Document and Entity Information
Document and Entity Information - USD ($) | 9 Months Ended | |
Jun. 30, 2016 | Jul. 29, 2016 | |
Document Documentand Entity Information [Abstract] | ||
Entity Registrant Name | UNIVERSAL TECHNICAL INSTITUTE INC. | |
Entity Central Index Key | 1,261,654 | |
Current Fiscal Year End Date | --09-30 | |
Entity Filer Category | Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 24,347,039 | |
Trading Symbol | UTI | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Public Float | $ 0 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2016 | Sep. 30, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 103,245 | $ 29,438 |
Restricted cash | 3,260 | 5,824 |
Investments, current portion | 4,849 | 28,086 |
Receivables, net | 15,027 | 22,409 |
Deferred tax assets, net | 0 | 4,539 |
Prepaid expenses and other current assets | 19,293 | 17,761 |
Total current assets | 145,674 | 108,057 |
Investments, less current portion | 0 | 1,719 |
Property and equipment, net | 117,207 | 124,144 |
Goodwill | 9,005 | 8,222 |
Deferred tax assets, net | 0 | 20,248 |
Other assets | 13,147 | 11,912 |
Total assets | 285,033 | 274,302 |
Current liabilities: | ||
Accounts payable and accrued expenses | 37,405 | 42,620 |
Dividends Payable | 101 | 485 |
Deferred revenue | 27,335 | 44,693 |
Accrued tool sets | 3,409 | 3,624 |
Financing obligation, current | 867 | 737 |
Income tax payable | 0 | 1,187 |
Other current liabilities | 3,231 | 3,148 |
Total current liabilities | 72,348 | 96,494 |
Deferred tax liabilities, net | 3,141 | 0 |
Deferred rent liability | 9,450 | 10,822 |
Financing obligation | 43,381 | 44,053 |
Other liabilities | 11,031 | 9,458 |
Total liabilities | 139,351 | 160,827 |
Commitments and contingencies (Note 10) | ||
Shareholders' equity: | ||
Common stock, $0.0001 par value, 100,000,000 shares authorized, 31,211,936 shares issued and 24,347,039 shares outstanding as of June 30, 2016 and 31,098,193 shares issued and 24,233,296 shares outstanding as of September 30, 2015 | 3 | 3 |
Preferred stock, $0.0001 par value, 10,000,000 shares authorized; 700,000 shares of Series A Convertible Preferred Stock issued and outstanding as of June 30, 2016, liquidation preference of $100 per share, and 0 shares issued and outstanding as of September 30, 2015 | 0 | 0 |
Paid-in capital - common | 181,398 | 178,202 |
Paid-in capital - preferred | 68,836 | 0 |
Treasury stock, at cost, 6,864,897 shares as of June 30, 2016 and September 30, 2015 | (97,388) | (97,388) |
Retained earnings (deficit) | (7,186) | 32,638 |
Accumulated other comprehensive income | 19 | 20 |
Total shareholders' equity | 145,682 | 113,475 |
Total liabilities and shareholders' equity | $ 285,033 | $ 274,302 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2016 | Sep. 30, 2015 |
Statement of Financial Position [Abstract] | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 31,211,936 | 31,098,193 |
Common stock, shares outstanding | 24,347,039 | 24,233,296 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 700,000 | 0 |
Preferred stock, shares outstanding | 700,000 | 0 |
Treasury stock, at cost | 6,864,897 | 6,864,897 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (UNAUDITED) Statement - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Net income (loss) | $ (5,069) | $ (2,975) | $ (38,751) | $ 674 |
Equity interest in investee's unrealized gains on hedging derivatives, net of taxes | 0 | 2 | (1) | 19 |
Comprehensive income (loss) | $ (5,069) | $ (2,973) | $ (38,752) | $ 693 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) (UNAUDITED) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Income Statement [Abstract] | ||||
Revenues | $ 82,266 | $ 85,106 | $ 260,231 | $ 272,021 |
Operating expenses: | ||||
Educational services and facilities | 47,044 | 47,690 | 146,466 | 143,663 |
Selling, general and administrative | 40,672 | 41,412 | 127,178 | 124,352 |
Total operating expenses | 87,716 | 89,102 | 273,644 | 268,015 |
Income (loss) from operations | (5,450) | (3,996) | (13,413) | 4,006 |
Other (expense) income: | ||||
Interest expense, net | (802) | (484) | (2,416) | (1,464) |
Equity in earnings of unconsolidated affiliates | 51 | 139 | 290 | 393 |
Other income | 77 | 54 | 455 | 299 |
Total other (expense) income, net | (674) | (291) | (1,671) | (772) |
Income (loss) before income taxes | (6,124) | (4,287) | (15,084) | 3,234 |
Income tax expense (benefit) | (1,055) | (1,312) | 23,667 | 2,560 |
Net income (loss) | (5,069) | (2,975) | (38,751) | 674 |
Preferred stock dividends | 101 | 0 | 101 | 0 |
Income (loss) available for distribution | $ (5,170) | $ (2,975) | $ (38,852) | $ 674 |
Earnings per share: | ||||
Net income (loss) per share - basic | $ (0.21) | $ (0.12) | $ (1.60) | $ 0.03 |
Net income (loss) per share - diluted | $ (0.21) | $ (0.12) | $ (1.60) | $ 0.03 |
Weighted average number of shares outstanding: | ||||
Basic | 24,345 | 24,138 | 24,283 | 24,477 |
Diluted | 24,345 | 24,138 | 24,283 | 24,596 |
Cash dividends declared per common share | $ 0 | $ 0.10 | $ 0.04 | $ 0.3 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - 9 months ended Jun. 30, 2016 - USD ($) shares in Thousands, $ in Thousands | Total | Paid-in Capital | Treasury Stock | Accumulated Other Comprehensive Income (Loss) [Member] | Retained Earnings | Common Stock | Series A Preferred Stock [Member] | Series A Preferred Stock [Member]Paid-in Capital |
Beginning Balance, shares at Sep. 30, 2015 | 6,865 | 31,098 | 0 | |||||
Beginning Balance at Sep. 30, 2015 | $ 113,475 | $ 178,202 | $ (97,388) | $ 20 | $ 32,638 | $ 3 | $ 0 | |
Net loss | 38,751 | 38,751 | ||||||
Issuance of Series A Convertible Preferred Stock | 700 | |||||||
Issuance of Series A Preferred Convertible Stock | $ 0 | |||||||
Adjustments to Additional Paid in Capital, Increase in Carrying Amount of Redeemable Preferred Stock | $ 68,836 | $ 68,836 | ||||||
Issuance of common stock under employee plans, shares | 117 | |||||||
Issuance of common stock under employee plans | 0 | $ 0 | ||||||
Shares withheld for payroll taxes, shares | (3) | |||||||
Shares withheld for payroll taxes | (12) | (12) | $ 0 | |||||
Stock-based compensation | 3,208 | 3,208 | ||||||
Common stock cash dividends | (972) | (972) | $ (1,500) | |||||
Preferred stock cash dividends | (101) | |||||||
Equity interest in investee's unrealized gains on hedging derivatives, net of taxes | (1) | |||||||
Ending Balance, shares at Jun. 30, 2016 | 6,865 | 31,212 | 700 | |||||
Ending Balance at Jun. 30, 2016 | $ 145,682 | $ 181,398 | $ (97,388) | $ 19 | $ (7,186) | $ 3 | $ 0 | $ 68,836 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (38,751) | $ 674 |
Depreciation and amortization | 11,358 | 13,169 |
Amortization of assets subject to financing obligation | 2,012 | 1,396 |
Amortization of held-to-maturity investments | 387 | 1,348 |
Bad debt expense | 931 | 749 |
Stock-based compensation | 3,208 | 2,974 |
Deferred income taxes | 27,928 | 184 |
Equity in earnings of unconsolidated affiliates | (290) | (393) |
Training equipment credits earned, net | (716) | (815) |
(Gain) loss on disposal of property and equipment | 89 | (5) |
Changes in assets and liabilities: | ||
Restricted cash: Title IV credit balances | 322 | 382 |
Receivables | 11,221 | (869) |
Prepaid expenses and other current assets | (1,535) | (187) |
Other assets | (83) | (807) |
Accounts payable and accrued expenses | (3,217) | 3,040 |
Deferred revenue | (17,358) | (16,035) |
Income tax payable/receivable | (5,973) | (4,661) |
Accrued tool sets and other current liabilities | 359 | (9) |
Deferred rent liability | (1,372) | (323) |
Other liabilities | 648 | 23 |
Net cash (used in) provided by operating activities | (10,832) | (165) |
Cash flows from investing activities: | ||
Purchase of property and equipment | (6,695) | (21,746) |
Proceeds from disposal of property and equipment | 20 | 3 |
Purchase of investments | 0 | (26,061) |
Proceeds received upon maturity of investments | 24,569 | 32,380 |
Acquisitions | (1,500) | 0 |
Investment in unconsolidated affiliates | (1,000) | 0 |
Capitalized costs for intangible assets | (575) | (438) |
Return of capital contribution from unconsolidated affiliate | 359 | 346 |
Restricted cash: proprietary loan program | 2,258 | 1,561 |
Net cash provided by (used in) investing activities | 17,436 | (13,955) |
Proceeds from Issuance of Preferred Stock and Preference Stock | 69,214 | 0 |
Cash flows from financing activities: | ||
Payment of cash dividend | (1,457) | (7,310) |
Payments of financing obligation | (542) | (502) |
Payment of payroll taxes on stock-based compensation through shares withheld | (12) | (39) |
Purchase of treasury stock | 0 | 6,119 |
Net cash provided by (used in) financing activities | 67,203 | (13,970) |
Net increase (decrease) in cash and cash equivalents | 73,807 | (28,090) |
Cash and cash equivalents, beginning of period | 29,438 | 38,985 |
Cash and cash equivalents, end of period | 103,245 | 10,895 |
Supplemental disclosure of cash flow information: | ||
Taxes paid | 1,713 | 7,036 |
Interest Paid | 2,583 | 1,677 |
Training equipment obtained in exchange for services | 2,346 | 483 |
Depreciation on training equipment obtained in exchange for services | 1,000 | 886 |
Change in accrued capital expenditures during the period | 2,075 | 224 |
Dividends Payable | 101 | 0 |
Preferred stock issuance costs accrued | 378 | 0 |
Construction period construction liability - construction in progress | 0 | 7,488 |
Construction period financing obligation - building | $ 0 | $ (4,825) |
Business Description
Business Description | 9 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business Description | We are the leading provider of postsecondary education for students seeking careers as professional automotive, diesel, collision repair, motorcycle and marine technicians as measured by total average undergraduate full-time student enrollment and graduates. We offer undergraduate degree or diploma programs at 12 campuses across the United States under the banner of several well-known brands, including Universal Technical Institute, Motorcycle Mechanics Institute and Marine Mechanics Institute and NASCAR Technical Institute. We also offer manufacturer specific advanced training (MSAT) programs, including student-paid electives, at our campuses and manufacturer or dealer sponsored training at certain campuses and dedicated training centers. We work closely with leading original equipment manufacturers (OEMs) in the automotive, diesel, motorcycle and marine industries to understand their needs for qualified service professionals. Revenues generated from our schools consist primarily of tuition and fees paid by students. To pay for a substantial portion of their tuition, the majority of students rely on funds received from federal financial aid programs under Title IV Programs of the Higher Education Act of 1965, as amended, as well as from various veterans benefits programs. For further discussion, see Note 2 "Summary of Significant Accounting Policies - Concentration of Risk" and Note 18 “Government Regulation and Financial Aid” included in our 2015 Annual Report on Form 10-K filed with the SEC on December 2, 2015. |
Basis of Presentation (Notes)
Basis of Presentation (Notes) | 9 Months Ended |
Jun. 30, 2016 | |
Basis of Presentation [Abstract] | |
Basis of Presentation and Significant Accounting Policies [Text Block] | The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, our condensed consolidated financial statements do not include all the information and footnotes required by GAAP for complete financial statements. Normal and recurring adjustments considered necessary for a fair statement of the results for the interim periods have been included. Operating results for the three months and nine months ended June 30, 2016 are not necessarily indicative of the results that may be expected for the year ending September 30, 2016. The accompanying condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our 2015 Annual Report on Form 10-K filed with the SEC on December 2, 2015. The unaudited condensed consolidated financial statements include the accounts of Universal Technical Institute, Inc. and our wholly owned subsidiaries. All significant intercompany transactions and balances have been eliminated. The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from these estimates. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements (Notes) | 9 Months Ended |
