred revenue within total current liabilities in the unaudited condensed consolidated balance sheets. The table below presents activity in the Graduation Fund for the six months ended June 30, 2015 (in thousands): Balance at December 31, 2014 $ 9,706 Revenue deferred 7,753 Benefit redeemed (1,845 ) Balance at June 30, 2015 $ 15,614 |
Restricted Cash | Restricted Cash A significant portion of the Company’s revenues are funded by various federal and state government programs. The Company generally does not receive funds from these programs prior to the start of the corresponding academic term. The Company may be required to return certain funds for students who withdraw from the University during the academic term. At December 31, 2014 and June 30, 2015, the Company had approximately $0.2 million and $34,000 of these unpaid obligations, respectively, which are recorded as restricted cash and included in other current assets. As part of commencing operations in Pennsylvania in 2003, the Company was required to maintain a “minimum protective endowment” of at least $0.5 million in an interest-bearing account. These funds are required as long as the Company operates its campuses in the state. The Company holds these funds in an interest-bearing account which is included in other assets. |
Tuition Receivable and Allowance for Doubtful Accounts | Tuition Receivable and Allowance for Doubtful Accounts The Company records tuition receivable and deferred revenue for its students upon the start of the academic term. Therefore, at the end of the quarter (and academic term), tuition receivable represents amounts due from students for educational services already provided and deferred revenue represents advance payments from students for academic services to be provided in the future. Tuition receivables are not collateralized; however, credit risk is minimized as a result of the diverse nature of the University’s student base. An allowance for doubtful accounts is established primarily based upon historical collection rates by age of receivable, net of recoveries. These collection rates incorporate historical performance based on a student’s current enrollment status and likelihood of future enrollment. The Company periodically assesses its methodologies for estimating bad debts in consideration of actual experience. The Company’s tuition receivable and allowance for doubtful accounts were as follows (in thousands): December 31, 2014 June 30, 2015 Tuition receivable $ 25,777 $ 23,955 Allowance for doubtful accounts (8,835 ) (8,733 ) Tuition receivable, net $ 16,942 $ 15,222 Additionally, approximately $1.6 million and $1.8 million of tuition receivable is included in other assets as of December 31, 2014 and June 30, 2015, respectively, because these amounts are expected to be collected after 12 months. The following table illustrates changes in the Company’s allowance for doubtful accounts for the quarters ended (in thousands): For the three months For the six months 2014 2015 2014 2015 Allowance for doubtful accounts, beginning of period $ 10,842 $ 8,688 $ 10,303 $ 8,835 Additions charged to expense 3,610 3,553 8,603 7,022 Write-offs, net of recoveries (5,308 ) (3,508 ) (9,762 ) (7,124 ) Allowance for doubtful accounts, end of period $ 9,144 $ 8,733 $ 9,144 $ 8,733 |
Fair Value | Fair Value The Fair Value Measurement Topic, ASC 820-10 (“ASC 820-10”), establishes a framework for measuring fair value, establishes a fair value hierarchy based upon the observability of inputs used to measure fair value, and expands disclosures about fair value measurements. Assets and liabilities are classified in their entirety within the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. Under ASC 820-10, fair value of an investment is the price that would be received to sell an asset or to transfer a liability to an entity in an orderly transaction between market participants at the measurement date. The hierarchy gives the highest priority to assets and liabilities with readily available quoted prices in an active market and lowest priority to unobservable inputs which require a higher degree of judgment when measuring fair value, as follows: ● Level 1 assets or liabilities use quoted prices in active markets for identical assets or liabilities as of the measurement date; ● Level 2 assets or liabilities use observable inputs, other than quoted market prices, that are either directly or indirectly observable in the marketplace for identical or similar assets and liabilities; and ● Level 3 assets or liabilities use unobservable inputs that are supported by little or no market activity. The Company’s assets and liabilities that are subject to fair value measurement are categorized in one of the three levels above. Fair values are based on the inputs available at the measurement dates, and may rely on certain assumptions that may affect the valuation of fair value for certain assets or liabilities. |
