Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Sep. 30, 2016 | Nov. 21, 2016 | Mar. 31, 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-K | ||
Document Period End Date | Sep. 30, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 24,624,434 | ||
Trading Symbol | UTI | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 91,700,000 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2016 | Sep. 30, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 119,045 | $ 29,438 |
Restricted cash | 5,956 | 5,824 |
Investments, current portion | 1,691 | 28,086 |
Receivables, net | 15,253 | 22,409 |
Deferred tax assets, net | 0 | 4,539 |
Prepaid expenses and other current assets | 20,004 | 17,761 |
Total current assets | 161,949 | 108,057 |
Investments, less current portion | 0 | 1,719 |
Property and equipment, net | 114,033 | 124,144 |
Goodwill | 9,005 | 8,222 |
Deferred tax assets, net | 0 | 20,248 |
Other assets | 12,172 | 11,912 |
Total assets | 297,159 | 274,302 |
Current liabilities: | ||
Accounts payable and accrued expenses | 42,545 | 42,620 |
Dividends payable | 0 | 485 |
Deferred revenue | 44,491 | 44,693 |
Accrued tool sets | 2,938 | 3,624 |
Financing obligation, current | 913 | 737 |
Income tax payable | 0 | 1,187 |
Other current liabilities | 3,673 | 3,148 |
Total current liabilities | 94,560 | 96,494 |
Deferred tax liabilities, net | 3,141 | 0 |
Deferred rent liability | 8,987 | 10,822 |
Financing obligation | 43,141 | 44,053 |
Other liabilities | 10,716 | 9,458 |
Total liabilities | 160,545 | 160,827 |
Commitments and contingencies (Note 14) | ||
Shareholders' equity: | ||
Common stock, $0.0001 par value, 100,000,000 shares authorized, 31,489,331 shares issued and 24,624,434 shares outstanding as of September 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 September 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 | 182,615 | 178,202 |
Paid-in capital - preferred | 68,820 | 0 |
Treasury stock, at cost, 6,864,897 shares as of September 30, 2016 and September 30, 2015 | (97,388) | (97,388) |
Retained earnings (deficit) | (17,454) | 32,638 |
Accumulated other comprehensive income (loss) | 18 | 20 |
Total shareholders' equity | 136,614 | 113,475 |
Total liabilities and shareholders' equity | $ 297,159 | $ 274,302 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 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 | 31,489,331 | 31,098,193 |
Common stock, shares outstanding | 24,624,434 | 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 |
CONSOLIDATED INCOME STATEMENTS
CONSOLIDATED INCOME STATEMENTS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Revenues | $ 347,146 | $ 362,674 | $ 378,393 |
Operating expenses: | |||
Educational services and facilities | 194,395 | 194,416 | 200,054 |
Selling, general and administrative | 171,374 | 165,124 | 172,002 |
Goodwill impairment | 0 | 12,357 | 0 |
Total operating expenses | 365,769 | 371,897 | 372,056 |
Income (loss) from operations | (18,623) | (9,223) | 6,337 |
Other income: | |||
Interest income | 243 | 215 | 223 |
Interest expense | (3,439) | (2,340) | (1,847) |
Equity in earnings of unconsolidated affiliate | 342 | 527 | 471 |
Other income | (49) | 140 | 563 |
Total other expense, net | (2,903) | (1,458) | (590) |
Income (loss) before income taxes | (21,526) | (10,681) | 5,747 |
Income tax expense (benefit) | 26,170 | (1,532) | 3,710 |
Net income (loss) | (47,696) | (9,149) | 2,037 |
Preferred stock dividends | 1,424 | 0 | 0 |
Income (loss) available for distribution | $ (49,120) | $ (9,149) | $ 2,037 |
Earnings per share: | |||
Net income (loss) per share - basic | $ (2.02) | $ (0.38) | $ 0.08 |
Net income (loss) per share - diluted | $ (2.02) | $ (0.38) | $ 0.08 |
Weighted average number of shares outstanding: | |||
Basic | 24,313 | 24,391 | 24,640 |
Diluted | 24,313 | 24,391 | 24,920 |
Cash dividends declared per common share | $ 0.04 | $ 0.32 | $ 0.40 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (UNAUDITED) Statement - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Net income (loss) | $ (47,696) | $ (9,149) | $ 2,037 |
Equity interest in investee's unrealized gains on hedging derivatives, net of taxes | (2) | 20 | 0 |
Comprehensive income (loss) | $ (47,698) | $ (9,129) | $ 2,037 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) shares in Thousands | Total | Common Stock | Paid-in Capital | Treasury Stock | Retained Earnings | AOCI Attributable to Parent [Member] | Series A Preferred Stock | Series A Preferred StockPaid-in Capital |
Beginning Balance, shares at Sep. 30, 2013 | 30,536 | 5,892 | 0 | |||||
Beginning Balance at Sep. 30, 2013 | $ 139,164,000 | $ 3,000 | $ 171,087,000 | $ (89,346,000) | $ 57,420,000 | $ 0 | ||
Net income (loss) | (2,037,000) | (2,037,000) | ||||||
Issuance of common stock under employee plans, shares | 453 | |||||||
Issuance of common stock under employee plans | 0 | $ 0 | 0 | |||||
Shares withheld for payroll taxes, shares | (151) | 0 | ||||||
Shares withheld for payroll taxes | (1,639,000) | $ 0 | (1,639,000) | $ 0 | ||||
Tax benefit from employee stock plans | (945,000) | (945,000) | ||||||
Stock-based compensation | 5,873,000 | 5,873,000 | ||||||
Shares repurchased, shares | 121 | |||||||
Shares repurchased | (1,423,000) | $ (1,423,000) | ||||||
Common stock cash dividends declared | (9,875,000) | (9,875,000) | ||||||
Equity interest in investee's unrealized gains on hedging derivatives, net of taxes | 0 | |||||||
Ending Balance, shares at Sep. 30, 2014 | 30,838 | 6,013 | 0 | |||||
Ending Balance at Sep. 30, 2014 | 133,192,000 | $ 3,000 | 174,376,000 | $ (90,769,000) | 49,582,000 | $ 0 | ||
Net income (loss) | 9,149,000 | 9,149,000 | ||||||
Issuance of common stock under employee plans, shares | 383 | |||||||
Issuance of common stock under employee plans | 0 | $ 0 | 0 | |||||
Shares withheld for payroll taxes, shares | (123) | |||||||
Shares withheld for payroll taxes | (519,000) | $ 0 | (519,000) | |||||
Stock-based compensation | 4,345,000 | 4,345,000 | ||||||
Shares repurchased, shares | 852 | |||||||
Shares repurchased | (6,619,000) | $ (6,619,000) | ||||||
Common stock cash dividends declared | (7,795,000) | (7,795,000) | ||||||
Equity interest in investee's unrealized gains on hedging derivatives, net of taxes | 20,000 | |||||||
Ending Balance, shares at Sep. 30, 2015 | 31,098 | 6,865 | 0 | |||||
Ending Balance at Sep. 30, 2015 | 113,475,000 | $ 3,000 | 178,202,000 | $ (97,388,000) | 32,638,000 | $ 20,000 | $ 0 | $ 0 |
Net income (loss) | 47,696,000 | 47,696,000 | ||||||
Stock Issued During Period, Shares, New Issues | 700 | |||||||
Adjustments to Additional Paid in Capital, Increase in Carrying Amount of Redeemable Preferred Stock | $ 68,820,000 | 68,820,000 | ||||||
Issuance of common stock under employee plans, shares | 565 | |||||||
Issuance of common stock under employee plans | 0 | $ 0 | 0 | |||||
Shares withheld for payroll taxes, shares | (174) | |||||||
Shares withheld for payroll taxes | (394,000) | $ 0 | (394,000) | |||||
Stock-based compensation | 4,807,000 | 4,807,000 | ||||||
Common stock cash dividends declared | (972,000) | $ (1,500,000) | (972,000) | |||||
Dividends, Preferred Stock, Cash | (1,400,000) | (1,424,000) | ||||||
Equity interest in investee's unrealized gains on hedging derivatives, net of taxes | (2,000) | |||||||
Ending Balance, shares at Sep. 30, 2016 | 31,489 | 6,865 | 700 | |||||
Ending Balance at Sep. 30, 2016 | $ 136,614,000 | $ 3,000 | $ 182,615,000 | $ (97,388,000) | $ (17,454,000) | $ 18,000 | $ 0 | $ 68,820,000 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows from operating activities: | |||
Net income (loss) | $ (47,696) | $ (9,149) | $ 2,037 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 15,067 | 17,294 | 18,923 |
Amortization of assets subject to financing obligation | 2,682 | 1,861 | 1,551 |
Amortization of held-to-maturity investments | 405 | 1,627 | 2,393 |