Jun. 30, 2016 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Description of New Accounting Pronouncements Not yet Adopted [Text Block] | Recent Accounting Pronouncements In June 2016, the Financial Accounting Standards Board (FASB) issued guidance which changes the methodology for measuring credit losses on financial instruments and the timing of when such losses are recorded. The guidance is effective for fiscal years, including interim periods within those years, beginning after December 15, 2019, with early adoption permitted. We are currently evaluating the impact that the standard will have on our results of operations, financial condition and financial statement disclosures. In March 2016, the FASB issued guidance intended to simplify several areas of accounting for share-based compensation arrangements, including the income tax impact, classification on the statement of cash flows and forfeitures. The guidance is effective for annual periods, including interim periods within those periods, beginning after December 15, 2016, with early adoption permitted. We do not anticipate that the update will have a material impact on our results of operations, financial condition or financial statement disclosures. In February 2016, the FASB issued guidance requiring lessees to recognize a right-of-use asset and a lease liability on the balance sheet for substantially all leases, with the exception of short-term leases. Leases will be classified as either financing or operating, with classification affecting the pattern of expense recognition in the statement of income. The guidance is effective for annual periods, including interim periods within those periods, beginning after December 15, 2018 with early adoption permitted. We are currently evaluating the impact that the update will have on our results of operations, financial condition and financial statement disclosures. In January 2016, the FASB issued guidance related to the classification and measurement of financial instruments. The guidance primarily impacts the accounting for equity investments other than those accounted for using the equity method of accounting, financial liabilities under the fair value option and the presentation and disclosure requirements for financial instruments. Additionally, the FASB clarified guidance related to the valuation allowance assessment when recognizing deferred tax assets resulting from unrealized losses on available-for-sale debt securities. The accounting for other financial instruments, such as loans, investments in debt securities and financial liabilities is largely unchanged. The guidance is effective for annual periods, including interim periods within those periods, beginning after December 15, 2017 with early adoption permitted. We are currently evaluating the adoption methods and the impact that the update will have on our results of operations, financial condition and financial statement disclosures. In November 2015, the FASB issued guidance which simplifies the balance sheet classification of deferred taxes. The guidance requires that all deferred tax assets and liabilities, along with any related valuation allowance, be classified as noncurrent on the balance sheet. This guidance is effective for public business entities for annual periods, and for interim periods within those periods, beginning after December 15, 2016 with early adoption permitted. While the guidance will have an impact on our balance sheet classification, we do not anticipate it will have a material impact on our results of operations, financial condition or financial statement disclosures. In April 2015, the FASB issued guidance related to customers accounting for fees paid in a cloud computing arrangement. The guidance provides clarification on whether a cloud computing arrangement includes a software license. If an arrangement includes a software license, then the software license element is accounted for consistent with the acquisition of other such licenses. If the arrangement does not include a software license, the arrangement is accounted for as a service contract. Entities have the option of adopting the guidance retrospectively or prospectively. The guidance is effective for annual periods, including interim periods within those periods, beginning after December 15, 2015 with early adoption permitted. We do not anticipate that the guidance will have a material impact on our results of operations, financial condition or financial statement disclosures. In February 2015, the FASB issued guidance which changes the analysis that a reporting entity must perform to determine whether it should consolidate certain types of legal entities. Specifically, the amendments (1) modify the evaluation of whether limited partnerships with similar legal entities are variable interest entities (VIEs) or voting interest entities, (2) eliminate the presumption that a general partner should consolidate a limited partnership, (3) affect the consolidation analysis of reporting entities that are involved with VIEs, particularly those that have fee arrangements and related party relationships and (4) provide a scope exception from consolidation guidance for reporting entities with interests in legal entities that are required to comply with or operate in accordance with requirements that are similar to those in Rule 2a-7 of the Investment Company Act of 1940 for registered money market funds. Entities have the option of using a full or modified retrospective approach to adopt the guidance. This guidance is effective for public business entities for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015 with early adoption permitted. We do not anticipate it will have a material impact on our results of operations, financial condition or financial statement disclosures. In May 2014, the FASB issued guidance which outlines a single comprehensive revenue model for entities to use in accounting for revenue arising from contracts with customers. The guidance supersedes most current revenue recognition guidance, including industry-specific guidance, and requires a company to recognize revenue to depict the transfer of goods or services to a customer at an amount that reflects the consideration it expects to receive in exchange for those goods or services. Entities have the option of using either a full retrospective or modified approach to adopt the guidance. In June 2015, the FASB deferred the effective date of the guidance by one year. This guidance is now effective for annual and interim reporting periods beginning after December 15, 2017, and early adoption is now permitted for annual and interim reporting periods beginning after December 15, 2016. In 2016, the FASB issued further guidance that offers narrow scope improvements and clarifies certain implementation issues related to revenue recognition, including principal versus agent considerations, the identification of performance obligations and licensing. These additional updates have the same effective date as the new revenue guidance. We are currently evaluating the adoption methods and the impact that the update will have on our results of operations, financial condition and financial statement disclosures. |
Investments
Investments | 9 Months Ended |
Jun. 30, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | Investments We invest in pre-funded municipal bonds, which are generally secured by escrowed-to-maturity U.S. Treasury notes. Municipal bonds represent debt obligations issued by states, cities, counties and other governmental entities, which earn interest that is exempt from federal income taxes. Additionally, we invest in certificates of deposit issued by financial institutions and corporate bonds from large cap industrial and selected financial companies with a minimum credit rating of A. We have the ability and intention to hold our investments until maturity and therefore classify these investments as held-to-maturity and report them at amortized cost. Amortized cost and fair value for investments classified as held-to-maturity at June 30, 2016 were as follows: Estimated Amortized Gross Unrealized Fair Market Cost Gains Losses Value Due in less than 1 year: Municipal bonds $ 2,742 $ — $ — $ 2,742 Corporate bonds 1,360 — — 1,360 Certificates of deposit 747 — — 747 $ 4,849 $ — $ — $ 4,849 Amortized cost and fair value for investments classified as held-to-maturity at September 30, 2015 were as follows: Estimated Amortized Gross Unrealized Fair Market Cost Gains Losses Value Due in less than 1 year: Municipal bonds $ 13,117 $ 14 $ (1 ) $ 13,130 Corporate bonds 11,402 1 (10 ) 11,393 Certificates of deposit 3,567 — — 3,567 Due in 1 - 2 years: Municipal bonds 771 2 — 773 Corporate bonds 201 — — 201 Certificates of deposit 747 — — 747 $ 29,805 $ 17 $ (11 ) $ 29,811 Investments are exposed to various risks, including interest rate, market and credit risk, and as a result, it is possible that changes in the values of these investments may occur and that such changes could affect the amounts reported in the condensed consolidated balance sheets and condensed consolidated statements of income (loss). |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The accounting framework for determining fair value includes a hierarchy for ranking the quality and reliability of the information used to measure fair value, which enables the reader of the financial statements to assess the inputs used to develop those measurements. The fair value hierarchy consists of three tiers: Level 1, defined as quoted market prices in active markets for identical assets or liabilities; Level 2, defined as inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, model-based valuation techniques for which all significant assumptions are observable in the market or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities and Level 3, defined as unobservable inputs that are not corroborated by market data. Any transfers of investments between levels occurs at the end of the reporting period. Assets measured or disclosed at fair value on a recurring basis consisted of the following: Fair Value Measurements Using June 30, 2016 Quoted Prices Significant Significant Money market funds $ 99,176 $ 99,176 $ — $ — Corporate bonds 1,360 1,360 — — Municipal bonds 2,742 — 2,742 — Certificates of deposit 747 — 747 — Total assets at fair value on a recurring basis $ 104,025 $ 100,536 $ 3,489 $ — Fair Value Measurements Using September 30, 2015 Quoted Prices Significant Significant Money market funds $ 24,369 $ 24,369 $ — $ — Corporate bonds 11,594 11,594 — — Municipal bonds 13,903 — 13,903 — Certificates of deposit 4,314 — 4,314 — Total assets at fair value on a recurring basis $ 54,180 $ 35,963 $ 18,217 $ — Our Level 2 investments are valued using readily available pricing sources which utilize market observable inputs, including the current interest rate for similar types of instruments. |
Property and Equipment, net
Property and Equipment, net | 9 Months Ended |
Jun. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, net | Property and Equipment, net Property and equipment, net consisted of the following: Depreciable June 30, 2016 September 30, 2015 Land — $ 3,189 $ 3,189 Buildings and building improvements 30-35 78,817 79,555 Leasehold improvements 1-28 39,423 39,326 Training equipment 3-10 93,229 87,795 Office and computer equipment 3-10 37,787 38,776 Curriculum development 5 18,702 18,716 Software developed for internal use 3-5 11,865 11,859 Vehicles 5 1,237 1,233 Construction in progress — 1,622 3,941 285,871 284,390 Less accumulated depreciation and amortization (168,664 ) (160,246 ) $ 117,207 $ 124,144 The following amounts, which are included in the above table, represent assets financed by financing obligations resulting from the build-to-suit arrangements at our Lisle, Illinois and Long Beach, California campuses: June 30, 2016 September 30, 2015 Buildings and building improvements $ 45,816 $ 45,816 Less accumulated depreciation and amortization (5,492 ) (3,480 ) Assets financed by financing obligations, net $ 40,324 $ 42,336 |
Investment in Unconsolidated Af
Investment in Unconsolidated Affiliate (Notes) | 9 Months Ended |
Jun. 30, 2016 | |
Investment in Unconsolidated Affiliate [Abstract] | |