Goodwill and Indefinite-Lived Intangible Assets | Goodwill and Indefinite-Lived Intangible Assets Goodwill represents the excess of the purchase price of an acquired business over the amount assigned to the assets acquired and liabilities assumed. Indefinite-lived intangible assets, which include an acquired trade name, are recorded at fair market value on their acquisition date. An indefinite life was assigned to the trade name because it has the continued ability to generate cash flows indefinitely. Goodwill and the indefinite-lived intangible assets are assessed at least annually for impairment as of September 30 of each year, or more frequently if events occur or circumstances change between annual tests that would more likely than not reduce the fair value of the respective reporting unit below its carrying amount. Under Accounting Standards Update No. 2011-08, Intangibles-Goodwill and Other (Topic 350): Testing Goodwill for Impairment |
Accounting for Derivative Instruments and Hedging Activities | Accounting for Derivative Instruments and Hedging Activities On the date that the Company enters into a derivative contract, it designates the derivative as a hedge of (a) a forecasted transaction or (b) the variability of cash flows that are to be received or paid in connection with a recognized asset or liability (a cash flow hedge). All derivatives are recognized in the balance sheet at their fair value. Changes in the fair value of a derivative that is highly effective and that is designated and qualifies as a cash flow hedge, to the extent that the hedge is effective, are recorded, net of income tax, in other comprehensive income, until earnings are affected by the variability of cash flows of the hedged transaction (e.g., until periodic settlements of a variable-rate asset or liability are recorded in earnings). Any hedge ineffectiveness (which represents the amount by which the changes in the fair value of the derivative exceed the variability in the cash flows of the forecasted transaction) is recorded in current-period earnings. The Company formally documents all relationships between hedging instruments and hedged items, as well as its risk-management objective and strategy for undertaking various hedge transactions. The Company also formally assesses (both at the hedge’s inception and on an ongoing basis) whether the derivatives that are used in hedging transactions have been highly effective in offsetting changes in the fair value or cash flows of hedged items and whether those derivatives may be expected to remain highly effective in future periods. When it is determined that a derivative is not (or has ceased to be) highly effective as a hedge, the Company discontinues hedge accounting prospectively. |
Authorized Stock | Authorized Stock The Company has authorized 20,000,000 shares of common stock, par value $0.01, of which 10,903,341 and 11,028,265 shares were issued and outstanding as of December 31, 2014 and June 30, 2015, respectively. The Company also has authorized 8,000,000 shares of preferred stock, none of which has been issued or outstanding since 2004. Before any preferred stock may be issued in the future, the Board of Directors would need to establish the preferences, conversion or other rights, voting powers, restrictions, limitations as to dividends, qualifications, and the terms or conditions of the redemption of the preferred stock. |
Stock-Based Compensation | Stock-Based Compensation As required by the Stock Compensation Topic, ASC 718, the Company measures and recognizes compensation expense for all share-based payment awards, including employee stock options, restricted stock, restricted stock units, and employee stock purchases related to the Company’s Employee Stock Purchase Plan, based on estimated fair values. Stock-based compensation expense recognized in the unaudited condensed consolidated statements of income for the three and six months ended June 30, 2014 and 2015 is based on awards ultimately expected to vest and, therefore, has been adjusted for estimated forfeitures. The Company is required to estimate forfeitures at the time of grant and revise, if necessary, the estimate in subsequent periods if actual forfeitures differ from those estimates. The forfeiture rate used is based on historical experience. The Company also assesses the likelihood that performance criteria associated with performance-based awards will be met. If it is determined that it is more likely than not that performance criteria will not be achieved, the Company revises its estimate of the number of shares it believes will ultimately vest. |
Net Income Per Share | Net Income Per Share Basic earnings per share is computed by dividing net income by the weighted average number of shares of common stock outstanding during the period. Diluted earnings per share reflects the potential dilution that could occur assuming conversion or exercise of all dilutive unexercised stock options, restricted stock and restricted stock units. The dilutive effect of stock awards was determined using the treasury stock method. Under the treasury stock method, all of the following are assumed to be used to repurchase shares of the Company’s common stock: (1) the proceeds received from the exercise of stock options, (2) the amount of compensation cost associated with the stock awards for future service not yet recognized by the Company, and (3) the amount of tax benefits that would be recorded in additional paid-in capital when the stock awards become deductible for income tax purposes. Stock options are not included in the computation of diluted earnings per share when the stock option exercise price of an individual grant exceeds the average market price for the period. Set forth below is a reconciliation of shares used to calculate basic and diluted earnings per share (in thousands): For the three months For the six months 2014 2015 2014 2015 Weighted average shares outstanding used to compute basic earnings per share 10,565 10,587 10,547 10,583 Unvested restricted stock 58 118 55 138 Shares used to compute diluted earnings per share 10,623 10,705 10,602 10,721 |