Goodwill impairment | 0 | 12,357 | 0 |
Impairment of investment in unconsolidated affiliate | 815 | 0 | 0 |
Bad debt expense | 1,153 | 1,589 | 3,972 |
Stock-based compensation | 4,904 | 4,265 | 5,721 |
Excess tax benefit from stock-based compensation | 0 | 0 | (85) |
Deferred income taxes | 27,928 | (5,394) | (4,050) |
Equity in earnings of unconsolidated affiliate | (342) | (527) | (471) |
Training equipment credits earned, net | (1,176) | (899) | (1,002) |
Other Noncash Income (Expense) | (24) | (24) | (402) |
Changes in assets and liabilities: | |||
Restricted cash: Title IV credit balances | 165 | 60 | 230 |
Receivables | 8,202 | (11,443) | (2,701) |
Prepaid expenses and other current assets | (2,009) | (1,065) | (767) |
Other assets | (127) | (677) | (514) |
Accounts payable and accrued expenses | 1,855 | 2,705 | (1,859) |
Deferred revenue | (202) | (1,672) | (660) |
Income tax payable/receivable | (3,394) | (3,149) | 4,053 |
Accrued tool sets and other current liabilities | 489 | 1,678 | 530 |
Deferred rent liability | (1,835) | (753) | (1,610) |
Other liabilities | 476 | (490) | 963 |
Net cash provided by operating activities | 7,384 | 8,242 | 27,056 |
Cash flows from investing activities: | |||
Purchase of property and equipment | (7,495) | (29,030) | (12,024) |
Proceeds from disposal of property and equipment | 22 | 3 | 42 |
Purchase of investments | 0 | (26,061) | (61,729) |
Proceeds received upon maturity of investments | 27,709 | 51,792 | 63,892 |
Acquisitions | 1,500 | 0 | 0 |
Investment in joint venture | 1,000 | 0 | 0 |
Capitalized costs for intangible assets | (575) | (453) | 0 |
Return of capital contribution from unconsolidated affiliate | 475 | 464 | 568 |
Restricted cash: proprietary loan program | (289) | 607 | 49 |
Net cash provided by (used in) investing activities | 17,347 | (2,678) | (9,202) |
Cash flows from financing activities: | |||
Proceeds from sale of preferred stock, net of issuance costs paid | 68,886 | 0 | 0 |
Payment of preferred stock dividend | (1,424) | 0 | 0 |
Payment of common stock dividends | 1,457 | 7,310 | 9,875 |
Repayment of financing obligation | (736) | (663) | (613) |
Payment of payroll taxes on stock-based compensation through shares withheld | (393) | (519) | (1,639) |
Excess tax benefit from stock-based compensation | 0 | 0 | 85 |
Purchase of treasury stock | 0 | (6,619) | (1,423) |
Net cash used in financing activities | 64,876 | (15,111) | (13,465) |
Net increase (decrease) in cash and cash equivalents | 89,607 | (9,547) | 4,389 |
Cash and cash equivalents, beginning of period | 29,438 | 38,985 | 34,596 |
Cash and cash equivalents, end of period | 119,045 | 29,438 | 38,985 |
Supplemental disclosure of cash flow information: | |||
Taxes paid | 1,636 | 7,010 | 3,771 |
Interest Paid | 3,439 | 2,340 | 1,967 |
Training equipment obtained in exchange for services | 2,738 | 969 | 2,473 |
Depreciation of training equipment obtained in exchange for services | 1,342 | 1,168 | 1,215 |
Change in accrued capital expenditures during the period | 1,792 | 435 | 820 |
Construction period construction liability - construction in progress | 0 | 0 | 7,120 |
Construction period financing obligation-building | 0 | (4,825) | 4,825 |
Construction liability recognized as financing obligation | 0 | 12,316 | 33,500 |
Stock based compensation classified as liability instruments | 175 | 0 | 0 |
Vesting of stock based compensation liability | $ 78 | $ 80 | $ 152 |
Business Description
Business Description | 12 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business Description | Business Description Universal Technical Institute, Inc. (“UTI” or, collectively, “we”, "us" and “our”) provides postsecondary education for students seeking careers as professional automotive, diesel, collision repair, motorcycle and marine technicians. We offer undergraduate degree or diploma programs at 12 campuses and advanced training programs that are sponsored by the manufacturer or dealer at certain campuses and dedicated training centers. We work closely with leading original equipment manufacturers 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 (HEA), as well as various veterans benefits programs. For further discussion, see Concentration of Risk under Note 2 and Note 19 “Governmental Regulation and Financial Aid”. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Principles of Consolidation The accompanying consolidated financial statements include the accounts of UTI and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated. Use of Estimates The preparation of financial statements in accordance with accounting principles generally accepted in the United States requires management to make certain estimates and assumptions. Such estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses and related disclosures of contingent assets and liabilities. On an ongoing basis, we evaluate our estimates and assumptions, including those related to revenue recognition, our proprietary loan program, allowance for uncollectible accounts, investments, property and equipment, goodwill recoverability, self-insurance claim liabilities, income taxes, contingencies and stock-based compensation. We base our estimates on historical experience and on various other assumptions that we believe are reasonable under the circumstances. The results of our analysis form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions, and the impact of such differences may be material to our consolidated financial statements. Revenue Recognition Revenues consist primarily of student tuition and fees derived from the programs we provide after reductions are made for discounts and scholarships we sponsor, refunds for students who withdraw from our programs prior to specified dates and the portion of tuition students have funded through our proprietary loan program for which payment has not been received. Tuition and fee revenue is recognized ratably over the term of the course or program offered. Approximately 98% of our revenues for each of the years ended September 30, 2016 , 2015 and 2014 consisted of tuition. The majority of our undergraduate programs are designed to be completed in 45 to 102 weeks and our advanced training programs range from 11 to 23 weeks in duration. We supplement our revenues with sales of textbooks and program supplies and other revenues, which are recognized as sales occur or services are performed. Deferred revenue represents the excess of tuition and fee payments received as compared to tuition and fees earned and is reflected as a current liability in our consolidated balance sheets because it is expected to be earned within the next 12 months. 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 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 $1.5 million , $1.4 million and $1.5 million for the years ended September 30, 2016, 2015 and 2014, respectively. Since loan collectability is not reasonably assured, the loans and related deferred tuition revenue are not recognized in our consolidated balance sheets. The following table summarizes the impact of the proprietary loan program on our tuition revenue and interest income during each period in our consolidated statements of income (loss) as well as on a cumulative basis at the end of the current period. 