Equity Method Investments Disclosure [Text Block] | Investment in Unconsolidated Affiliates We have an equity interest in a joint venture related to the lease of our Lisle, Illinois campus facility (JV). In connection with this investment, we do not possess a controlling financial interest as we do not hold a majority of the equity interest, nor do we have the power to make major decisions without approval from the other equity member. Therefore, we do not qualify as the primary beneficiary. Accordingly, this investment is accounted for under the equity method of accounting and is included in other assets in our condensed consolidated balance sheets. We recognize our proportionate share of the net income or loss during each accounting period and any return of capital as a change in our investment. Currently, the JV uses an interest rate cap to manage interest rate risk associated with its floating rate debt. This derivative instrument is designated as a cash flow hedge based on the nature of the risk being hedged. As such, the effective portion of the gain or loss on the derivative is initially reported as a component of the JV’s accumulated other comprehensive income or loss, net of tax, and is subsequently reclassified into earnings when the hedged transaction affects earnings. Any ineffective portion of the gain or loss is recognized in the JV’s current earnings. Due to our equity method investment in the JV, when the JV reports a current year component of other comprehensive income (OCI), we, as an investor, likewise adjust our investment account for the change in investee equity. In addition, we adjust our OCI for our share of the JV’s currently reported OCI item. Additionally, in February 2016, we made an investment in and entered into a licensing agreement with Pro-MECH Learning Systems, LLC (Pro-MECH), a company that provides comprehensive technician development programs and shop operations services. This investment, which included $0.7 million in cash as well as the conversion of a $0.3 million note receivable extended during the first quarter of 2016, resulted in our ownership of 25% of the outstanding equity interests of Pro-MECH. The $1.0 million initial investment is accounted for under the equity method of accounting and is included in other assets in our condensed consolidated balance sheets. We recognize our proportionate share of the net income or loss during each accounting period and any return of capital as a change in our investment. Investment in unconsolidated affiliates consisted of the following: June 30, 2016 September 30, 2015 Carrying Value Ownership Percentage Carrying Value Ownership Percentage Investment in JV $ 4,023 27.972 % $ 3,986 27.972 % Investment in Pro-MECH $ 893 25.000 % $ — — Investment in unconsolidated affiliates included the following activity during the period: Nine Months Ended June 30, 2016 2015 Balance at beginning of period $ 3,986 $ 3,903 Investment in unconsolidated affiliate 1,000 — Equity in earnings of unconsolidated affiliates 290 393 Return of capital contribution from unconsolidated affiliates (359 ) (346 ) Equity interest in investee's unrealized gains (losses) on hedging derivatives, net of taxes (1 ) 19 Balance at end of period $ 4,916 $ 3,969 |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 9 Months Ended |
Jun. 30, 2016 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Expenses | Accounts Payable and Accrued Expenses Accounts payable and accrued expenses consisted of the following: June 30, 2016 September 30, 2015 Accounts payable $ 7,323 $ 14,498 Accrued compensation and benefits 22,734 17,534 Other accrued expenses 7,348 10,588 $ 37,405 $ 42,620 |
Income Taxes (Notes)
Income Taxes (Notes) | 9 Months Ended |
Jun. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure [Text Block] | Income Taxes Each reporting period, we estimate the likelihood that we will be able to recover our deferred tax assets, which represent timing differences in the recognition of revenue and certain tax deductions for accounting and tax purposes. The realization of deferred tax assets is dependent, in part, upon future taxable income. In assessing the need for a valuation allowance, we consider all available evidence, including our historical profitability and projections of future taxable income. If, based on the weight of available evidence, it is more likely than not the deferred tax assets will not be realized, we record a valuation allowance. Such valuation allowance is maintained on our deferred tax assets until sufficient positive evidence exists to support its reversal in future periods. The weight given to the positive and negative evidence is commensurate with the extent to which the evidence may be objectively verified. Significant judgment is required to determine if, and the extent to which, valuation allowances should be recorded against deferred tax assets. During the three months ended March 31, 2016, there were several pieces of negative evidence that contributed to our conclusion that a valuation allowance was appropriate against all deferred tax assets that rely upon future taxable income for their realization. This negative evidence included (1) a significant pre-tax loss during the three months ended March 31, 2016, (2) deterioration in leading indicators, such as applications and new student starts, and projected population during the three months ended March 31, 2016, which negatively impacts projected future operating results, (3) financial projections that indicated we will be in a 3-year cumulative loss position during 2016 and (4) the continued challenging business and regulatory environment facing for-profit education institutions. As a result of our assessment, we recorded a full valuation allowance during the three months ended March 31, 2016. The amount of the deferred tax assets considered realizable, however, could be adjusted in future periods if estimates of future taxable income during the carryforward period are increased, if objective negative evidence in the form of cumulative losses is no longer present and if additional weight may be given to subjective evidence such as our projections for growth. We will continue to evaluate our valuation allowance in future periods for any change in circumstances that causes a change in judgment about the realizability of the deferred tax assets. Under Section 382 of the Internal Revenue Code, for income tax purposes only, we underwent a change in ownership as a result of a preferred stock issuance in June 2016 which is discussed in Note 11. Under the IRC, a change in ownership occurs when a five percent shareholder, as measured by ownership value, increases their ownership in a loss corporation by more than 50 percentage points during the defined testing period; both common and preferred stock are included in the determination of ownership value. Since the purchaser of the preferred stock acquired ownership exceeding 50 percent of our total ownership value, this transaction qualified as a change in ownership under section 382 of the IRC only. Accordingly, certain deductions and losses will be subject to an annual Section 382 limitation. The limitation will affect the timing of when these deductions and losses can be used and, in turn, will decrease or eliminate the amount of tax refund that we anticipate to receive by carrying back the losses that we may incur in future periods. The limitation may cause us to make income tax payments even if a pre-tax loss is recorded in future periods. The limitation may also cause the deductions and losses to expire unused. The components of income tax expense are as follows: Three Months Ended June 30, Nine Months Ended June 30, 2016 2015 2016 2015 Current expense (benefit) United States federal $ (1,012 ) $ 475 $ (4,388 ) $ 1,577 State (43 ) 242 127 799 Total current expense (benefit) (1,055 ) 717 (4,261 ) 2,376 Deferred (benefit) expense United States federal — (1,874 ) 24,877 176 State — (155 ) 3,051 8 Total deferred (benefit) expense — (2,029 ) 27,928 184 Total provision for income taxes $ (1,055 ) $ (1,312 ) $ 23,667 $ 2,560 The income tax provision differs from the tax that would result from application of the statutory federal tax rate of 35% to pre-tax income for the period. The reasons for the differences are as follows: Three Months Ended June 30, Nine Months Ended June 30, 2016 2015 2016 2015 Income tax expense (benefit) at statutory rate $ (2,158 ) $ (1,500 ) $ (5,294 ) $ 1,132 State income taxes (benefits), net of federal tax benefit (242 ) 2 (400 ) 528 Deferred tax asset write-off related to share based compensation — 104 51 730 Increase in valuation allowance 1,407 — 29,356 — Other, net (62 ) 82 (46 ) 170 Total income tax expense (benefit) $ (1,055 ) $ (1,312 ) $ 23,667 $ 2,560 Beginning in December 2013, certain stock-based compensation awards granted to employees expired, which required a write-off of the related deferred tax asset through income tax expense as our pro forma windfall pool of available excess tax benefits was no longer sufficient to absorb the shortfall. As a result of the full valuation allowance recorded on our deferred tax assets, any write-offs of deferred tax assets related to stock-based compensation, including those recorded in the current period, will have no impact on income tax expense. During the three months ended June 30, 2016, we wrote off $0.6 million related to stock-based compensation. The components of the deferred tax assets (liabilities) recorded in the accompanying consolidated balance sheets were as follows: June 30, September 30, 2016 2015 Gross deferred tax assets: Deferred compensation $ 1,636 $ 1,784 Reserves and accruals 5,569 5,395 Accrued tool sets 1,356 1,460 Deferred revenue 20,075 19,606 Deferred rent liability 1,385 1,939 Net operating loss carryovers 992 83 State tax credit carryforwards 323 310 Valuation allowance (29,173 ) (401 ) Total gross deferred tax assets 2,163 30,176 Gross deferred tax liabilities: Amortization of goodwill (3,140 ) (3,140 ) Depreciation and amortization of property and equipment (93 ) (421 ) Prepaid and other expenses deductible for tax (2,071 ) (1,828 ) Total gross deferred tax liabilities (5,304 ) (5,389 ) Net deferred tax assets (liabilities) $ (3,141 ) $ 24,787 The following table summarizes the activity for the valuation allowance for the nine months ended June 30, 2016: Balance at Additions to Income Write-offs Balance at End of $ 401 $ 29,356 $ (584 ) $ 29,173 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Jun. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal In the ordinary conduct of our business, we are periodically subject to lawsuits, demands in arbitration, investigations, regulatory proceedings or other claims, including, but not limited to, claims involving current or former students, routine employment matters, business disputes and regulatory demands. When we are aware of a claim or potential claim, we assess the likelihood of any loss or exposure. If it is probable that a loss will result and the amount of the loss can be reasonably estimated, we accrue a liability for the loss. When a loss is not both probable and estimable, we do not accrue a liability. Where a loss is not probable but is reasonably possible, including if a loss in excess of an accrued liability is reasonably possible, we determine whether it is possible to provide an estimate of the amount of the loss or range of possible losses for the claim. Because we cannot predict with certainty the ultimate resolution of the legal proceedings (including lawsuits, investigations, regulatory proceedings or claims) asserted against us, it is not currently possible to provide such an estimate. The ultimate outcome of pending legal proceedings to which we are a party may have a material adverse effect on our business, cash flows, results of operations or financial condition. In September 2012, we received a Civil Investigative Demand (CID) from the Attorney General of the Commonwealth of Massachusetts related to a pending investigation in connection with allegations that we caused false claims to be submitted to the Commonwealth relating to student loans, guarantees and grants provided to students at our Norwood, Massachusetts campus. The CID required us to produce documents and provide written testimony regarding a broad range of our business from September 2006 to September 2012. We responded timely to the request. The Attorney General made a follow-up request for documents, and we complied with this request in February 2013. In response to a status update request from us, the Attorney General requested and we provided in April 2015 additional documents and information related to graduate employment at our Norwood, Massachusetts campus and our policies and practices for determining graduate employment. At this time, we cannot predict the eventual scope, duration, outcome or associated costs of this request, and accordingly we have not recorded any liability in the accompanying condensed consolidated financial statements. Proprietary Loan Program In order to provide funding for students who are not able to fully finance the cost of their education under traditional governmental financial aid programs, commercial loan programs or other alternative sources, we established a private loan program with a bank. Under terms of the proprietary loan program, the bank originates loans for our students who meet our specific credit criteria with the related proceeds used exclusively to fund a portion of their tuition. We then purchase all such loans from the bank at least monthly and assume all of the related credit risk. The loans bear interest at market rates; however, principal and interest payments are not required until six months after the student completes or withdraws from his or her program. After the deferral period, monthly principal and interest payments are required over the related term of the loan. The bank provides these services in exchange for a fee at a percentage of the principal balance of each loan and related fees. Under the terms of the related agreement, we transfer funds for loan purchases to a deposit account with the bank in advance of the bank funding the loan, which secures our related loan purchase obligation. Such funds are classified as restricted cash in our condensed consolidated balance sheet. In substance, we provide the students who participate in this program with extended payment terms for a portion of their tuition and as a result, we account for the underlying transactions