Income Taxes | Income Taxes The Company provides for deferred income taxes based on temporary differences between financial statement and income tax bases of assets and liabilities using enacted tax rates in effect in the year in which the differences are expected to reverse. The Income Taxes Topic, ASC 740, requires the Company to determine whether uncertain tax positions should be recognized within the Company’s financial statements. Uncertain tax positions are recognized when a tax position, based solely on its technical merits, is determined to be more likely than not to be sustained upon examination. The Company recognizes interest and penalties, if any, related to uncertain tax positions in income tax expense. Upon determination, uncertain tax positions are measured to determine the amount of benefit that is greater than 50% likely to be realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information. A tax position is derecognized if it no longer meets the more likely than not threshold of being sustained. The tax years 2011-2014 remain open to examination by federal, state, and local taxing jurisdictions in which the Company is subject. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of expenses during the period reported. The most significant management estimates include allowances for doubtful accounts, the useful lives of property and equipment, fair value of future contractual operating lease obligations, potential sublease income and vacancy periods, accrued expenses, forfeiture rates and the likelihood of achieving performance criteria for stock-based awards, value of free courses earned by students that will be redeemed in the future, valuation of goodwill, intangible assets and the interest rate swap arrangement, and the provision for income taxes. Actual results could differ from those estimates. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606)” (“ASU 2014-09”). The standard establishes a new recognition model that requires revenue to be recognized in a manner to depict the transfer of goods or services to a customer at an amount that reflects the consideration expected to be received in exchange for those goods or services. An amendment to ASU 2014-09 was recently proposed to defer the effective date to fiscal years beginning after December 15, 2017, and early adoption is permitted. The Company currently is evaluating the impact that the standard will have on its financial condition, results of operations, and disclosures. In April 2015, the FASB issued ASU No. 2015-03, “Interest - Imputation of Interest (Subtopic 835-30)” (“ASU 2015-03”). The new guidance requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. ASU 2015-03 is effective for financial statements issued for fiscal years beginning after December 15, 2015. The new guidance will be applied on a retrospective basis and early adoption is permitted. The Company currently is evaluating the impact that the standard will have on its financial condition, results of operations, and disclosures. |
Significant Accounting Polici20
Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Significant Accounting Policies [Abstract] | |
Schedule of graduation fund liability | Balance at December 31, 2014 $ 9,706 Revenue deferred 7,753 Benefit redeemed (1,845 ) Balance at June 30, 2015 $ 15,614 |
Schedule of tuition receivable and allowance for doubtful accounts | December 31, 2014 June 30, 2015 Tuition receivable $ 25,777 $ 23,955 Allowance for doubtful accounts (8,835 ) (8,733 ) Tuition receivable, net $ 16,942 $ 15,222 |
Schedule of allowance for doubtful accounts | For the three months For the six months 2014 2015 2014 2015 Allowance for doubtful accounts, beginning of period $ 10,842 $ 8,688 $ 10,303 $ 8,835 Additions charged to expense 3,610 3,553 8,603 7,022 Write-offs, net of recoveries (5,308 ) (3,508 ) (9,762 ) (7,124 ) Allowance for doubtful accounts, end of period $ 9,144 $ 8,733 $ 9,144 $ 8,733 |
Schedule of reconciliation of shares used to calculate basic and diluted earnings per share | For the three months For the six months 2014 2015 2014 2015 Weighted average shares outstanding used to compute basic earnings per share 10,565 10,587 10,547 10,583 Unvested restricted stock 58 118 55 138 Shares used to compute diluted earnings per share 10,623 10,705 10,602 10,721 |
Restructuring and Related Cha21
Restructuring and Related Charges (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Restructuring and Related Charges [Abstract] | |
Schedule of restructuring liability by type of cost | Balance at December 31, 2014 (1) $ 27,283 Non-cash adjustments (2) 435 Payments (3,451 ) Balance at June 30, 2015 (1) $ 24,267 (1) The current portion of restructuring liabilities was $6.0 million and $5.5 million as of December 31, 2014 and June 30, 2015, respectively, which are included in accounts payable and accrued expenses. The long-term portion is included in other long-term liabilities in the unaudited condensed consolidated balance sheets. (2) Non-cash adjustments for lease and related costs include accretion of interest on lease costs, partially offset by changes in the timing and expected income from sublease agreements signed during the period. |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Measurement [Abstract] | |