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. Year Ended September 30, Inception to date 2016 2015 2014 Tuition and interest income excluded $ 22,622 $ 24,192 $ 26,042 $ 142,715 Amounts collected and recognized (7,166 ) (5,440 ) (3,457 ) (21,085 ) Net amount excluded during the period $ 15,456 $ 18,752 $ 22,585 $ 121,630 As of September 30, 2016, we had committed to provide loans to our students for approximately $144.0 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 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 consolidated statements of income (loss). Year Ended September 30, 2016 2015 Balance at beginning of period $ 74,664 $ 70,759 Loans extended 19,341 18,740 Interest accrued 3,888 3,108 Amounts collected and recognized (7,166 ) (5,440 ) Amounts written off (15,216 ) (12,503 ) Balance at end of period $ 75,511 $ 74,664 Restricted Cash Restricted cash primarily represents the funds transferred in advance of loan purchases under our proprietary loan program. Restricted cash also includes funds held for students from Title IV financial aid program funds that result in credit balances on a student’s account. Changes in restricted cash that represent funds held for students as described above are included in cash flows from operating activities on our consolidated statements of cash flows because these restricted funds are related to the core activity of our operations. Allowance for Uncollectible Accounts We maintain an allowance for uncollectible accounts for estimated losses resulting from the inability, failure or refusal of our students to make required payments. We offer a variety of payment plans to help students pay that portion of their education expenses not covered by financial aid programs or alternate fund sources, which are unsecured and not guaranteed. Management analyzes accounts receivable, historical percentages of uncollectible accounts, customer credit worthiness and changes in payment history when evaluating the adequacy of the allowance for uncollectible accounts. We use an internal group of collectors, augmented by third party collectors as deemed appropriate, in our collection efforts. Although we believe that our allowance is adequate, if the financial condition of our students deteriorates, resulting in an impairment of their ability to make payments, or if we underestimate the allowances required, additional allowances may be necessary, which would result in increased selling, general and administrative expenses in the period such determination is made. 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. Investments with an original maturity date of 90 days or less at the time of purchase are classified as cash equivalents and investments with a maturity date greater than one year at the end of the period are classified as non-current. We review our held-to-maturity investments for impairment quarterly to determine if other-than-temporary declines in the carrying value have occurred for any individual investment. Other-than-temporary declines in the value of our held-to-maturity investments are recorded as expense in the period in which the determination is made. We determined that no other-than-temporary declines occurred in our held-to-maturity investments during the years ended September 30, 2016 and 2015. Property and Equipment Property, equipment and leasehold improvements are recorded at cost less accumulated depreciation and amortization. Depreciation and amortization expense are calculated using the straight-line method over the estimated useful lives of the related assets. Amortization of leasehold improvements is calculated using the straight-line method over the remaining useful life of the asset or term of lease, whichever is shorter. Costs relating to software developed for internal use and curriculum development are capitalized and amortized using the straight-line method over the related estimated useful lives. Such costs include direct costs of materials and services as well as payroll and related costs for employees who are directly associated with the projects. Maintenance and repairs are expensed as incurred. We review the carrying value of our property and equipment for possible impairment whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable. We evaluate our long-lived assets for impairment by examining estimated future cash flows. These cash flows are evaluated by using probability weighting techniques as well as comparisons of past performance against projections. Assets may also be evaluated by identifying independent market values. If we determine that an asset’s carrying value is impaired, we will write-down the carrying value of the asset to its estimated fair value and charge the impairment as an operating expense in the period in which the determination is made. There were no impairment charges required for the years ended September 30, 2016, 2015 or 2014. Goodwill Goodwill represents the excess of the cost of an acquired business over the estimated fair values of the assets acquired and liabilities assumed. Goodwill is reviewed at least annually for impairment, which may result from the deterioration in the operating performance of the acquired business, adverse market conditions, adverse changes in the applicable laws or regulations and a variety of other circumstances. Any resulting impairment charge would be recognized as an expense in the period in which impairment is identified. Our goodwill resulted primarily from the acquisition of our motorcycle and marine education business in 1998. We recorded an impairment charge of $12.4 million related to the goodwill allocated to our MMI Phoenix, Arizona campus during the year ended September 30, 2015. The remaining $8.2 million of goodwill from this acquisition is allocated to our MMI Orlando, Florida campus that provides the related educational programs. Additionally, we recorded $0.8 million of goodwill related to the acquisition of BrokenMyth Studios, LLC in February 2016. Our total recorded goodwill was $9.0 million as of September 30, 2016. We assess our goodwill for impairment during the fourth quarter of each fiscal year. The change in the carrying value of goodwill is as follows: Balance as of September 30, 2015 $ 8,222 Acquisition of BMS 783 Balance as of September 30, 2016 $ 9,005 During the year ended September 30, 2016, we utilized a discounted cash flow model that incorporated estimated future cash flows for the next five years and an associated terminal value to determine the fair value of our MMI Orlando, Florida campus. Key management assumptions included in the cash flow model included future tuition revenues, operating costs, working capital changes, capital expenditures and a discount rate. Based upon our annual assessments, we determined that our goodwill was not impaired as of September 30, 2016 and that impairment charges were not required. For the goodwill associated with our newly-acquired BMS reporting unit, we performed a qualitative goodwill impairment analysis and determined it was more likely than not that the fair value of this reporting unit exceeded its carrying value. Our analysis included consideration of macro-economic and company-specific factors as well as the synergies we are beginning to realize as we integrate this reporting unit into our business. Actual experience will differ from the amounts included in our assessment, which could result in impairment of our goodwill in the future. Self-Insurance Plans We are self-insured for claims related to employee health and dental care and claims related to workers’ compensation. Liabilities associated with these plans are estimated by management with consideration of our historical loss experience, severity factors and independent actuarial analysis. Our claim liabilities are based on estimates, and while we believe the amounts accrued are adequate, the ultimate losses may differ from the amounts provided. Our recorded net liability related to self-insurance plans was $3.5 million as of September 30, 2016. Deferred Rent Liability We lease the majority of our administrative and educational facilities under operating lease agreements. Some lease agreements contain tenant improvement allowances, free rent periods or rent escalation clauses. In instances where one or more of these items are included in a lease agreement, we record a deferred rent liability on the consolidated balance sheet and record rent expense evenly over the term of the lease. Advertising