in accordance with our tuition revenue recognition policy. However, due to the nature of the program coupled with the extended payment terms required under the student loan agreements, collectability is not reasonably assured. Accordingly, we recognize tuition and loan origination fees financed by the loan and any related interest income required under the loan when such amounts are collected. All related expenses incurred with the bank or other service providers are expensed as incurred within educational services and facilities expense and were approximately $0.3 million for each of the three months ended June 30, 2016 and 2015, respectively, and approximately $1.1 million for each of the nine months ended June 30, 2016 and 2015. Since loan collectability is not reasonably assured, the loans and related deferred tuition revenue are not recognized in our condensed consolidated balance sheets. The following table summarizes the impact of the proprietary loan program on our tuition revenue and interest income during the period as well as on a cumulative basis at the end of each period in our condensed consolidated statements of income (loss). Tuition revenue and interest income excluded represents amounts which would have been recognized during the period had collectability of the related amounts been assured. Amounts collected and recognized represent actual cash receipts during the period. Three Months Ended June 30, Nine Months Ended June 30, Inception 2016 2015 2016 2015 Tuition and interest income excluded $ 5,197 $ 5,940 $ 17,361 $ 18,717 $ 137,454 Amounts collected and recognized (1,969 ) (1,506 ) (5,341 ) (4,017 ) (19,260 ) Net amount excluded during the period $ 3,228 $ 4,434 $ 12,020 $ 14,700 $ 118,194 As of June 30, 2016 , we had committed to provide loans to our students for approximately $139.9 million since inception. The following table summarizes the activity related to the balances outstanding under our proprietary loan program, including loans outstanding, interest and origination fees, which are not recognized in our condensed consolidated balance sheets. Amounts written off represent amounts which have been turned over to third party collectors; such amounts are not included within bad debt expense in our condensed consolidated statements of income (loss). Nine Months Ended June 30, 2016 2015 Balance at beginning of period $ 74,664 $ 70,759 Loans extended 13,483 14,326 Interest accrued 2,856 2,233 Amounts collected and recognized (5,341 ) (4,017 ) Amounts written off (11,113 ) (8,704 ) Balance at end of period $ 74,549 $ 74,597 |
Shareholders' Equity
Shareholders' Equity | 9 Months Ended |
Jun. 30, 2016 | |
Equity [Abstract] | |
Common Shareholders’ Equity | Shareholders’ Equity Common Stock Holders of our common stock are entitled to receive dividends when and as declared by our Board of Directors and have the right to one vote per share on all matters requiring shareholder approval. On October 5, 2015, December 18, 2015 and March 31, 2016, we paid cash dividends of $0.02 per share to common stockholders of record as of September 28, 2015, December 4, 2015 and March 21, 2016, respectively, totaling approximately $1.5 million . On June 9, 2016, our Board of Directors voted to eliminate the quarterly cash dividend on our common stock. Preferred Stock Preferred Stock consists of 10,000,000 authorized preferred shares of $0.0001 par value each. As of June 30, 2016 and September 30, 2015, 700,000 and 0 shares of Series A Convertible Preferred Stock (Series A Preferred Stock), respectively, were issued and outstanding. The liquidation preference associated with the Series A Preferred Stock was $100 per share at June 30, 2016. Series A Convertible Preferred Stock On June 24, 2016, we entered into a Securities Purchase Agreement (Purchase Agreement) with Coliseum Holdings I, LLC (Purchaser) to sell to the Purchaser 700,000 shares of Series A Preferred Stock for a total purchase price of $70.0 million . The proceeds from the offering are intended to be used to fund strategic long-term growth initiatives, including the expansion to new markets of campuses on a scale similar to our Long Beach, California and Dallas/Ft. Worth, Texas campuses and the creation of new programs in existing markets with under-utilized campus facilities. Additionally, we may use the proceeds to fund strategic acquisitions that complement our core business. The Series A Preferred Stock is perpetual, and therefore does not have a maturity date. In conjunction with this purchase, we incurred $1.2 million in stock issuance costs, which were recorded as a reduction of the additional paid-in capital associated with the Series A Preferred Stock. The description below provides a summary of certain material terms of the Series A Preferred Stock pursuant to the Purchase Agreement and set forth in the Certificate of Designations (Certificate) of the Series A Preferred Stock: Rank The Series A Preferred Stock will, with respect to dividend rights and rights upon liquidation, winding up or dissolution, rank senior to our common stock and each other junior class or series of shares that we may issue in the future. The Series A Preferred Stock will also rank junior to any future indebtedness. Dividends We may pay a cash dividend on each share of the Series A Preferred Stock at a rate of 7.5% per year on the liquidation preference then in effect (Cash Dividend). Such dividend shall be paid before any dividends would be declared or paid to common stockholders or other junior stockholders. If we do not pay a Cash Dividend, the liquidation preference shall be increased to an amount equal to the current liquidation preference in effect plus an amount reflecting that liquidation preference multiplied by the Cash Dividend rate then in effect plus 2.0% per year (Accrued Dividend). Cash Dividends are payable semi-annually in arrears on September 30 and March 31 of each year, and will begin to accrue on the first day of the applicable dividend period. We accrued Cash Dividends of $0.1 million at June 30, 2016. The Series A Preferred Stock includes participation rights such that, in the event that we pay a dividend or make a distribution on the outstanding common stock, we shall also pay to each holder of the Series A Preferred Stock a dividend on an as converted basis. If we are required to or elect to obtain stockholder and regulatory approval and if such approval is not obtained within the time periods set forth in the Certificate, the dividend rates with respect to the Cash Dividend and Accrued Dividend will be increased by 5.0% per year, not to exceed a maximum of 14.5% per year, subject to downward adjustment on obtaining the foregoing approvals. Liquidation Preference In the event of voluntary or involuntary liquidation, dissolution or winding up of our company, holders of the Series A Preferred Stock are entitled to receive, before any distribution or payment to the holders of any common or junior stock, an amount per share of Series A Preferred Stock equal to the liquidation preference then in effect, which would include any Accrued Dividends. Alternatively, the holder may choose to receive the amount that would be payable per share of common stock issued upon conversion of the Series A Preferred Stock immediately prior to such liquidation event. Mergers (regardless of whether we remain the surviving entity), sale of substantially all of our assets or any other recapitalization, reclassification or other transaction in which substantially all of our common stock is exchanged or converted into cash or other property are considered Deemed Liquidation Events. The agreement provides that, in the case of a Deemed Liquidation Event, each holder of Series A Preferred Stock shall be entitled to receive the liquidation amount they would receive under a normal liquidation event; however, the liquidation amount must be in the same form of consideration as is payable to the holders of our common stock. Voting Holders of shares of Series A Preferred Stock will be entitled to vote with the holders of shares of common stock on an as-converted basis. The holders of the Series A Preferred Stock may vote only to an extent not to exceed 4.99% of the aggregate voting power of all of our voting stock outstanding (Investor Voting Cap), until such time that we seek regulatory approval to remove this cap. Additionally, a majority of the voting power of the Series A Preferred Stock must approve certain significant actions, including, among others, the issuance of certain equity securities; the repurchase, redemption or acquisition of our common stock; the incurrence of debt; the payment of dividends or distributions to any junior stock prior to December 31, 2017; the consummation of certain acquisitions, mergers or other such transactions; and the sale of material assets. Coliseum Capital Management, LLC, an affiliate of the Purchaser, and its affiliates also beneficially owns 3,601,724 shares, or approximately 14.9%, of our common stock, as reported in a form 13D filed with the SEC on March 21, 2016. There is no voting limitation on this common stock. Conversion Conversion Rate and Conversion Price The conversion rate for the Series A Preferred Stock will be calculated by dividing the current liquidation preference by the conversion price then in effect. The initial conversion price for the Series A Preferred Stock is $3.33 per share. The conversion price is subject to adjustment upon the occurrence of certain common stock events, as defined in the Purchase Agreement, including stock splits, reverse stock splits or the issuance of common stock dividends. Optional Conversion by Purchaser Shares of Series A Preferred Stock are convertible in common stock at any time at the option of the holder. The Series A Preferred Stock may be converted only to the extent that the number of shares of common stock issued upon conversion does not exceed 4.99% of the total share of common stock outstanding on the issue date (Conversion Cap). The Conversion Cap was calculated to be 1,225,227 shares on the issue date of June 24, 2016, and may be removed upon common stockholder approval. Optional Conversion by Our Company If at any time following the third anniversary of the issuance of the Series A Preferred Stock, the volume weighted average price of our common stock equals or exceeds 2.5 times the conversion price of the Series A Preferred Stock for a period of 20 consecutive trading days (Conversion Trigger), we may, at our option and subject to obtaining any required stockholder and regulatory approvals, require that any or all of the then outstanding shares of Series A Preferred Stock be automatically converted into our common stock at the conversion rate. We may not elect such conversion during the closed trading window periods in which any director or executive officer of our company is prohibited by us to, directly or indirectly, purchase, sell or otherwise acquire or transfer any equity security of our company. If we are unable to obtain the necessary regulatory approvals to remove the Conversion Cap within 120 days of giving our notice of intent to convert, we will have the option to redeem all shares of the Series A Preferred Stock at a premium. Optional Special Dividend and Conversion on Certain Change of Control Upon a change of control, at the written election by holders of a majority of the then outstanding shares of Series A Preferred Stock, we shall declare and pay a special cash dividend in the amount equal to either 1.5 or 2.0 times the Cash Dividend rate, depending on the type of change in control, multiplied by the liquidation preference per share then in effect. Redemption at the Option of Our Company We have the ability to redeem the Series A Preferred Stock at any time after the third anniversary of the issue date, provided that the Conversion Trigger has not been met on the date of the redemption notice. Holders of the Series A Preferred Stock will be able to convert their shares into common stock if neither the Investor Voting Cap nor Conversion Cap is in effect. If they do not provide notice of conversion within 10 days of receipt of the redemption notice, the redemption will proceed at a price per share equal to the product of the current conversion rate and 2.5 times the conversion price. If either the Investor Voting Cap or Conversion Cap is in effect at the date of the notice of redemption, the holder may request that we obtain the necessary regulatory approval for its removal. After the tenth anniversary of the issue date, we have the ability to redeem the Series A Preferred Stock in whole or in part at any time. Holders of the Series A Preferred Stock will then be able to convert their shares into common stock if neither the Investor Voting Cap nor Conversion Cap is in effect. If they do not provide notice of conversion within 10 days of receipt of the redemption notice, the redemption will proceed at a price per share equal to the current liquidation preference. If either the Investor Voting Cap or Conversion Cap is in effect at the