Schedule of assets and liabilities measured at fair value on a recurring basis | Fair Value Measurements at Reporting Date Using June 30, Quoted Prices Significant Significant Assets: Cash equivalents: Money market funds $ 10,082 $ 10,082 $ — $ — Total assets at fair value on a recurring basis $ 10,082 $ 10,082 $ — $ — Liabilities: Other liabilities: Deferred payments $ 2,815 $ — $ — $ 2,815 Interest rate swap 238 — 238 — Total liabilities at fair value on a recurring basis $ 3,053 $ — $ 238 $ 2,815 Fair Value Measurements at Reporting Date Using December 31, 2014 Quoted Prices Significant Significant Assets: Cash equivalents: Money market funds $ 8,275 $ 8,275 $ — $ — Interest rate swap 143 — 143 — Total assets at fair value on a recurring basis $ 8,418 $ 8,275 $ 143 $ — Liabilities: Other liabilities: Deferred payments $ 2,398 $ — $ — $ 2,398 Total liabilities at fair value on a recurring basis $ 2,398 $ — $ — $ 2,398 |
Schedule of changes in fair value of level 3 liability | Deferred Payments Balance at December 31, 2014 $ 2,398 Amounts earned (350 ) Adjustments to fair value 767 Transfers in or out of Level 3 — Balance at June 30, 2015 $ 2,815 |
Term Loan and Revolving Credi23
Term Loan and Revolving Credit Facility (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Term Loan and Revolving Credit Facility [Abstract] | |
Schedule of debt and short-term borrowings | Term loan $ 115,625 Revolving credit facility — Total debt 115,625 Less: Current portion of long-term debt 6,250 Long-term debt $ 109,375 |
Schedule of aggregate debt maturities | 2015 $ 3,125 2016 112,500 $ 115,625 |
Stock Options, Restricted Sto24
Stock Options, Restricted Stock and Restricted Stock Units (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Stock Options, Restricted Stock and Restricted Stock Units [Abstract] | |
Schedule of restricted stock and restricted stock units activity | Number Weighted- Balance, December 31, 2014 524,216 $ 115.67 Grants 126,655 $ 61.00 Vested shares (13,725 ) $ 52.94 Forfeitures (1,731 ) $ 115.55 Balance, June 30, 2015 635,415 $ 104.64 |
Schedule of stock option activity and other stock option information | Number of Weighted- Weighted- Aggregate (1) (in thousands) Balance, December 31, 2014 100,000 $ 51.95 6.0 $ 2,233 Grants — — Exercises — — Forfeitures/Expirations — — Balance, June 30, 2015 100,000 $ 51.95 5.5 $ — Exercisable, June 30, 2015 100,000 $ 51.95 5.5 $ — (1) The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value (the difference between the Company’s closing stock price on the respective trading day and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holder had all options been exercised on the respective trading day. The amount of intrinsic value will change based on the fair market value of the Company’s common stock. |
Schedule of stock-based compensation expense | For the three months For the six months 2014 2015 2014 2015 Instruction and educational support $ 475 $ 546 $ 909 $ 914 Marketing — — — — Admissions advisory — — — — General and administration 2,071 1,926 3,598 4,009 Stock-based compensation expense included in operating expense 2,546 2,472 4,507 4,923 Tax benefit 1,013 986 1,794 1,942 Stock-based compensation expense, net of income tax $ 1,533 $ 1,486 $ 2,713 $ 2,981 |
Other Long-Term Liabilities (Ta
Other Long-Term Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Other Long-Term Liabilities [Abstract] | |
Schedule of other long-term liabilities | December 31, June 30, Loss on facilities not in use $ 21,280 $ 18,752 Deferred revenue, net of current portion 9,654 10,906 Deferred rent and other facility costs 8,646 8,570 Deferred payments related to acquisition 5,198 5,615 Lease incentives 1,056 1,144 Deferred gain on sale of campus building 414 273 Fair value of interest rate swap (see Note 5) — 238 $ 46,248 $ 45,498 |
Nature of Operations (Details)
Nature of Operations (Details) | 6 Months Ended |
Jun. 30, 2015Segments | |
Nature of Operations [Abstract] | |
Number of reporting segments | 1 |
Significant Accounting Polici27
Significant Accounting Policies (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2015USD ($) | |
Graduation fund liability | |
Balance at December 31, 2014 | $ 9,706 |
Revenue deferred | 7,753 |
Benefit redeemed | (1,845) |
Balance at June 30, 2015 | $ 15,614 |
Significant Accounting Polici28
Significant Accounting Policies (Details 1) - USD ($) $ in Thousands | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 |
Schedule of tuition receivable and allowance for doubtful accounts | ||||||
Tuition receivable | $ 23,955 | $ 25,777 | ||||
Allowances for doubtful accounts | (8,733) | $ (8,688) | (8,835) | $ (9,144) | $ (10,842) | $ (10,303) |
Tuition receivable, net | $ 15,222 | $ 16,942 |
Significant Accounting Polici29
Significant Accounting Policies (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Schedule of allowance for doubtful accounts | ||||
Allowance for doubtful accounts, beginning of period | $ 8,688 | $ 10,842 | $ 8,835 | $ 10,303 |