Costs Costs related to advertising are expensed as incurred and totaled approximately $41.2 million , $44.7 million and $39.2 million for the years ended September 30, 2016, 2015 and 2014, respectively. Stock-Based Compensation Historically, we have issued restricted stock awards and restricted stock units with vesting subject to service conditions and stock options. We measure all share-based payments to employees at estimated fair value. We recognize the compensation expense for restricted stock awards and restricted stock units with only service conditions on a straight-line basis over the requisite service period. We did not grant stock options during the years ended September 30, 2016, 2015 and 2014. Shares issued under our equity compensation plans are new shares. Compensation expense associated with restricted stock awards and restricted stock units is measured based on the grant date fair value of our common stock, discounted for non-participation in anticipated dividends during the vesting period. The requisite service period for restricted stock awards and restricted stock units is generally the vesting period. Compensation expense is recognized only for those awards that are expected to vest, which we estimate based upon historical forfeitures. Stock-based compensation expense of $4.9 million , $4.3 million and $5.7 million (pre-tax) was recorded for the years ended September 30, 2016, 2015 and 2014, respectively. The tax benefit related to stock-based compensation recognized was $1.9 million , $1.6 million and $2.3 million for the years ended September 30, 2016, 2015 and 2014, respectively. Income Taxes We recognize deferred tax assets and liabilities for the estimated future tax consequences of events attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. We also recognize deferred tax assets for net operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which the differences are expected to be recovered or settled. Deferred tax assets are reduced through a valuation allowance if it is more likely than not that the deferred tax assets will not be realized. Concentration of Risk Financial instruments that potentially subject us to concentrations of credit risk consist principally of cash and cash equivalents, restricted cash, investments and receivables. As of September 30, 2016, we held cash and cash equivalents of $119.0 million , restricted cash of $6.0 million and investments of $1.7 million invested in pre-funded municipal bonds, collateralized by escrowed-to-maturity U.S. treasury notes, certificates of deposit issued by financial institutions and corporate bonds. We place our cash and cash equivalents and restricted cash with high quality financial institutions and limit the amount of credit exposure with any one financial institution. We mitigate the concentration risk of our investments by limiting the amount invested in any one issuer. We mitigate the risk associated with our investment in corporate bonds by requiring a minimum credit rating of A. We extend credit for tuition and fees, for a limited period of time, to a majority of our students. A substantial portion is repaid through the student’s participation in federally funded financial aid programs. Transfers of funds from the financial aid programs to us are made in accordance with the U.S. Department of Education (ED) requirements. Approximately 66% of our revenues, on a cash basis, were collected from funds distributed under Title IV Programs for the year ended September 30, 2016. This percentage differs from our Title IV percentage as calculated under the 90/10 rule due to the prescribed treatment of certain Title IV stipends under the rule. Additionally, approximately 19% of our revenues, on a cash basis, were collected from funds distributed under various veterans benefits programs for the year ended September 30, 2016. The financial aid and veterans benefits programs are subject to political and budgetary considerations. There is no assurance that such funding will be maintained at current levels. Extensive and complex regulations govern the financial assistance programs in which our students participate. Our administration of these programs is periodically reviewed by various regulatory agencies. Any regulatory violation could be the basis for the initiation of potential adverse actions, including a suspension, limitation, placement on reimbursement status or termination proceeding, which could have a material adverse effect on our business. ED and other regulators have increased the frequency and severity of their enforcement actions against postsecondary schools which have resulted in the imposition of material liabilities, sanctions, letter of credit requirements and other restrictions and, in some cases, resulted in the loss of schools’ eligibility to receive Title IV funds or in closure of the schools. If any of our institutions were to lose its eligibility to participate in federal student financial aid programs, the students at that institution would lose access to funds derived from those programs and would have to seek alternative sources of funds to pay their tuition and fees. Students obtain access to federal student financial aid through an ED prescribed application and eligibility certification process. Student financial aid funds are generally made available to students at prescribed intervals throughout their predetermined expected length of study. Students typically apply the funds received from the federal financial aid programs to pay their tuition and fees. The transfer of funds is from the financial aid program to the student, who then uses those funds to pay for a portion of the cost of their education. The receipt of financial aid funds reduces the student’s amounts due to us and has no impact on revenue recognition, as the transfer relates to the source of funding for the costs of education, which may occur either through Title IV or other funds and resources available to the student. Fair Value of Financial Instruments The carrying value of cash equivalents, restricted cash, accounts receivable, accounts payable, accrued liabilities and deferred tuition approximates their respective fair value as of September 30, 2016 and 2015 due to the short-term nature of these instruments. Comprehensive Income During the year ended September 30, 2012, we invested $4.0 million to acquire an equity interest in a joint venture (JV) related to the lease of our Lisle, Illinois campus facility. 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. For each of the years ended September 30, 2016 and 2015, our share of the JV’s OCI was less than $0.1 million. Start-up Costs Costs related to the start-up of new campuses are expensed as incurred. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements (Notes) | 12 Months Ended |
Sep. 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 August 2016, the Financial Accounting Standards Board (FASB) issued guidance which clarifies how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The new standard is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017, and early adoption is permitted. We are currently evaluating the impact that the standard will have on our consolidated statements of cash flows. Further, in November 2016, the FASB issued guidance that requires restricted cash and cash equivalents to be included with cash and cash equivalents on the statement cash flows. The new standard is expected to be effective for fiscal years, and interim periods within those years, beginning after December 15, 2017, with early adoption permitted. Based on the restricted cash balances on our consolidated balance sheets, we expect this standard to have an impact on the presentation of our consolidated statements of cash flows. In June 2016, the 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 intend to adopt this guidance for our fiscal year ending September 30, 2017. 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. We intend to adopt this guidance for our fiscal year ending September 30, 2017. We do not anticipate that it will have a material impact on our balance sheet classification, 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 intend to adopt the guidance prospectively and 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. |