date of the notice of redemption, the holder may request that we obtain the necessary regulatory approval for its removal. Anti-dilution The conversion price of the Series A Preferred Stock is subject to certain customary anti-dilution protections should we effect certain common stock events, such as stock splits, stock dividends or subdivisions, reclassifications or combinations of our common stock. In such events, the conversion price will be adjusted in a proportionate manner to the change in outstanding share of common stock immediately preceding and immediately after the event. Reservation of Shares Issuable upon Conversion We are required, at all times, to reserve and keep available out of our authorized and unissued shares of common stock the number of shares that would be issuable upon conversion of all Series A Preferred Stock, assuming that the Conversion Cap does not apply. If this reserve is not sufficient at any point to allow for full conversion, we shall be required to take action to increase our pool of authorized but unissued shares. Under the Securities Act, we were not required to register the offer or sale of the Series A Preferred Stock to the Purchaser. In conjunction with the Purchase Agreement, the parties entered into a Registration Rights Agreement in order to grant the Purchaser certain demand and piggyback registration rights covering the purchased shares. In the event that the Purchaser requests such registration of the Series A Preferred Stock, the Registration Rights agreement provides that we shall bear all expenses associated with the registration, with the exception of underwriting discounts and commissions and brokerage fees. Share Repurchase Program On December 20, 2011, our Board of Directors authorized the repurchase of up to $25.0 million of our common stock in the open market or through privately negotiated transactions. The timing and actual number of shares purchased will depend on a variety of factors such as price, corporate and regulatory requirements and prevailing market conditions. We may terminate or limit the share repurchase program at any time without prior notice. We did not repurchase shares during the nine months ended June 30, 2016. As of June 30, 2016 , we have purchased 1,677,570 shares at an average price per share of $9.09 and a total cost of approximately $15.3 million under this program. Under the terms of the Purchase Agreement, stock purchases under this program require the approval of a majority of the voting power of the Series A Preferred Stock. Stockholder Rights Agreement On June 29, 2016, our Board of Directors authorized the adoption of a stockholder Rights Agreement to protect against any potential future use of coercive or abusive takeover techniques and to ensure that our stockholders are not deprived of the opportunity to realize the full and fair value of their investment. This agreement, which expires on June 28, 2017 , mitigates the risk of any person or group from acquiring beneficial ownership of 15% or more of our outstanding common stock, or, in the case of any person or group that already owns 15% or more of the outstanding common stock, an additional 0.25%. Under this agreement, our Board of Directors declared a dividend of one preferred stock purchase right for each outstanding share of common stock, payable to holders of record as of the close of business on July 11, 2016. Each right, which is exercisable only in the event of potential takeover, initially entitles the holder to purchase one one-thousandth of a share of a newly authorized series of participating preferred stock designated as Series E Junior Participating Preferred Stock , with a par value of $0.0001 per share and a purchase price of $9.00 per share, subject to adjustment. Each share of Series E Junior Participating Preferred Stock shall entitle the holder to 1,000 votes on all matters submitted to a vote of our stockholders. |
Earnings per Share
Earnings per Share | 9 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Earnings per Share Basic net income (loss) per share has historically been calculated by dividing net income (loss) attributable to common stock by the weighted average number of common shares outstanding for the period. Our Series A Preferred Stock is considered a participating security because, in the event that we pay a dividend or make a distribution on the outstanding common stock, we shall also pay each holder of the Series A Preferred Stock a dividend on an as-converted basis. As such, for periods subsequent to the issuance of the Series A Preferred Stock, we calculated basic earnings per share pursuant to the two-class method. The two-class method is an earnings allocation formula that determines earnings per share for common stock and participating securities according to dividend and participation rights in undistributed earnings. Under this method, all earnings, distributed and undistributed, are allocated to common shares and participating securities based on their respective rights to receive dividends. The Series A Preferred Stock is not included in the computation of basic income (loss) per share in periods in which we have a net loss, as the Series A Preferred Stock is not contractually obligated to share in our net losses. The two-class method was not applicable for the three months and nine months ended June 30, 2015. Diluted net income per share is calculated using the more dilutive of the as-converted or the two-class method. The two-class method assumes conversion of all potential shares other than the participating securities. Dilutive potential common shares include outstanding stock options, unvested restricted share awards and units and convertible preferred stock. The basic and diluted net income (loss) amounts are the same for the three months and nine months ended June 30, 2016 and for the three months ended June 30, 2015 as a result of the potentially dilutive securities being antidilutive due to a net loss. The following table summarizes the computation of basic and diluted income (loss) per share under the as-converted method: Three Months Ended June 30, Nine Months Ended June 30, 2016 2015 2016 2015 (In thousands) Income (loss) available for distribution $ (5,170 ) $ (2,975 ) $ (38,852 ) $ 674 Weighted average number of shares Basic shares outstanding 24,345 24,138 24,283 24,477 Dilutive effect related to employee stock plans — — — 119 Diluted shares outstanding 24,345 24,138 24,283 24,596 Net income (loss) per share - basic $ (0.21 ) $ (0.12 ) $ (1.60 ) $ 0.03 Net income (loss) per share - diluted $ (0.21 ) $ (0.12 ) $ (1.60 ) $ 0.03 The following table summarizes the potential weighted average shares of common stock that were excluded from the determination of our diluted shares outstanding as they were anti-dilutive: Three Months Ended June 30, Nine Months Ended June 30, 2016 2015 2016 2015 (In thousands) Outstanding stock-based grants 778 399 834 646 Convertible preferred stock 1,386 — 460 — 2,164 399 1,294 646 |
Segment Information
Segment Information | 9 Months Ended |
Jun. 30, 2016 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information Our principal business is providing postsecondary education. We also provide manufacturer-specific training and these operations are managed separately from our campus operations. These operations do not currently meet the quantitative criteria for segments and therefore are reflected in the Other category. Our equity method investments and other non-Postsecondary Education operations are also included within the Other category. Corporate expenses are allocated to Postsecondary Education and the Other category based on compensation expense. Depreciation and amortization includes amortization of assets subject to financing obligation. Summary information by reportable segment is as follows: Three Months Ended June 30, Nine Months Ended June 30, 2016 2015 2016 2015 Revenues Postsecondary Education $ 79,156 $ 82,098 $ 250,558 $ 263,101 Other 3,110 3,008 9,673 8,920 Consolidated $ 82,266 $ 85,106 $ 260,231 $ 272,021 Income (loss) from operations Postsecondary Education $ (4,297 ) $ (3,296 ) $ (10,206 ) $ 6,055 Other (1,153 ) (700 ) (3,207 ) (2,049 ) Consolidated $ (5,450 ) $ (3,996 ) (13,413 ) 4,006 Depreciation and amortization (1) Postsecondary Education $ 4,180 $ 4,678 $ 12,902 $ 14,327 Other 167 97 468 238 Consolidated $ 4,347 $ 4,775 $ 13,370 $ 14,565 Net income (loss) Postsecondary Education $ (4,426 ) $ (2,626 ) $ (37,366 ) $ 1,636 Other (643 ) (349 ) (1,385 ) (962 ) Consolidated $ (5,069 ) $ (2,975 ) $ (38,751 ) $ 674 June 30, 2016 September 30, 2015 Goodwill Postsecondary Education $ 8,222 $ 8,222 Other 783 — Consolidated $ 9,005 $ 8,222 Total assets Postsecondary Education $ 276,897 $ 266,922 Other 8,136 7,380 Consolidated $ 285,033 $ 274,302 (1) Excludes depreciation of training equipment obtained in exchange for services of $0.4 million and $0.3 million for the three months ended June 30, 2016 and 2015, respectively, and of $1.0 million and $0.9 million for the nine months ended June 30, 2016 and 2015, respectively. |
Acquisitions (Notes)
Acquisitions (Notes) | 9 Months Ended |
Jun. 30, 2016 | |
Acquisitions [Abstract] | |
Acquisitions [Text Block] | Acquisitions On February 9, 2016 , we entered into an agreement to acquire substantially all of the assets of BrokenMyth Studios, LLC (BMS), a New York-based full production studio that offers a variety of services, including system architecture design, application and website development, interactive media development and digital technical training for diesel, medical and industrial equipment companies. The cash purchase price for this transaction was $1.5 million and the acquisition includes potential contingent consideration payments in the future. The payment of the contingent consideration, which has a maximum value of $0.9 million , is based upon BMS’s achievement of certain operating income metrics over the three-year period following the date of acquisition. On the acquisition date, we estimated the fair value of the contingent consideration to be $0.2 million using a discounted cash flow valuation method encompassing unobservable inputs, including projected operating results for the performance period and the discount rate applied. As of June 30, 2016, we have recorded no changes to the estimated fair value of the contingent consideration. We incurred transaction costs of less than $0.1 million for this acquisition, which are included within selling, general and administrative expenses on our condensed consolidated statements of income (loss). We accounted for the acquisition as a business combination and allocated the purchase price to the assets acquired at fair value as summarized below: Purchase Price Allocation Useful Life (Years) BMS brand $ 488 5 Work in process 224 0.25 Customer relationships 250 5 Goodwill 783 Indefinite Total assets acquired 1,745 Less: Fair value of contingent consideration (245 ) Cash paid for acquisition (purchase price) $ 1,500 We determined the fair value of the assets acquired based on assumptions that reasonable market participants would use while employing the concept of highest and best use of each respective item. No liabilities were assumed in this transaction. The BMS brand intangible was valued using the relief-from-royalty method, which represents the benefit of owning the intangible as opposed to paying royalties for its use. The remaining intangibles were valued using income or replacement cost approaches. We determined that the acquired intangibles are finite-lived and we are amortizing them on a straight-line basis that reflects the pattern in which we expect the economic benefits of such assets to be consumed. Additionally, we recorded approximately $0.8 million in goodwill as a result of this acquisition, which is expected to be deductible for tax purposes. The goodwill is primarily attributable to future earnings potential and to other intangibles that do not qualify for separate recognition, such as assembled workforce. We have included BMS in our Other reportable segment. The operating results of BMS are included in our condensed consolidated financial statements from the date of the acquisition forward. We have not provided pro forma information or the revenue and operating results of the acquired entity because its results of operations are not material to our condensed consolidated results of operations. |
Government Regulation and Finan
Government Regulation and Financial Aid (Notes) | 9 Months Ended |
Jun. 30, 2016 | |
Government Regulation and Financial Aid [Abstract] | |