Additions charged to expense | 3,553 | 3,610 | 7,022 | 8,603 |
Write-offs, net of recoveries | (3,508) | (5,308) | (7,124) | (9,762) |
Allowance for doubtful accounts, end of period | $ 8,733 | $ 9,144 | $ 8,733 | $ 9,144 |
Significant Accounting Polici30
Significant Accounting Policies (Details 3) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Schedule of reconciliation of shares used to calculate basic and diluted earnings per share | ||||
Weighted average shares outstanding used to compute basic earnings per share | 10,587 | 10,565 | 10,583 | 10,547 |
Unvested restricted stock | 118 | 58 | 138 | 55 |
Shares used to compute diluted earnings per share | 10,705 | 10,623 | 10,721 | 10,602 |
Significant Accounting Polici31
Significant Accounting Policies (Details Textual) - USD ($) | 6 Months Ended | |
Jun. 30, 2015 | Dec. 31, 2014 | |
Significant Accounting Policies (Textual) | ||
Percentage of tuition revenue in total revenue | 96.00% | |
Unused books and academic meterial refunadable period | 21 days | |
Restricted cash | $ 34,000 | $ 200,000 |
Tuition receivable included in other assets | $ 1,800,000 | 1,600,000 |
Expected collection period of tuition receivable | After 12 months | |
Minimum protective endowment | $ 500,000 | |
Common stock, shares authorized | 20,000,000 | 20,000,000 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares issued | 11,028,265 | 10,903,341 |
Common stock, shares outstanding | 11,028,265 | 10,903,341 |
Preferred stock, shares authorized | 8,000,000 | |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Income tax description | Upon determination, uncertain tax positions are measured to determine the amount of benefit that is greater than 50% likely to be realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information. A tax position is derecognized if it no longer meets the more likely than not threshold of being sustained. | |
Graduation fund estimated to be redeemed | $ 6,800,000 |
Restructuring and Related Cha32
Restructuring and Related Charges (Details) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015USD ($) | ||
Schedule of restructuring liability | ||
Balance at December 31, 2014 | [1] | $ 27,283 |
Non-cash adjustments | [2] | 435 |
Payments | (3,451) | |
Balance at June 30, 2015 | [1] | $ 24,267 |
[1] | The current portion of restructuring liabilities was $6.0 million and $5.5 million as of December 31, 2014 and June 30, 2015, respectively, which are included in accounts payable and accrued expenses. The long-term portion is included in other long-term liabilities in the unaudited condensed consolidated balance sheets. | |
[2] | Non-cash adjustments for lease and related costs include accretion of interest on lease costs, partially offset by changes in the timing and expected income from sublease agreements signed during the period. |
Restructuring and Related Cha33
Restructuring and Related Charges (Details Textual) $ in Millions | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2015USD ($) | Dec. 31, 2013USD ($)Campus | Dec. 31, 2014USD ($) | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring liabilities | $ 5.5 | $ 6 | |
Campus location closed | Campus | 20 | ||
Lease term expire | 2,022 | ||
Lease marginal borrowing rate | 4.50% | ||
Lease and Related Costs, Net [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Contractual obligation | $ 36 |
Fair Value Measurement (Details
Fair Value Measurement (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Cash equivalents: | ||
Total assets at fair value on a recurring basis | $ 10,082 | $ 8,418 |
Other long-term liabilities: | ||
Total liabilities at fair value on a recurring basis | 3,053 | 2,398 |
Money market funds [Member] | ||
Cash equivalents: | ||
Total assets at fair value on a recurring basis | 10,082 | 8,275 |
Deferred payments [Member] | ||
Other long-term liabilities: | ||
Total liabilities at fair value on a recurring basis | 2,815 | 2,398 |
Interest rate swap [Member] | ||
Cash equivalents: | ||
Total assets at fair value on a recurring basis | 143 | |
Other long-term liabilities: | ||
Total liabilities at fair value on a recurring basis | 238 | |
Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | ||
Cash equivalents: | ||
Total assets at fair value on a recurring basis | $ 10,082 | $ 8,275 |
Other long-term liabilities: | ||
Total liabilities at fair value on a recurring basis | ||
Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | Money market funds [Member] | ||
Cash equivalents: | ||
Total assets at fair value on a recurring basis | $ 10,082 | $ 8,275 |
Other long-term liabilities: | ||
Total liabilities at fair value on a recurring basis | ||
Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | Deferred payments [Member] | ||
Other long-term liabilities: | ||
Total liabilities at fair value on a recurring basis | ||
Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | Interest rate swap [Member] | ||
Cash equivalents: | ||
Total assets at fair value on a recurring basis | ||
Significant Other Observable Inputs (Level 2) [Member] | ||
Cash equivalents: | ||
Total assets at fair value on a recurring basis | $ 143 | |
Other long-term liabilities: | ||
Total liabilities at fair value on a recurring basis | $ 238 | |
Significant Other Observable Inputs (Level 2) [Member] | Money market funds [Member] | ||