Postemployment Benefits
Postemployment Benefits | 12 Months Ended |
Sep. 30, 2016 | |
Postemployment Benefits [Abstract] | |
Postemployment Benefits | Postemployment Benefits In September 2016, we completed a reduction in workforce and provided postemployment benefits totaling approximately $3.9 million to approximately 70 impacted employees. Additionally, we periodically enter into agreements which provide postemployment benefits to personnel whose employment is terminated. The postemployment benefit liability, which is included in accounts payable and accrued expenses on the accompanying consolidated balance sheets, is generally paid out ratably over the terms of the agreements, which range from 1 month to 24 months , with the final agreement expiring in November 2018. The postemployment benefit accrual activity for the year ended September 30, 2016 was as follows: Liability Balance at Postemployment Cash Paid Other Liability Balance at Severance $ 545 $ 5,015 $ (1,334 ) $ (180 ) $ 4,046 Other — 285 (81 ) (15 ) 189 Total $ 545 $ 5,300 $ (1,415 ) $ (195 ) $ 4,235 (1) Primarily relates to the expiration of benefits not used within the time offered under the separation agreement and non-cash severance. |
Receivables, net
Receivables, net | 12 Months Ended |
Sep. 30, 2016 | |
Receivables [Abstract] | |
Receivables, net | Receivables, net Receivables, net consist of the following: September 30, 2016 2015 Tuition receivables $ 10,664 $ 18,517 Tax receivables 2,207 — Other receivables 3,333 5,712 Receivables 16,204 24,229 Less allowance for uncollectible accounts (951 ) (1,820 ) $ 15,253 $ 22,409 The allowance for uncollectible accounts is estimated using our historical write-off experience applied to the receivable balances for students who are no longer attending school due to graduation or withdrawal or who are in school and have receivable balances in excess of financial aid available to them. We write off receivable balances against the allowance for uncollectible accounts at the time we transfer the balance to a third party collection agency. The following table summarizes the activity for our allowance for uncollectible accounts for the year ended September 30: Balance at Additions to Write-offs of Balance at 2016 $ 1,820 $ 1,153 $ (2,022 ) $ 951 2015 $ 3,794 $ 2,634 $ (4,608 ) $ 1,820 2014 $ 4,149 $ 3,972 $ (4,327 ) $ 3,794 During the year ended September 30, 2015, we reversed, and recorded as a reduction to bad debt expense, approximately $1.0 million of bad debt expense recorded in 2011 and 2012 for processing issues related to student funds received from a non-Title IV federal funding agency. Based on communication with the agency, we determined it was no longer probable that we will be required to return such funds. This amount is presented within write-offs of uncollectible accounts in the table above. |
Investments
Investments | 12 Months Ended |
Sep. 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 September 30, 2016 were as follows: Estimated Amortized Gross Unrealized Fair Market Cost Gains Losses Value Due in less than 1 year: Municipal bonds $ 744 $ — $ — $ 744 Corporate bonds 200 — — 200 Certificates of deposit 747 — — 747 $ 1,691 $ — $ — $ 1,691 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 consolidated balance sheets and consolidated statements of income. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Sep. 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 September 30, 2016 Quoted Prices Significant Significant Money market funds $ 108,963 $ 108,963 $ — $ — Corporate bonds 200 200 — — Commercial paper 2,501 — 2,501 — Municipal bonds 744 — 744 — Certificates of deposit 747 — 747 — Total assets at fair value on a recurring basis $ 113,155 $ 109,163 $ 3,992 $ — 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 | 12 Months Ended |
Sep. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, net | Property and Equipment, net Property and equipment, net consisted of the following: Depreciable September 30, September 30, Land — $ 3,189 $ 3,189 Building and building improvements 30-35 78,870 79,555 Leasehold improvements 1-28 39,539 39,326 Training equipment 3-10 92,601 87,795 Office and computer equipment 3-10 37,688 38,776 Curriculum development 5 18,702 18,716 Software developed for internal use 3-5 11,905 11,859 Vehicles 5 1,228 1,233 Construction in progress — 2,195 3,941 285,917 284,390 Less accumulated depreciation and amortization (171,884 ) (160,246 ) $ 114,033 $ 124,144 Depreciation expense related to our property and equipment was $17.3 million , $16.5 million and $17.7 million for the years ended September 30, 2016, 2015 and 2014, respectively. Amortization expense related to curriculum development and software developed for internal use was $1.1 million , $3.6 million and $4.0 million for the years ended September 30, 2016, 2015 and 2014, respectively. The following amounts, which are included in the above table, represent assets financed by financing obligations: September 30, September 30, Buildings and building improvements $ 45,816 $ 45,816 Construction in progress — — Assets financed by financing obligations, gross 45,816 45,816 Less accumulated depreciation and amortization (6,162 ) (3,480 ) Assets financed by financing obligation, net $ 39,654 $ 42,336 |
Build-to-Suit Lease
Build-to-Suit Lease | 12 Months Ended |
Sep. 30, 2016 | |
Leases [Abstract] | |
Build-to-Suit Lease | Build-to-Suit Lease We entered into build-to-suit facility lease agreements related to the design and construction of our Long Beach, California campus and the relocation of our Glendale Heights, Illinois campus to, and the design and construction of a new campus in, Lisle, Illinois. Under each agreement, we determined that we have continued involvement in the related facility after the construction period was completed. Therefore, the arrangements are accounted for as financing obligations. Accordingly, the asset and a corresponding financing obligation are included in our consolidated balance sheet. The asset will be depreciated over the initial lease term of 15 years for our Long Beach, California campus, and over the initial lease term of 18 years for our Lisle, Illinois campus. The financing obligation is amortized through the effective interest method in which a portion of the lease payments is recognized as interest expense, a portion is allocated to the imputed land lease and the remaining portion decreases the financing obligation. Additionally, for each campus, we have an imputed operating lease related to our use of the land which is recognized from the time we entered into the agreement through the initial lease term. Construction for our Long Beach, California campus was completed during August 2015 and the facility was placed into service effective September 1, 2015. Construction for our Lisle, Illinois campus was completed during November 2013 and the facility was placed into service effective December 1, 2013. Future minimum lease payments under the Lisle, Illinois and Long Beach, California leases as of September 30, 2016 are as follows: Years ending September 30, 2017 $ 4,402 2018 4,522 2019 4,646 2020 4,772 2021 4,902 Thereafter 55,001 Total future minimum lease obligation $ 78,245 Less imputed interest on financing obligation (33,542 ) Less imputed accrued land lease obligation (649 ) Net present value of financing obligation $ 44,054 |
Investment in Unconsolidated Af
Investment in Unconsolidated Affiliate (Notes) | 12 Months Ended |