Government Regulation And Financial Aid [Text Block] | Government Regulation and Financial Aid In connection with the issuance of our Series A Preferred Stock in June 2016, we received a request from the U.S. Department of Education (ED) to provide a monthly student roster and a biweekly cash flow projection. We intend to comply with these reporting requirements. On June 16, 2016, ED published a notice of proposed rulemaking in the Federal Register proposing amendments to regulations regarding, among other things, the ability of borrowers to obtain discharges of their obligations to repay certain Title IV loans and the circumstances that require institutions to provide letters of credit or other financial protection to ED. The proposed regulations would: • establish amended procedures and standards for borrowers, either individually or as a group, to assert through an ED-administered process a defense to the borrowers’ obligation to repay certain Title IV loans based on certain acts or omissions of the institution. The regulations would also expand the types of defenses available for loans first disbursed on or after July 1, 2017. If ED approves the borrower’s defense to repayment through the applicable administrative process established in the proposed regulations, ED may discharge the borrower’s obligation to repay some or all of the borrower’s student loans and may initiate a separate proceeding to collect the discharged amounts from the institution. • expand the list of actions or events that would require an institution to provide ED with a letter of credit or other form of acceptable financial protection. The specified list of events is extensive and includes, among other triggers, the filing of certain lawsuits by the institution's oversight entities, the filing and non-dismissal of certain False Claims Act or private party lawsuits following a summary judgment motion, the settlement of or incurring of liabilities arising from certain lawsuits or administrative actions against the institution in excess of prescribed amounts, certain state or accrediting agency actions, certain defaults on loan agreements and obligations, failure to comply with the 90/10 Rule, certain amounts of students enrolled in programs that do not pass gainful employment measures, cohort default rates above prescribed thresholds, or an ED requirement that the institution repay losses from borrower defense claims in excess of prescribed amounts or other events described in the proposed regulations or that ED determines is reasonably likely to have a material adverse effect on the financial condition, business or results of operations of the institution. • require proprietary institutions with student loan repayment rates (as defined in the regulations) below prescribed thresholds to provide an ED-prepared warning to prospective and enrolled students, as well as placement of the warning on its website and in all promotional materials and advertisements. • prohibit certain contractual provisions regarding dispute resolution processes, such as mandatory pre-dispute arbitration agreements or class action waivers, and require certain notifications and disclosures by institutions regarding their use of arbitration. The proposed regulations are subject to further revision by ED following a notice and comment period. ED has indicated it intends to issue their final regulations on or before November 1, 2016 with an anticipated effective date of July 1, 2017. However, we cannot predict the publication or effective date of the final regulations, nor the form of the final regulations that may be adopted following the comment period. We will continue to monitor this activity. |
Investments (Tables)
Investments (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Amortized Cost and Fair Value of Held to Maturity Investments | Amortized cost and fair value for investments classified as held-to-maturity at June 30, 2016 were as follows: Estimated Amortized Gross Unrealized Fair Market Cost Gains Losses Value Due in less than 1 year: Municipal bonds $ 2,742 $ — $ — $ 2,742 Corporate bonds 1,360 — — 1,360 Certificates of deposit 747 — — 747 $ 4,849 $ — $ — $ 4,849 Amortized cost and fair value for investments classified as held-to-maturity at September 30, 2015 were as follows: Estimated Amortized Gross Unrealized Fair Market Cost Gains Losses Value Due in less than 1 year: Municipal bonds $ 13,117 $ 14 $ (1 ) $ 13,130 Corporate bonds 11,402 1 (10 ) 11,393 Certificates of deposit 3,567 — — 3,567 Due in 1 - 2 years: Municipal bonds 771 2 — 773 Corporate bonds 201 — — 201 Certificates of deposit 747 — — 747 $ 29,805 $ 17 $ (11 ) $ 29,811 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Summary of Fair Value of Our Money Market Mutual Funds, Municipal Bonds and Certificates of Deposit | Assets measured or disclosed at fair value on a recurring basis consisted of the following: Fair Value Measurements Using June 30, 2016 Quoted Prices Significant Significant Money market funds $ 99,176 $ 99,176 $ — $ — Corporate bonds 1,360 1,360 — — Municipal bonds 2,742 — 2,742 — Certificates of deposit 747 — 747 — Total assets at fair value on a recurring basis $ 104,025 $ 100,536 $ 3,489 $ — Fair Value Measurements Using September 30, 2015 Quoted Prices Significant Significant Money market funds $ 24,369 $ 24,369 $ — $ — Corporate bonds 11,594 11,594 — — Municipal bonds 13,903 — 13,903 — Certificates of deposit 4,314 — 4,314 — Total assets at fair value on a recurring basis $ 54,180 $ 35,963 $ 18,217 $ — |
Property and Equipment, net (Ta
Property and Equipment, net (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property and equipment, net | Property and equipment, net consisted of the following: Depreciable June 30, 2016 September 30, 2015 Land — $ 3,189 $ 3,189 Buildings and building improvements 30-35 78,817 79,555 Leasehold improvements 1-28 39,423 39,326 Training equipment 3-10 93,229 87,795 Office and computer equipment 3-10 37,787 38,776 Curriculum development 5 18,702 18,716 Software developed for internal use 3-5 11,865 11,859 Vehicles 5 1,237 1,233 Construction in progress — 1,622 3,941 285,871 284,390 Less accumulated depreciation and amortization (168,664 ) (160,246 ) $ 117,207 $ 124,144 |
Assets financed by financing obligations | The following amounts, which are included in the above table, represent assets financed by financing obligations resulting from the build-to-suit arrangements at our Lisle, Illinois and Long Beach, California campuses: June 30, 2016 September 30, 2015 Buildings and building improvements $ 45,816 $ 45,816 Less accumulated depreciation and amortization (5,492 ) (3,480 ) Assets financed by financing obligations, net $ 40,324 $ 42,336 |
Investment in Unconsolidated 26
Investment in Unconsolidated Affiliate (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Investment in Unconsolidated Affiliate [Abstract] | |
Equity Method Investments [Table Text Block] | Investment in unconsolidated affiliates consisted of the following: June 30, 2016 September 30, 2015 Carrying Value Ownership Percentage Carrying Value Ownership Percentage Investment in JV $ 4,023 27.972 % $ 3,986 27.972 % Investment in Pro-MECH $ 893 25.000 % $ — — Investment in unconsolidated affiliates included the following activity during the period: Nine Months Ended June 30, 2016 2015 Balance at beginning of period $ 3,986 $ 3,903 Investment in unconsolidated affiliate 1,000 — Equity in earnings of unconsolidated affiliates 290 393 Return of capital contribution from unconsolidated affiliates (359 ) (346 ) Equity interest in investee's unrealized gains (losses) on hedging derivatives, net of taxes (1 ) 19 Balance at end of period $ 4,916 $ 3,969 |
Accounts Payable and Accrued 27
Accounts Payable and Accrued Expenses (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Payables and Accruals [Abstract] | |
Accounts payable and accrued expenses | Accounts payable and accrued expenses consisted of the following: June 30, 2016 September 30, 2015 Accounts payable $ 7,323 $ 14,498 Accrued compensation and benefits 22,734 17,534 Other accrued expenses 7,348 10,588 $ 37,405 $ 42,620 |
Income Taxes (Tables)
Income Taxes (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | The components of income tax expense are as follows: Three Months Ended June 30, Nine Months Ended June 30, 2016 2015 2016 2015 Current expense (benefit) United States federal $ (1,012 ) $ 475 $ (4,388 ) $ 1,577 State (43 ) 242 127 799 Total current expense (benefit) (1,055 ) 717 (4,261 ) 2,376 Deferred (benefit) expense United States federal — (1,874 ) 24,877 176 State — (155 ) 3,051 8 Total deferred (benefit) expense — (2,029 ) 27,928 184 Total provision for income taxes $ (1,055 ) $ (1,312 ) $ 23,667 $ 2,560 |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | The income tax provision differs from the tax that would result from application of the statutory federal tax rate of 35% to pre-tax income for the period. The reasons for the differences are as follows: Three Months Ended June 30, Nine Months Ended June 30, 2016 2015 2016 2015 Income tax expense (benefit) at statutory rate $ (2,158 ) $ (1,500 ) $ (5,294 ) $ 1,132 State income taxes (benefits), net of federal tax benefit (242 ) 2 (400 ) 528 Deferred tax asset write-off related to share based compensation — 104 51 730 Increase in valuation allowance 1,407 — 29,356 — Other, net (62 ) 82 (46 ) 170 Total income tax expense (benefit) $ (1,055 ) $ (1,312 ) $ 23,667 $ 2,560 |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | The components of the deferred tax assets (liabilities) recorded in the accompanying consolidated balance sheets were as follows: June 30, September 30, 2016 2015 Gross deferred tax assets: Deferred compensation $ 1,636 $ 1,784 Reserves and accruals 5,569 5,395 Accrued tool sets 1,356 1,460 Deferred revenue 20,075 19,606 Deferred rent liability 1,385 1,939 Net operating loss carryovers 992 83 State tax credit carryforwards 323 310 Valuation allowance (29,173 ) (401 ) Total gross deferred tax assets 2,163 30,176 Gross deferred tax liabilities: Amortization of goodwill (3,140 ) (3,140 ) Depreciation and amortization of property and equipment (93 ) (421 ) Prepaid and other expenses deductible for tax (2,071 ) (1,828 ) Total gross deferred tax liabilities (5,304 ) (5,389 ) Net deferred tax assets (liabilities) $ (3,141 ) $ 24,787 |
Schedule of Valuation and Qualifying Accounts Disclosure [Text Block] | The following table summarizes the activity for the valuation allowance for the nine months ended June 30, 2016: Balance at Additions to Income Write-offs Balance at End of $ 401 $ 29,356 $ (584 ) $ 29,173 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Impact Of Proprietary Loan Program On Our Tuition Revenue And Interest Income Table [Text Block] | The following table summarizes the activity related to the balances outstanding under our proprietary loan program, including loans outstanding, interest and origination fees, which are not recognized in our condensed consolidated balance sheets. Amounts written off represent amounts which have been turned over to third party collectors; such amounts are not included within bad debt expense in our condensed consolidated statements of income (loss). Nine Months Ended June 30, 2016 2015 Balance at beginning of period $ 74,664 $ 70,759 Loans extended 13,483 14,326 Interest accrued 2,856 2,233 Amounts collected and recognized (5,341 ) (4,017 ) Amounts written off (11,113 ) (8,704 ) Balance at end of period $ 74,549 $ 74,597 |
Activity Related To Balances Outstanding Under Our Proprietary Loan Program Table [Text Block] | The following table summarizes the impact of the proprietary loan program on our tuition revenue and interest income during the period as well as on a cumulative basis at the end of each period in our condensed consolidated statements of income (loss). Tuition revenue and interest income excluded represents amounts which would have been recognized during the period had collectability of the related amounts been assured. Amounts collected and recognized represent actual cash receipts during the period. Three Months Ended June 30, Nine Months Ended June 30, Inception 2016 2015 2016 2015 Tuition and interest income excluded $ 5,197 $ 5,940 $ 17,361 $ 18,717 $ 137,454 Amounts collected and recognized (1,969 ) (1,506 ) (5,341 ) (4,017 ) (19,260 ) Net amount excluded during the period $ 3,228 $ 4,434 $ 12,020 $ 14,700 $ 118,194 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | The following table summarizes the potential weighted average shares of common stock that were excluded from the determination of our diluted shares outstanding as they were anti-dilutive: Three Months Ended June 30, Nine Months Ended June 30, 2016 2015 2016 2015 (In thousands) Outstanding stock-based grants 778 399 834 646 Convertible preferred stock 1,386 — 460 — 2,164 399 1,294 646 |
Summary of Calculation of Weighted Average Number of Shares Outstanding Used in Computing Basic and Diluted Net Income Loss Per Share | The following table summarizes the computation of basic and diluted income (loss) per share under the as-converted method: Three Months Ended June 30, Nine Months Ended June 30, 2016 2015 2016 2015 (In thousands) Income (loss) available for distribution $ (5,170 ) $ (2,975 ) $ (38,852 ) $ 674 Weighted average number of shares Basic shares outstanding 24,345 24,138 24,283 24,477 Dilutive effect related to employee stock plans — — — 119 Diluted shares outstanding 24,345 24,138 24,283 24,596 Net income (loss) per share - basic $ (0.21 ) $ (0.12 ) $ (1.60 ) $ 0.03 Net income (loss) per share - diluted $ (0.21 ) $ (0.12 ) $ (1.60 ) $ 0.03 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Segment Reporting [Abstract] | |