Cash equivalents: | ||
Total assets at fair value on a recurring basis | ||
Significant Other Observable Inputs (Level 2) [Member] | Deferred payments [Member] | ||
Other long-term liabilities: | ||
Total liabilities at fair value on a recurring basis | ||
Significant Other Observable Inputs (Level 2) [Member] | Interest rate swap [Member] | ||
Cash equivalents: | ||
Total assets at fair value on a recurring basis | $ 143 | |
Other long-term liabilities: | ||
Total liabilities at fair value on a recurring basis | $ 238 | |
Significant Unobservable Inputs (Level 3) [Member] | ||
Cash equivalents: | ||
Total assets at fair value on a recurring basis | ||
Other long-term liabilities: | ||
Total liabilities at fair value on a recurring basis | $ 2,815 | $ 2,398 |
Significant Unobservable Inputs (Level 3) [Member] | Money market funds [Member] | ||
Cash equivalents: | ||
Total assets at fair value on a recurring basis | ||
Significant Unobservable Inputs (Level 3) [Member] | Deferred payments [Member] | ||
Other long-term liabilities: | ||
Total liabilities at fair value on a recurring basis | $ 2,815 | $ 2,398 |
Significant Unobservable Inputs (Level 3) [Member] | Interest rate swap [Member] | ||
Other long-term liabilities: | ||
Total liabilities at fair value on a recurring basis |
Fair Value Measurement (Detai35
Fair Value Measurement (Details 1) - Deferred Payments [Member] $ in Thousands | 6 Months Ended |
Jun. 30, 2015USD ($) | |
Schedule of changes in fair value of level 3 liability | |
Balance at December 31, 2014 | $ 2,398 |
Amounts earned | (350) |
Adjustments to fair value | $ 767 |
Transfers in or out of Level 3 | |
Balance at June 30, 2015 | $ 2,815 |
Fair Value Measurement (Detai36
Fair Value Measurement (Details Textual) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015USD ($)Sellers | Dec. 31, 2014USD ($) | |
Fair Value Measurement (Textual) | ||
Interest rate swap, notional amount | $ 115,600 | |
Carrying value of the debt | $ 115,625 | |
Deferred payment arrangement number of sellers | Sellers | 1 | |
Fair value assets and liabilities hierarchy level transfers amount | ||
Fair Value, Measurements, Nonrecurring [Member] | ||
Fair Value Measurement (Textual) | ||
Assets measured at fair value on a non-recurring basis, goodwill | $ 6,800 | $ 6,800 |
Assets measured at fair value on a non-recurring basis, other indefinite-lived intangible assets | $ 1,600 | $ 1,600 |
Term Loan and Revolving Credi37
Term Loan and Revolving Credit Facility (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Schedule of debt and short-term borrowings | ||
Total debt | $ 115,625 | |
Less: Current portion of long-term debt | 6,250 | $ 6,250 |
Long-term debt | 109,375 | $ 112,500 |
Term loan [Member] | ||
Schedule of debt and short-term borrowings | ||
Total debt | $ 115,625 | |
Revolving credit facility [Member] | ||
Schedule of debt and short-term borrowings | ||
Total debt |
Term Loan and Revolving Credi38
Term Loan and Revolving Credit Facility (Details 1) $ in Thousands | Jun. 30, 2015USD ($) |
Schedule of aggregate debt maturities | |
2,015 | $ 3,125 |
2,016 | 112,500 |
Total debt | $ 115,625 |
Term Loan and Revolving Credi39
Term Loan and Revolving Credit Facility (Details Textual) | Nov. 09, 2012USD ($) | Nov. 30, 2012 | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) |
Term Loan and Revolving Credit Facility (Textual) | ||||||
Maturity date | Dec. 31, 2016 | |||||
Debt | $ 115,625,000 | $ 115,625,000 | ||||
Term loan facility, quarterly amortization payments, during 2013 | $ 781,250 | |||||
Term loan facility, quarterly amortization payments, during 2014 | 781,250 | |||||
Term loan facility, quarterly amortization payments, during 2015 | 1,562,500 | |||||
Term loan facility, quarterly amortization payments, during 2016 | $ 1,562,500 | |||||
Quarterly payment percentage of aggregate original principal amount of term loan facility in year one and two | 0.625% | |||||
Quarterly payment percentage of aggregate original principal amount of term loan facility in year three and four | 1.25% | |||||
Cash interest paid | $ 1,100,000 | $ 1,100,000 | $ 2,200,000 | $ 2,200,000 | ||
Covenant terms required by credit facility | a leverage ratio of not greater than 2 to 1. Leverage ratio is defined as the ratio of total debt to trailing four-quarter EBITDA (earnings before interest, taxes, depreciation, amortization and non-cash charges such as stock-based compensation). a coverage ratio of not less than 1.75 to 1. Coverage ratio is defined as the ratio of trailing four-quarter EBITDA and rent expense to trailing four-quarter interest and rent expense. a Department of Education Financial Responsibility Composite Score of not less than 1.5. | |||||
Maximum total leverage ratio | 2 | 2 | ||||
Minimum coverage ratio | 1.75 | 1.75 | ||||
Minimum department of education financial composite score | 1.5 | 1.5 | ||||
Minimum [Member] | ||||||
Term Loan and Revolving Credit Facility (Textual) | ||||||
Revolving credit facility, value | $ 100,000,000 | |||||
Margin rate for interest if using base rate | 2.00% | |||||
Unused commitment fee | 0.30% | |||||
Maximum [Member] | ||||||
Term Loan and Revolving Credit Facility (Textual) | ||||||
Margin rate for interest if using base rate | 2.50% | |||||
Unused commitment fee | 0.40% | |||||
Revolving Credit Facility [Member] | ||||||