Sep. 30, 2016 | |
Investment in Unconsolidated Affiliate [Abstract] | |
Equity Method Investments Disclosure [Text Block] | Investment in Unconsolidated Affiliates In 2012, we invested $4.0 million to acquire an equity interest of approximately 28% in a joint venture (JV) related to the lease of our Lisle, Illinois campus facility. 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 consolidated balance sheet. We recognize our proportionate share of the JV’s net income or loss during each accounting period 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 investment was accounted for under the equity method of accounting. During the three months ended September 30, 2016, we determined that our investment was impaired and recorded an other-than-temporary impairment charge of $0.8 million , which was included within other expense on our consolidated statements of income (loss). Our equity in earnings of unconsolidated affiliates was $0.3 million and $0.5 million for the years ended September 30, 2016 and September 30, 2015, respectively. Investment in unconsolidated affiliates consists of the following: September 30, 2016 September 30, 2015 Carrying Value (In thousands) Ownership Percentage Carrying Value (In thousands) Ownership Percentage Investment in JV $ 4,036 27.972 % $ 3,986 27.972 % Investment in Pro-MECH $ — 25.000 % $ — — Investment in unconsolidated affiliates included the following activity during the period: Year ended September 30, 2016 2015 Balance at beginning of period $ 3,986 $ 3,903 Investment in unconsolidated affiliate 1,000 — Equity in earnings of unconsolidated affiliates 342 527 Return of capital contribution from unconsolidated affiliates (475 ) (464 ) Loss on impairment of investment in unconsolidated affiliates (815 ) — Equity interest in investee's unrealized gains on hedging derivatives, net of taxes (2 ) 20 Balance at end of period $ 4,036 $ 3,986 |
Acquisitions (Notes)
Acquisitions (Notes) | 12 Months Ended |
Sep. 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. During the three months ended September 30, 2016, we recorded an immaterial adjustment 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 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 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 consolidated results of operations. |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 12 Months Ended |
Sep. 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: September 30, 2016 September 30, 2015 Accounts payable $ 11,805 $ 14,498 Accrued compensation and benefits 22,501 17,534 Other accrued expenses 8,239 10,588 $ 42,545 $ 42,620 |
Income Taxes
Income Taxes | 12 Months Ended |
Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 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, our income tax expense was impacted by $34.2 million related to the increase in the valuation allowance within our consolidated statements of income (loss) during the year ended September 30, 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 an ownership change as a result of the preferred stock issuance in June 2016. Accordingly, certain deductions and losses will be subject to an annual Section 382 limitation for both federal and state tax purposes. The limitation may affect the timing of when these deductions and losses can be used and, in turn, may impact the timing of the payment of income taxes. The limitation may also cause such deductions and losses to expire unused. The components of income tax expense (benefit) are as follows: Year Ended September 30, 2016 2015 2014 Current expense United States federal $ (2,043 ) $ 2,819 $ 6,425 State 285 1,043 1,335 Total current expense (benefit) (1,758 ) 3,862 7,760 Deferred (benefit) expense United States federal 24,877 (5,109 ) (3,923 ) State 3,051 (285 ) (127 ) Total deferred (benefit) expense 27,928 (5,394 ) (4,050 ) Total provision for income taxes $ 26,170 $ (1,532 ) $ 3,710 The income tax provision differs from the tax that would result from application of the statutory federal tax rate of 35.0% to pre-tax income for the year. The reasons for the differences are as follows: Year Ended September 30, 2016 2015 2014 Income tax expense at statutory rate $ (7,534 ) $ (3,738 ) $ 2,012 State income taxes, net of federal tax benefit (531 ) 265 648 Deferred tax asset write-off related to share based 51 1,572 828 Increase in valuation allowance 34,184 128 49 Other, net — 241 173 Total income tax expense $ 26,170 $ (1,532 ) $ 3,710 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 during the three months ended March 31, 2016, any write-offs of deferred tax assets related to stock-based compensation will have no impact on income tax expense. Subsequent to March 31, 2016, we wrote off $1.8 million of deferred tax assets related to stock-based compensation and reduced the corresponding valuation allowance by the same amount. The components of the deferred tax assets (liabilities) recorded in the accompanying consolidated balance sheets were as follows: September 30, 2016 2015 Gross deferred tax assets: Deferred compensation $ 2,083 $ 1,784 Reserves and accruals 5,417 5,395 Accrued tool sets 1,188 1,460 Deferred revenue 22,326 19,606 Deferred rent liability 1,213 1,939 Net operating losses and tax credit carryforwards 479 393 Depreciation and amortization of property and equipment 684 — Charitable contribution carryovers 671 — Deductions limited by Section 382 592 — Valuation allowance (32,828 ) (401 ) Total gross deferred tax assets 1,825 30,176 Gross deferred tax liabilities: Amortization of goodwill and intangibles (3,141 ) (3,140 ) Depreciation and amortization of property and equipment — (421 ) Prepaid and other expenses deductible for tax (1,825 ) (1,828 ) Total deferred tax liabilities, gross (4,966 ) (5,389 ) Net deferred tax assets (liabilities) $ (3,141 ) $ 24,787 The following table summarizes the activity for the valuation allowance for the year ended September 30: Balance at Beginning of Period Additions (Reductions) to Income Tax Expense Write-offs Balance at End of Period 2016 $ 401 $ 34,184 $ (1,757 ) $ 32,828 2015 $ 273 $ 128 $ — $ 401 2014 $ 224 $ 49 $ — $ 273 As of September 30, 2016 , we had approximately $1.7 million in deferred tax assets related to charitable contribution carryforwards, deductions limited by Section 382, as well as net operating loss and credit carryforwards. These attributes will expire in the years 2017 through 2037. We file income tax returns for federal purposes and in many states. Our tax filings remain subject to examination by applicable tax authorities for a certain length of time, generally three to four years, following the tax year to which these filings relate. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Operating Leases We lease certain of our facilities and certain equipment under non-cancelable operating leases, some of which contain renewal options, escalation clauses and requirements to pay other fees associated with the leases. We recognize rent expense on a straight-line basis. Property at one of our campus locations is leased from a related party. Future minimum rental commitments as of September 30, 2016 for all non-cancelable operating leases are as follows: Years ending September 30, Gross Sublease income Net 2017 $ 27,982 (325 ) $ 27,657 2018 27,818 (328 ) 27,490 2019 27,173 (332 ) 26,841 2020 22,660 (157 ) 22,503 2021 19,840 — 19,840 Thereafter 30,975 — 30,975 $ 156,448 $ (1,142 ) $ 155,306 Rent expense for operating leases was approximately $27.9 million , $28.0 million and $27.9 million for the years ended September 30, 2016, 2015 and 2014, respectively. Rent expense includes rent paid to related parties, which was approximately $2.0 million , $2.1 million and $2.3 million for the years ended September 30, 2016, 2015 and 2014, respectively. Since 1991, certain of our properties have been leased from entities controlled by John C. White, an independent Director on our Board of Directors. A portion of the property comprising our Orlando, Florida location is occupied pursuant to a lease with the John C. and Cynthia L. White 1989 Family Trust, with the lease term expiring on August 19, 2022. The annual base lease payments for the first year under this lease totaled approximately $0.3 million , with annual adjustments based on the higher of (i) an amount equal to 4% of the total annual rent for the immediately preceding year or (ii) the percentage of increase in the Consumer Price Index. Another portion of the property comprising our Orlando, Florida location is occupied pursuant to a lease with Delegates LLC, an entity controlled by the White Family Trust, with the lease term expiring on August 31, 2022. The beneficiaries of this trust are Mr. White’s children, and the trustee of the trust is not related to Mr. White. Annual base lease payments for the first year under this lease totaled approximately $0.7 million , with annual adjustments based on the higher of (i) an amount equal to 4% of the total annual rent for the immediately preceding year or (ii) the percentage of increase in the Consumer Price Index. Licensing Agreements In 1999, we entered into a licensing agreement that gives us the right to use certain materials and trademarks in the development of our courses. The agreement was amended in November 2009. Under the terms of the amended agreement, we are required to pay a flat fee per student for each program a student completes. There are no minimum license fees required to be paid. The agreement terminates upon the written notice of either party providing not less than ninety days notification of intent to terminate. License fees related to this agreement were $0.9 million , $1.1 million and $1.0 million for the years ended September 30, 2016, 2015 and 2014, respectively, and were recorded in educational services and facilities expenses. In May 2007, we entered into a licensing agreement that gives us the right to use certain trademarks, trade names, trade dress and other intellectual property in connection with the operation of our campuses and courses. The agreement was amended January 2015 and expires December 31, 2024. We are committed to pay royalties based upon minimum amounts specified in the agreement, throughout the term. The agreement required a minimum royalty payment of $1.6 million in calendar year 2016. The minimum royalty payments increase approximately $0.05 million every other calendar year thereafter. The expense related to these agreements was $1.7 million , $1.9 million and $1.8 million for the years ended September 30, 2016, 2015 and 2014, respectively, and was recorded in educational services and facilities expenses. In July 2013, we entered into a training and materials agreement that gives us the right to use certain materials and trademarks in development of our courses. Under the terms of the agreement, we are required to pay a flat fee per student for each related program a student completes. There is an immaterial minimum annual fee required to be paid upon commencement of the program and annually thereafter. The agreement terminates upon the written notice of either party providing not less than 90 days notification of intent to terminate. The expense related to this agreement was $0.1 million for the year ended September 30, 2016 and less than $0.1 million for the years ended September 30, 2015 and 2014, and was recorded in educational services and facilities expenses. In April 2015, we entered into a licensing agreement that gives us the right to use certain trademarks in connection with the operation of our campuses and courses. The agreement has an initial term of four years, with options for three annual renewals totaling a seven year term. The maximum license fee over seven years is $2.3 million . The expense related to this agreement was $0.5 million and $0.2 million for the years ended September 30, 2016 and 2015, respectively, and was recorded in educational services and facilities expenses. Vendor Relationships We have an agreement with a vendor that allows us to purchase promotional tool kits for our students at a discount from the vendor’s list price. In addition, we earn credits that are redeemable for equipment from the vendor that we use in our business. Credits are earned on our purchases as well as purchases made by students enrolled in our programs. We have agreed to grant the vendor exclusive access to our campuses, to display advertising and to use their tools to train our students. Under the related agreement, which expires in April 2017, we are required to maintain a minimum balance of $1.0 million in credits earned on student purchases. The credits under this agreement may be redeemed in multiple ways, which historically has been for additional equipment at the full retail list price, which is more than we would be required to pay using cash. Upon termination of the agreement, we continue to earn credits relative to promotional tool kits we purchase or additional tools our active students purchase. We continue to earn these credits until a tool kit is provided to the last student eligible under the agreement. A net prepaid expense with the vendor resulted from an excess of credits earned over credits used of $7.1 million and $6.4 million as of September 30, 2016 and 2015, respectively. Students are provided a voucher which can be redeemed for a tool kit near graduation. The cost of the tool kits, net of the credit, is accrued during the time period in which the students begin attending school until they have progressed to the point that the promotional tool kit vouchers are provided. Our consolidated balance sheets include an accrued tool set liability of $2.9 million and $3.6 million as of September 30, 2016 and 2015, respectively. Additionally, our liability to the vendor for vouchers redeemed by students was $1.5 million and $1.2 million as of September 30, 2016 and 2015, respectively, and is included in accounts payable and accrued expenses in our consolidated balance sheets. Executive Employment Agreements We have employment agreements with key executives that provide for continued salary payments and benefits if the executives are terminated for reasons other than cause or in the event of a change in control, as defined in the agreements. The range of the aggregate commitment upon termination of employment under these agreements and existing equity award agreements as of September 30, 2016 is approximately $1.6 million to $2.5 million . This excludes amounts recorded on our consolidated balance sheet as of September 30, 2016 related to employees impacted by the September 2016 reduction in workforce. Change in Control Agreements We have severance agreements with other executives that provide for continued salary payments if the employees are terminated for any reason within twelve months subsequent to a change in control. Under the terms of the agreements, these employees are entitled to between six and twelve months salary at their highest rate during the previous twelve months. In addition, the employees are eligible to receive the unearned portion of their target bonus in effect in the year termination occurs and would be eligible to receive medical benefits under the plans maintained by us at no cost. The aggregate amount of our commitments under these agreements as of September 30, 2016 is approximately $9.5 million . Deferred Compensation Plans We have established a deferred compensation plan (the Plan) effective April 1, 2010, into which certain members of management are eligible to defer a maximum of 75% of their regular compensation and a maximum of 100% of their incentive compensation. Non-employee members of our Board of Directors are eligible to defer up to 100% of their cash compensation. The