Summary of Information by Reportable Segment | Summary information by reportable segment is as follows: Three Months Ended June 30, Nine Months Ended June 30, 2016 2015 2016 2015 Revenues Postsecondary Education $ 79,156 $ 82,098 $ 250,558 $ 263,101 Other 3,110 3,008 9,673 8,920 Consolidated $ 82,266 $ 85,106 $ 260,231 $ 272,021 Income (loss) from operations Postsecondary Education $ (4,297 ) $ (3,296 ) $ (10,206 ) $ 6,055 Other (1,153 ) (700 ) (3,207 ) (2,049 ) Consolidated $ (5,450 ) $ (3,996 ) (13,413 ) 4,006 Depreciation and amortization (1) Postsecondary Education $ 4,180 $ 4,678 $ 12,902 $ 14,327 Other 167 97 468 238 Consolidated $ 4,347 $ 4,775 $ 13,370 $ 14,565 Net income (loss) Postsecondary Education $ (4,426 ) $ (2,626 ) $ (37,366 ) $ 1,636 Other (643 ) (349 ) (1,385 ) (962 ) Consolidated $ (5,069 ) $ (2,975 ) $ (38,751 ) $ 674 June 30, 2016 September 30, 2015 Goodwill Postsecondary Education $ 8,222 $ 8,222 Other 783 — Consolidated $ 9,005 $ 8,222 Total assets Postsecondary Education $ 276,897 $ 266,922 Other 8,136 7,380 Consolidated $ 285,033 $ 274,302 (1) Excludes depreciation of training equipment obtained in exchange for services of $0.4 million and $0.3 million for the three months ended June 30, 2016 and 2015, respectively, and of $1.0 million and $0.9 million for the nine months ended June 30, 2016 and 2015, respectively. |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Acquisitions [Abstract] | |
Acquisitions [Table Text Block] | We incurred transaction costs of less than $0.1 million for this acquisition, which are included within selling, general and administrative expenses on our condensed consolidated statements of income (loss). We accounted for the acquisition as a business combination and allocated the purchase price to the assets acquired at fair value as summarized below: Purchase Price Allocation Useful Life (Years) BMS brand $ 488 5 Work in process 224 0.25 Customer relationships 250 5 Goodwill 783 Indefinite Total assets acquired 1,745 Less: Fair value of contingent consideration (245 ) Cash paid for acquisition (purchase price) $ 1,500 |
Business Description (Narrative
Business Description (Narrative) (Details) | Jun. 30, 2016Campus |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of campuses through which undergraduate degree, diploma and certificate programs are offered | 12 |
Investments (Amortized Cost and
Investments (Amortized Cost and Fair Value of Held to Maturity Investments) (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Sep. 30, 2015 |
Schedule of Held-to-maturity Securities [Line Items] | ||
Amortized Cost | $ 4,849 | $ 29,805 |
Gross Unrealized Gains | 0 | 17 |
Gross Unrealized Losses | 0 | (11) |
Estimated Fair Market Value | 4,849 | 29,811 |
Municipal bonds, due in less than 1 year | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Amortized Cost | 2,742 | 13,117 |
Gross Unrealized Gains | 0 | 14 |
Gross Unrealized Losses | 0 | (1) |
Estimated Fair Market Value | 2,742 | 13,130 |
Corporate bonds, due in less than 1 year | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Amortized Cost | 1,360 | 11,402 |
Gross Unrealized Gains | 0 | 1 |
Gross Unrealized Losses | 0 | (10) |
Estimated Fair Market Value | 1,360 | 11,393 |
Certificates of deposit, due in less than 1 year | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Amortized Cost | 747 | 3,567 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Estimated Fair Market Value | $ 747 | 3,567 |
Municipal bonds, due in 1 - 2 years | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Amortized Cost | 771 | |
Gross Unrealized Gains | 2 | |
Gross Unrealized Losses | 0 | |
Estimated Fair Market Value | 773 | |
Corporate bonds due In 1 - 2 years | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Amortized Cost | 201 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | 0 | |
Estimated Fair Market Value | 201 | |
Certificates of deposit, due in 1- 2 years | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Amortized Cost | 747 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | 0 | |
Estimated Fair Market Value | $ 747 |
Fair Value Measurements (Assets
Fair Value Measurements (Assets Measured at Fair Value on a Recurring Basis) (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Jun. 30, 2016 | Sep. 30, 2015 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | $ 100,536 | $ 35,963 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | 99,176 | 24,369 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | 1,360 | 11,594 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Municipal bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | 0 | 0 |
Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | 3,489 | 18,217 |
Significant Other Observable Inputs (Level 2) | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | 0 | 0 |
Significant Other Observable Inputs (Level 2) | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | 0 | 0 |
Significant Other Observable Inputs (Level 2) | Municipal bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | 2,742 | 13,903 |
Significant Other Observable Inputs (Level 2) | Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | 747 | 4,314 |
Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Municipal bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | 0 | 0 |
Estimate of Fair Value Measurement [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | 104,025 | 54,180 |
Estimate of Fair Value Measurement [Member] | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | 99,176 | 24,369 |
Estimate of Fair Value Measurement [Member] | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | 1,360 | 11,594 |
Estimate of Fair Value Measurement [Member] | Municipal bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | 2,742 | 13,903 |
Estimate of Fair Value Measurement [Member] | Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | $ 747 | $ 4,314 |
Property and Equipment, net (Na
Property and Equipment, net (Narrative) (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Sep. 30, 2015 |
Property, Plant and Equipment [Line Items] | ||
Financing obligation, current | $ 867 | $ 737 |
Buildings and Building Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Buildings and building improvements | $ 45,816 | 45,816 |
Buildings and Building Improvements [Member] | Orlando Florida Campus | ||
Property, Plant and Equipment [Line Items] | ||
Financing obligation, current |
Property and Equipment, net (De
Property and Equipment, net (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 30, 2016 | Sep. 30, 2015 | |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 285,871 | $ 284,390 |
Less accumulated depreciation and amortization | (168,664) | (160,246) |
Property and equipment, net | 117,207 | 124,144 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 3,189 | 3,189 |
Buildings and Building Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 78,817 | 79,555 |
Buildings and Building Improvements [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable Lives | 30 years | |
Buildings and Building Improvements [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable Lives | 35 years | |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 39,423 | 39,326 |
Leasehold improvements [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable Lives | 1 year | |
Leasehold improvements [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable Lives | 28 years | |
Training equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 93,229 | 87,795 |
Training equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable Lives | 3 years | |
Training equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable Lives | 10 years | |
Office and computer equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 37,787 | 38,776 |
Office and computer equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable Lives | 3 years | |
Office and computer equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable Lives | 10 years | |
Software developed for internal use [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 11,865 | 11,859 |
Software developed for internal use [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable Lives | 3 years | |
Software developed for internal use [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable Lives | 5 years | |
Curriculum development [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable Lives | 5 years | |
Property and equipment, gross | $ 18,702 | 18,716 |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable Lives | 5 years | |
Property and equipment, gross | $ 1,237 | 1,233 |
Construction in progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 1,622 | $ 3,941 |
Property and Equipment, net Ass
Property and Equipment, net Assets Financed by Financing Obligations (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Sep. 30, 2015 |
Assets financed by financing obligations [Line Items] | ||
Less accumulated depreciation and amortization | $ (5,492) | $ (3,480) |
Assets financed by financing obligation, net | (40,324) | (42,336) |
Buildings and Building Improvements [Member] | ||
Assets financed by financing obligations [Line Items] | ||
Assets financed by financing obligations, gross | $ 45,816 | $ 45,816 |
Investment in Unconsolidated 39
Investment in Unconsolidated Affiliate Narrative (Details) - USD ($) $ in Thousands | 9 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | |
Schedule of Equity Method Investments [Line Items] | ||||
Investment in Unconsolidated Affiliate | $ 4,916 | $ 3,969 | $ 3,986 | $ 3,903 |
Investment in unconsolidated affiliates | 1,000 | $ 0 | ||
Investment in JV [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Investment in Unconsolidated Affiliate | $ 4,023 | $ 3,986 | ||
Investment in Unconsolidated Affiliate, Ownership Percentage | 27.972% | 27.972% | ||
Investment in Pro Mech [Member] | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Investment in Unconsolidated Affiliate | $ 893 | $ 0 | ||
Investment in Unconsolidated Affiliate, Ownership Percentage | 25.00% | 0.00% | ||
Investment in unconsolidated affiliates | $ 700 | |||
Conversion of note Receivable into Investment in Unconsolidated Affiliate | $ 300 |
Investment in Unconsolidated 40
Investment in Unconsolidated Affiliate (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | |
Schedule of Equity Method Investments [Line Items] | ||||||
Investment in Unconsolidated Affiliate | $ 4,916 | $ 3,969 | $ 4,916 | $ 3,969 | $ 3,986 | $ 3,903 |
Investment in unconsolidated affiliates | 1,000 | 0 | ||||
Equity in earnings of unconsolidated affiliates | 51 | 139 | 290 | 393 | ||
Return of capital contribution from unconsolidated affiliate | (359) | (346) | ||||
Equity interest in investee's unrealized gains on hedging derivatives, net of taxes | 0 | $ 2 | (1) | $ 19 | ||
Investment in JV [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Investment in Unconsolidated Affiliate | $ 4,023 | $ 4,023 | $ 3,986 | |||
Investment in Unconsolidated Affiliate, Ownership Percentage | 27.972% | 27.972% | 27.972% | |||
Investment in Pro Mech [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Investment in Unconsolidated Affiliate | $ 893 | $ 893 | $ 0 | |||
Investment in Unconsolidated Affiliate, Ownership Percentage | 25.00% | 25.00% | 0.00% | |||
Investment in unconsolidated affiliates | $ 700 |
Accounts Payable and Accrued 41
Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Sep. 30, 2015 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 7,323 | $ 14,498 |
Accrued compensation and benefits | 22,734 | 17,534 |
Other accrued expenses | 7,348 | 10,588 |
Accounts payable and accrued expenses, total | $ 37,405 | $ 42,620 |
Income Taxes Components of Inco
Income Taxes Components of Income Tax Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Components of income tax expense [Line Items] | ||||
Current Income Tax Expense (Benefit) | $ (1,055) | $ 717 | $ (4,261) | $ 2,376 |
Deferred income taxes | 0 | (2,029) | 27,928 | 184 |
Income tax expense (benefit) | (1,055) | (1,312) | 23,667 | 2,560 |
UNITED STATES | ||||
Components of income tax expense [Line Items] | ||||
Current Income Tax Expense (Benefit) | (1,012) | 475 | (4,388) | 1,577 |
Deferred income taxes | 0 | (1,874) | 24,877 | 176 |
State and Local Jurisdiction [Member] | ||||
Components of income tax expense [Line Items] | ||||
Current Income Tax Expense (Benefit) | (43) | 242 | 127 | 799 |
Deferred income taxes | $ 0 | $ (155) | $ 3,051 | $ 8 |
Income Taxes Reconciliation of
Income Taxes Reconciliation of Tax Rate (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | ||||
Income tax expense at statutory rate | $ (2,158) | $ (1,500) | $ (5,294) | $ 1,132 |
State income taxes (benefits), net of federal tax benefit | (242) | 2 | (400) | 528 |
Deferred tax asset write-off related to share based compensation | 0 | 104 | 51 | 730 |