Term Loan and Revolving Credit Facility (Textual) | ||||||
Revolving credit facility, value | $ 100,000,000 | |||||
Revolving credit facility, outstanding | 0 | |||||
Revolving Credit Facility [Member] | Base Rate [Member] | ||||||
Term Loan and Revolving Credit Facility (Textual) | ||||||
Debt instrument description of variable rate basis | Base rate | |||||
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||
Term Loan and Revolving Credit Facility (Textual) | ||||||
Debt instrument description of variable rate basis | LIBOR | |||||
Revolving Credit Facility [Member] | Minimum [Member] | Base Rate [Member] | ||||||
Term Loan and Revolving Credit Facility (Textual) | ||||||
Margin rate for interest if using base rate | 2.00% | |||||
Revolving Credit Facility [Member] | Maximum [Member] | Base Rate [Member] | ||||||
Term Loan and Revolving Credit Facility (Textual) | ||||||
Margin rate for interest if using base rate | 2.50% | |||||
Term Loan Facility [Member] | ||||||
Term Loan and Revolving Credit Facility (Textual) | ||||||
Revolving credit facility, value | $ 125,000,000 | |||||
Term Loan Facility [Member] | Interest Rate Swap [Member] | ||||||
Term Loan and Revolving Credit Facility (Textual) | ||||||
Interest rate swap, fixed rate minimum | 2.85% | |||||
Interest rate swap, fixed rate maximum | 3.35% | |||||
Term Loan Facility [Member] | Minimum [Member] | ||||||
Term Loan and Revolving Credit Facility (Textual) | ||||||
Unused commitment fee | 0.30% | |||||
Term Loan Facility [Member] | Maximum [Member] | ||||||
Term Loan and Revolving Credit Facility (Textual) | ||||||
Unused commitment fee | 0.40% |
Stock Options, Restricted Sto40
Stock Options, Restricted Stock and Restricted Stock Units (Details) - 6 months ended Jun. 30, 2015 - Restricted stock and restricted stock units [Member] - $ / shares | Total |
Schedule of restricted stock and restricted stock units activity | |
Beginning Balance, Number of shares | 524,216 |
Grants, Number of shares | 126,655 |
Vested shares, Number of shares | (13,725) |
Forfeitures, Number of shares | (1,731) |
Ending Balance, Number of shares | 635,415 |
Beginning Balance, Weighted-average grant price | $ 115.67 |
Grants, Weighted-average grant price | 61 |
Vested shares, Weighted-average grant price | 52.94 |
Forfeitures, Weighted-average grant price | 115.55 |
Ending Balance, Weighted-average grant price | $ 104.64 |
Stock Options, Restricted Sto41
Stock Options, Restricted Stock and Restricted Stock Units (Details 1) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | ||
Schedule of stock option activity and other stock option information | ||||
Exercises, Number of shares | ||||
Stock options [Member] | ||||
Schedule of stock option activity and other stock option information | ||||
Beginning Balance, Number of shares | 100,000 | |||
Grants, Number of shares | ||||
Exercises, Number of shares | ||||
Forfeitures/Expirations, Number of shares | ||||
Ending Balance, Number of shares | 100,000 | 100,000 | ||
Exercisable, Number of shares | 100,000 | |||
Beginning Balance, Weighted-average exercise price | $ 51.95 | |||
Grants, Weighted-average exercise price | ||||
Exercises, Weighted-average exercise price | ||||
Forfeitures/Expirations, Weighted-average exercise price | ||||
Ending Balance, Weighted-average exercise price | $ 51.95 | $ 51.95 | ||
Exercisable, Weighted-average exercise price | $ 51.95 | |||
Weighted-average remaining contractual life (yrs.) | 5 years 6 months | 6 years | ||
Exercisable, Weighted-average remaining contractual life (yrs.) | 5 years 6 months | |||
Beginning Balance, Aggregate intrinsic value | [1] | $ 2,233 | ||
Ending Balance, Aggregate intrinsic value | [1] | $ 2,233 | ||
Exercisable, Aggregate intrinsic value | [1] | |||
[1] | The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value (the difference between the Company's closing stock price on the respective trading day and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holder had all options been exercised on the respective trading day. The amount of intrinsic value will change based on the fair market value of the Company's common stock. |
Stock Options, Restricted Sto42
Stock Options, Restricted Stock and Restricted Stock Units (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Schedule of stock-based compensation expense | ||||
Stock-based compensation expense included in operating expense | $ 2,472 | $ 2,546 | $ 4,923 | $ 4,507 |
Tax benefit | 986 | 1,013 | 1,942 | 1,794 |
Stock-based compensation expense, net of income tax | 1,486 | 1,533 | 2,981 | 2,713 |
Instruction and educational support [Member] | ||||
Schedule of stock-based compensation expense | ||||
Stock-based compensation expense included in operating expense | $ 546 | $ 475 | $ 914 | $ 909 |
Marketing [Member] | ||||
Schedule of stock-based compensation expense | ||||
Stock-based compensation expense included in operating expense | ||||
Admissions advisory [Member] | ||||
Schedule of stock-based compensation expense | ||||
Stock-based compensation expense included in operating expense | ||||
General and administration [Member] | ||||
Schedule of stock-based compensation expense | ||||
Stock-based compensation expense included in operating expense | $ 1,926 | $ 2,071 | $ 4,009 | $ 3,598 |
Stock Options, Restricted Sto43