Increase in valuation allowance | 1,407 | 0 | 29,356 | 0 |
Other, net | (62) | 82 | (46) | 170 |
Income tax expense (benefit) | $ (1,055) | $ (1,312) | $ 23,667 | $ 2,560 |
Income Taxes Components of Defe
Income Taxes Components of Deferred Tax Assets (Liabilities) (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Sep. 30, 2015 |
Income Tax Disclosure [Abstract] | ||
Deferred compensation | $ 1,636 | $ 1,784 |
Reserves and accruals | 5,569 | 5,395 |
Accrued tool sets | 1,356 | 1,460 |
Deferred revenue | 20,075 | 19,606 |
Deferred rent liability | 1,385 | 1,939 |
Net operating loss carryovers | 992 | 83 |
State tax credit carryforwards | 323 | 310 |
Valuation Allowance | (29,173) | (401) |
Total gross deferred tax assets | 2,163 | 30,176 |
Amortization of goodwill | (3,140) | (3,140) |
Depreciation and amortization of property and equipment | (93) | (421) |
Prepaid and other expenses deductible for tax | (2,071) | (1,828) |
Total gross deferred tax liabilities | (5,304) | (5,389) |
Net deferred tax assets (liabilities) | $ (3,141) | |
Deferred Tax Assets, Net | $ 24,787 |
Income Taxes Summary of Valuati
Income Taxes Summary of Valuation Allowance (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 30, 2016 | Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | ||
Valuation Allowances and Reserves, Balance | $ 29,173 | $ 401 |
Valuation Allowances and Reserves, Period Increase (Decrease) | 29,356 | |
Valuation Allowances and Reserves, Deductions | $ (584) |
Income Taxes Narrative (Details
Income Taxes Narrative (Details) $ in Thousands | 9 Months Ended |
Jun. 30, 2016USD ($)Rate | |
Income Tax Disclosure [Abstract] | |
Valuation Allowances and Reserves, Period Increase (Decrease) | $ 29,356 |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | Rate | 40.00% |
Valuation Allowances and Reserves, Deductions | $ 584 |
Commitments and Contingencies47
Commitments and Contingencies (Narrative) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Commitments and Contingencies (Textual) [Abstract] | |||
Amount Of Loans Committed To Provide | $ 139.9 | ||
Loan Processing Fee | $ 300,000 | $ 1,100,000 | $ 1,100,000 |
Commitments and Contingencies S
Commitments and Contingencies Schedule Of Impact Of Proprietary Loan Program On Our Tuition Revenue And Interest Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 97 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | |
Schedule of Impact of Proprietary Loan Program on our Tuition Revenue and Interest Income [Abstract] | |||||
Tuition and interest income excluded | $ 5,197 | $ 5,940 | $ 17,361 | $ 18,717 | $ 137,454 |
Amounts collected and recognized | (1,969) | (1,506) | (5,341) | (4,017) | (19,260) |
Amounts written off | (11,113) | (8,704) | |||
Net amount excluded during the period | $ 3,228 | $ 4,434 | $ 12,020 | $ 14,700 | $ 118,194 |
Commitments and Contingencies B
Commitments and Contingencies Balances Outstanding under Proprietary Loan Program (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 97 Months Ended | ||||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Activity Related to Balances Outstanding under our Proprietary Loan Program [Abstract] | |||||||
Amounts Outstanding Under Our Proprietary Loan Program | $ 74,549 | $ 74,597 | $ 74,549 | $ 74,597 | $ 74,549 | $ 74,664 | $ 70,759 |
Loans extended | 13,483 | 14,326 | |||||
Interest accrued | 2,856 | 2,233 | |||||
Amounts collected and recognized | $ (1,969) | $ (1,506) | (5,341) | (4,017) | $ (19,260) | ||
Amounts written off | $ (11,113) | $ (8,704) |
Shareholders' Equity Shareholde
Shareholders' Equity Shareholders' Equity - Additional Information (Details) $ / shares in Units, $ in Thousands | Jul. 11, 2016$ / shares | Mar. 31, 2016$ / shares | Dec. 18, 2015$ / shares | Oct. 05, 2015$ / shares | Jun. 30, 2016USD ($)$ / sharesshares | Jun. 30, 2015USD ($) | Jun. 30, 2016USD ($)$ / sharesshares | Jun. 24, 2016shares | Sep. 30, 2015USD ($)$ / sharesshares | Dec. 20, 2011USD ($) |
Stockholders Equity Note [Line Items] | ||||||||||
Number of voting rights per share, common stock | 1 | |||||||||
Common stock dividends declared, per share | $ / shares | $ 0.02 | $ 0.02 | $ 0.02 | |||||||
Common stock cash dividends | $ 972 | |||||||||
Preferred stock, shares authorized | shares | 10,000,000 | 10,000,000 | 10,000,000 | |||||||
Preferred stock, par value | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||||
Preferred stock, shares issued | shares | 700,000 | 700,000 | 0 | |||||||
Payments of Stock Issuance Costs | $ 1,200 | |||||||||
Dividends Payable | $ 101 | $ 0 | $ 101 | $ 485 | ||||||
Nature of Common Ownership or Management Control Relationships | Coliseum Capital Management, LLC, an affiliate of the Purchaser, and its affiliates also beneficially owns 3,601,724 shares, or approximately 14.9%, of our common stock, as reported in a form 13D filed with the SEC on March 21, 2016. | |||||||||
Repurchase of common stock authorized by Board of Directors | $ 25,000 | |||||||||
Purchased shares | shares | 1,677,570 | |||||||||
Average price per share | $ / shares | $ 9.09 | |||||||||
Aggregate cost of treasury stock repurchased during the period | $ 15,300 | |||||||||
RightsExpirationDate | Jun. 28, 2017 | |||||||||
Series A Preferred Stock [Member] | ||||||||||
Stockholders Equity Note [Line Items] | ||||||||||
Preferred stock, shares issued | shares | 700,000 | 700,000 | 0 | |||||||
Preferred Stock, Liquidation Preference Per Share | $ / shares | $ 100 | $ 100 | ||||||||
Preferred Stock, Dividend Rate, Percentage | 7.50% | |||||||||
Preferred Stock, Dividend Payment Rate, Variable | If we do not pay a Cash Dividend, the liquidation preference shall be increased to an amount equal to the current liquidation preference in effect plus an amount reflecting that liquidation preference multiplied by the Cash Dividend rate then in effect plus 2.0% per year (Accrued Dividend). | |||||||||
Preferred Stock Voting Cap | 4.99% | |||||||||
Convertible Preferred Stock, Terms of Conversion | 3.33 | |||||||||
Conversion cap, percentage | 4.99% | 4.99% | ||||||||
Conversion cap, shares | shares | 1,225,227 | |||||||||
Preferred Stock | ||||||||||
Stockholders Equity Note [Line Items] | ||||||||||
Proceeds from Issuance of Preferred Stock and Preference Stock | $ 70,000 | |||||||||
Common Stock | ||||||||||
Stockholders Equity Note [Line Items] | ||||||||||
Common stock cash dividends | $ 1,500 | |||||||||
Subsequent Event [Member] | ||||||||||
Stockholders Equity Note [Line Items] | ||||||||||
NumberOfRightsForEachOutstandingShare | 1 | |||||||||
Subsequent Event [Member] | Series E Preferred Stock [Member] | ||||||||||
Stockholders Equity Note [Line Items] | ||||||||||
Preferred stock, par value | $ / shares | $ 0.0001 | |||||||||
RightToPurchaseShareOfPreferredStock | Each right, which is exercisable only in the event of potential takeover, initially entitles the holder to purchase one one-thousandth of a share of a newly authorized series of participating preferred stock designated as Series E Junior Participating Preferred Stock | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 9 | |||||||||
Preferred Stock, Voting Rights | 1,000 |
Earnings per Share (Narrative)
Earnings per Share (Narrative) (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Earnings Per Share [Abstract] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,164,000 | 399,000 | 1,294,000 | 646,000 |
Earnings per Share (Calculation
Earnings per Share (Calculation of the Weighted Average Number of Shares Outstanding) (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Weighted average number of shares | ||||
Basic | 24,345 | 24,138 | 24,283 | 24,477 |
Incremental Common Shares Attributable to Dilutive Effect of Share-based Payment Arrangements | 0 | 0 | 0 | 119 |
Diluted | 24,345 | 24,138 | 24,283 | 24,596 |
Earnings per Share Schedule of
Earnings per Share Schedule of antidilutive securities (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,164,000 | 399,000 | 1,294,000 | 646,000 |
Restricted Stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 778,000 | 399,000 | 834,000 | 646,000 |
Convertible Preferred Stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,386,000 | 0 | 460,000 | 0 |
Earnings per Share calculation
Earnings per Share calculation of earnings per share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||
Net Income (Loss) Available to Common Stockholders, Basic | $ (5,170) | $ (2,975) | $ (38,852) | $ 674 |
Weighted Average Number of Shares Outstanding, Basic | 24,345 | 24,138 | 24,283 | 24,477 |
Incremental Common Shares Attributable to Dilutive Effect of Share-based Payment Arrangements | 0 | 0 | 0 | 119 |
Weighted Average Number of Shares Outstanding, Diluted | 24,345 | 24,138 | 24,283 | 24,596 |
Net income (loss) per share - basic | $ (0.21) | $ (0.12) | $ (1.60) | $ 0.03 |
Net income (loss) per share - diluted | $ (0.21) | $ (0.12) | $ (1.60) | $ 0.03 |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Sep. 30, 2015 | |
Segment Reporting Information [Line Items] | |||||
Depreciation on training equipment obtained in exchange for services | $ 400 | $ 300 | $ 1,000 | $ 886 | |
Revenues | |||||
Revenues | 82,266 | 85,106 | 260,231 | 272,021 | |
Income (loss) from operations | |||||
Income (loss) from operations | (5,450) | (3,996) | (13,413) | 4,006 | |
Depreciation and amortization | |||||
Depreciation and amortization | 11,358 | 13,169 | |||
Total Depreciation and Amortization | 4,347 | 4,775 | 13,370 | 14,565 | |
Net income (loss) | |||||
Net income (loss) | (5,069) | (2,975) | (38,751) | 674 | |
Goodwill | |||||
Goodwill | 9,005 | 9,005 | $ 8,222 | ||
Assets | |||||
Total assets | 285,033 | 285,033 | 274,302 | ||
Postsecondary education | |||||
Revenues | |||||
Revenues | 79,156 | 82,098 | 250,558 | 263,101 | |
Income (loss) from operations | |||||
Income (loss) from operations | (4,297) | (3,296) | (10,206) | 6,055 | |
Depreciation and amortization | |||||
Depreciation and amortization | 4,180 | 4,678 | 12,902 | 14,327 | |
Net income (loss) | |||||
Net income (loss) | (4,426) | (2,626) | (37,366) | 1,636 | |
Goodwill | |||||
Goodwill | 8,222 | 8,222 | 8,222 | ||
Assets | |||||
Total assets | 276,897 | 276,897 | 266,922 | ||
Other | |||||
Revenues | |||||
Revenues | 3,110 | 3,008 | 9,673 | 8,920 | |
Income (loss) from operations | |||||
Income (loss) from operations | (1,153) | (700) | (3,207) | (2,049) | |
Depreciation and amortization | |||||
Depreciation and amortization | 167 | 97 | 468 | 238 | |
Net income (loss) | |||||
Net income (loss) | (643) | $ (349) | (1,385) | $ (962) | |
Goodwill | |||||
Goodwill | 783 | 783 | 0 | ||
Assets | |||||
Total assets | $ 8,136 | $ 8,136 | $ 7,380 |
Acquisitions Narrative (Details
Acquisitions Narrative (Details) - USD ($) $ in Thousands | Feb. 09, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 |
Business Acquisition [Line Items] | ||||||
Business Acquisition, Effective Date of Acquisition | Feb. 9, 2016 | |||||
Selling, general and administrative | $ 40,672 | $ 41,412 | $ 127,178 | $ 124,352 | ||
Acquisitions | $ 1,500 | $ 1,500 | $ 0 | |||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 900 | |||||
Business Combination, Contingent Consideration, Liability | 245 | |||||
BrokenMyth Studios, LLC [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Selling, general and administrative | $ 100 |
Acquisitions (Details)
Acquisitions (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Jun. 30, 2016 | Mar. 31, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Sep. 30, 2015 | |
Schedule of Acquisitions [Line Items] | ||||||
Other assets | $ 13,147 | $ 13,147 | $ 11,912 | |||
Prepaid expenses and other current assets | 19,293 | 19,293 | 17,761 | |||
Total assets | 285,033 | 285,033 | 274,302 | |||
Selling, general and administrative | 40,672 | $ 41,412 | 127,178 | $ 124,352 | ||
Acquisitions | $ 1,500 | 1,500 | $ 0 | |||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 900 | |||||
Business Combination, Contingent Consideration, Liability | $ (245) | |||||
Goodwill | 9,005 | 9,005 | $ 8,222 | |||
Brand [Member] | ||||||
Schedule of Acquisitions [Line Items] | ||||||
Finite-Lived Intangible Asset, Useful Life | 5 years | |||||
Work in Process [Member] | ||||||
Schedule of Acquisitions [Line Items] | ||||||
Finite-Lived Intangible Asset, Useful Life | 3 months | |||||
Customer Relationships [Member] | ||||||
Schedule of Acquisitions [Line Items] | ||||||
Finite-Lived Intangible Asset, Useful Life | 5 years | |||||
BrokenMyth Studios, LLC [Member] | ||||||
Schedule of Acquisitions [Line Items] | ||||||
Total assets | $ 1,745 | |||||
Selling, general and administrative | 100 | |||||
Goodwill | $ 800 | 783 | $ 800 | |||
BrokenMyth Studios, LLC [Member] | Brand [Member] | ||||||
Schedule of Acquisitions [Line Items] | ||||||
Other assets | 488 | |||||
BrokenMyth Studios, LLC [Member] | Work in Process [Member] | ||||||
Schedule of Acquisitions [Line Items] | ||||||
Prepaid expenses and other current assets | 224 | |||||
BrokenMyth Studios, LLC [Member] | Customer Relationships [Member] | ||||||
Schedule of Acquisitions [Line Items] | ||||||
Other assets | $ 250 |