Stock Options, Restricted Stock and Restricted Stock Units (Details Textual) - USD ($) | 1 Months Ended | 6 Months Ended | ||
Feb. 28, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | May. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Additional shares authorized for grants | 500,000 | |||
Maximum term of the awards granted under the Plan | 10 years | |||
Stock-based compensation cost which has not yet been recognized | $ 30,800,000 | |||
Stock-based compensation cost recognized period, in months | 38 months | |||
Restricted stock awarded subject to performance condition | 467,000 | |||
Tax shortfall related to share-based payments | $ 1,800,000 | $ 25,000 | ||
Stock options exercised | ||||
Board of Directors [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares authorized for grants | 71,991 | 13,797 | 40,867 | |
Vesting percentage | 100.00% | |||
Vesting date | Feb. 28, 2019 | |||
Closing price of stock on date of stock grant | $ 70.15 | $ 48.94 |
Other Long-Term Liabilities (De
Other Long-Term Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Other Long-Term Liabilities [Abstract] | ||
Loss on facilities not in use | $ 18,752 | $ 21,280 |
Deferred revenue, net of current portion | 10,906 | 9,654 |
Deferred rent and other facility costs | 8,570 | 8,646 |
Deferred payments related to acquisition | 5,615 | 5,198 |
Lease incentives | 1,144 | 1,056 |
Deferred gain on sale of campus building | 273 | $ 414 |
Fair value of interest rate swap (see Note 5) | 238 | |
Total other long-term liabilities | $ 45,498 | $ 46,248 |
Other Long-Term Liabilities (45
Other Long-Term Liabilities (Details Textual) $ in Millions | 1 Months Ended | 6 Months Ended | |
Jun. 30, 2007USD ($)Asset | Jun. 30, 2015USD ($) | Dec. 31, 2014USD ($) | |
Other Long -Term Liabilities (Textual) | |||
Sale price of one of campus buildings | $ 5.8 | ||
Sale and lease back term for most of the campus building | 10 years | ||
Gain on sale and lease back of one of campus buildings before tax | $ 2.8 | ||
Funds received from investor | $ 2.8 | ||
Sale and lease back term | 10 years | ||
Number of assets sold | Asset | 1 | ||
Deferred payment arrangements value | $ 2.8 | $ 2.4 | |
Minimum [Member] | |||
Other Long -Term Liabilities (Textual) | |||
Leasehold improvements and long-term liability amortization period | 5 years | ||
Maximum [Member] | |||
Other Long -Term Liabilities (Textual) | |||
Leasehold improvements and long-term liability amortization period | 10 years |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Income Taxes (Textual) | ||
Liability for uncertain tax positions, current | $ 0.9 | |
Unrecognized tax benefits | 2.6 | |
Unrecognized tax benefits that affects company's effective tax rate | 0.4 | |
Tax expense (benefits) related to interest and penalties | 0.1 | $ 0.1 |
Reduction of unrecognized tax benefits in the next twelve months, due to expiration of applicable statues of limitation | $ 0.3 |
Regulation (Details)
Regulation (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2015 | Apr. 29, 2015 | |
Regulation (Textual) | ||
Average of median annual earning percentage | 8.00% | |
Average of median discretionary percentage | 20.00% | |
Debt to earnings rates description | A program would fail if the program's graduates have an annual earnings rate of 12% or greater and a discretionary income rate of 30% or greater. | |
Subsequent Event [Member] | ||
Regulation (Textual) | ||
Amount due to Department of Education | $ 500 | |
Minimum [Member] | ||
Regulation (Textual) | ||
Average of median annual earning percentage | 8.00% | |
Average of median discretionary percentage | 20.00% | |
Maximum [Member] | ||
Regulation (Textual) | ||
Average of median annual earning percentage | 12.00% | |
Average of median discretionary percentage | 30.00% |
Subsequent Event (Details)
Subsequent Event (Details) - USD ($) $ in Millions | Jul. 02, 2015 | Nov. 09, 2012 | Nov. 30, 2012 |
Subsequent Event [Line Items] | |||
Maturity date | Dec. 31, 2016 | ||
Maximum [Member] | |||
Subsequent Event [Line Items] | |||
Margin rate for interest if using base rate | 2.50% | ||
Unused commitment fee | 0.40% | ||
Minimum [Member] | |||
Subsequent Event [Line Items] | |||
Revolving credit facility, value | $ 100 | ||
Margin rate for interest if using base rate | 2.00% | ||
Unused commitment fee | 0.30% | ||
Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Debt instrument, Description | The Amended Credit Facility, among other things (i) increases the total commitments under the revolving credit facility (the "Revolver") from $100 million to $150 million, and (ii) provides the Company with an option, under certain conditions, to increase the commitments under the Revolver or establish one or more incremental term loans in an amount up to $50 million in the aggregate in the future. The maturity date of the Amended Credit Facility is July 2, 2020. | ||
Maturity date | Jul. 2, 2020 | ||
Maximum aggregate incremental term loans | $ 50 | ||
Subsequent Event [Member] | Maximum [Member] | |||
Subsequent Event [Line Items] | |||
Revolving credit facility, value | $ 150 | ||
Margin rate for interest if using base rate | 2.25% | ||
Unused commitment fee | 0.35% | ||
Subsequent Event [Member] | Minimum [Member] | |||
Subsequent Event [Line Items] | |||
Margin rate for interest if using base rate | 1.75% | ||
Unused commitment fee | 0.25% |