amounts deferred by the participant under this Plan are credited with earnings or losses based upon changes in values of participant elected notional investments. Each participant is fully vested in the amounts deferred. We may make contributions at the discretion of our Board of Directors that will generally vest according to a five year vesting schedule. Distribution elections under the Plan may be for separation from service distribution or in-service distribution. We are not obligated to fund the Plan; however, we have purchased life insurance policies on the participants in order to fund the related benefits and such policies have been placed into a rabbi trust. Our obligations under the Plan totaled $4.5 million and $4.5 million as of September 30, 2016 and 2015, respectively, and are included in other liabilities while the cash surrender value of the life insurance policies totaled $5.3 million and $5.0 million as of September 30, 2016 and 2015, respectively, and are included in other assets in our consolidated balance sheets. Surety Bonds Each of our campuses must be authorized by the applicable state education agency in which the campus is located to operate and to grant degrees, diplomas or certificates to its students. Our campuses are subject to extensive, ongoing regulation by each of these states. Additionally, our campuses are required to be authorized by the applicable state education agencies of certain other states in which our campuses recruit students. Our insurers issue surety bonds for us on behalf of our campuses and admissions representatives with multiple states to maintain authorization to conduct our business. We are obligated to reimburse our insurers for any surety bonds that are paid by the insurers. As of September 30, 2016, the total face amount of these surety bonds was approximately $19.6 million . We are in the process of renegotiating the bonds required to operate and anticipate collateralizing approximately $11.5 million in bonds, which will be reflected in other assets on our consolidated balance sheets. 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 would 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 the 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. We have not received any additional requests since April 2015. 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 consolidated financial statements. |
Common Shareholders' Equity
Common Shareholders' Equity | 12 Months Ended |
Sep. 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. The aggregate payment was 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 September 30, 2016 and 2015, 700,000 and 0 shares of Series A Preferred Stock, respectively, were issued and outstanding. The liquidation preference associated with the Series A Preferred Stock was $100 per share at September 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 paid Cash Dividends of $1.4 million during the year ended September 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 at the close of business on the issue date (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 own 3,601,724 shares of our common stock, as reported in a form 13D/A filed with the SEC on June 28, 2016; this represents approximately 14.6% of our outstanding common stock. 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 regulatory 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. During the year ended September 30, 2016 , we did not repurchase shares. As of September 30, 2016 , we have repurchased 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. Stock Option and Incentive Compensation Plans We have two stock-based compensation plans; the Management 2002 Stock Option Program (2002 Plan) and the 2003 Incentive Compensation Plan (2003 Plan). The 2002 Plan was approved by our Board of Directors on April 1, 2002 and provided for the issuance of options to purchase 0.7 million shares of our common stock. On February 25, 2003, our Board of Directors authorized an additional 0.1 million options to purchase our common stock under the 2002 Plan. Options issued under the 2002 Plan vest ratably each year over a four -year period. The expiration date of options granted under the 2002 Plan is the earlier of the ten -year anniversary of the grant date; the one -year anniversary of the termination of the participant’s employment by reason of death or disability; 30 days after the date of the participant’s termination of employment if caused by reasons other than death, disability, cause, material breach or unsatisfactory performance or on the termination date if termination occurs for reasons of cause, material breach or unsatisfactory performance. We do not intend to grant any additional options under the 2002 Plan. The 2003 Plan was approved by our Board of Directors and adopted effective December 22, 2003 upon consummation of our initial public offering and amended on February 28, 2007 and February 22, 2012 by our stockholders. The 2003 Plan, as amended, authorizes the issuance of various common stock awards, including stock options, restricted stock and stock units, for approximately 5.3 million shares of our common stock. As of September 30, 2016 , 2.3 million shares of common stock were reserved for issuance under the 2003 Plan, of which 1.4 million shares are available for future grant. We use historical data to estimate forfeitures. Our estimated forfeitures are adjusted as actual forfeitures differ from our estimates, resulting in stock-based compensation expense only for those awards that actually vest. If factors change and different assumptions are employed in future periods, previously recognized stock-based compensation expense may require adjustment. Beginning October 1, 2016, we early adopted the guidance issued by the FASB in March 2016 and, going forward, will account for forfeitures as they occur. The following table summarizes the operating expense line and the impact on net income (loss) in the consolidated statements of income (loss) in which stock-based compensation expense has been recorded: Year Ended September 30, 2016 2015 2014 Educational services and facilities $ 280 $ 294 $ 587 Selling, general and administrative 4,624 3,971 5,134 Total stock-based compensation expense $ 4,904 $ 4,265 $ 5,721 Income tax benefit $ 1,873 $ 1,629 $ 2,288 Restricted Stock Awards Our restricted stock awards are issued at fair market value, which is based on the closing prices of our stock on the grant date, discounted for non-participation in anticipated dividends during the vesting period. The restrictions on these awards generally lapse ratably over a four or five year period based on the terms of the individual grant. The restrictions associated with our restricted stock awarded under the 2003 Plan will lapse upon the death, disability, or if, within one year following a change of control, employment is terminated without cause or for good reason. If employment is terminated for any other reason, all shares of restricted stock shall be forfeited upon termination. The following table summarizes restricted stock activity under the 2003 Plan: Number of Shares (In thousands) Weighted Average Grant Date Fair Value per Share Nonvested restricted stock outstanding as of September 30, 2015 218 $ 12.85 Restricted stock vested (136 ) $ 13.09 Restricted stock forfeited (24 ) $ 12.62 Nonvested restricted stock outstanding as of September 30, 2016 58 $ 12.38 As of September 30, 2016, unrecognized stock compensation expense related to restricted stock awards was $0.7 million which is expected to be recognized over a weighted average period of 1.0 year . There were no restricted stock awards granted during the years ended September 30, 2016, 2015 and 2014. Restricted Stock Units Our restricted stock units are issued at fair market value, which is based on the closing prices of our stock on the grant date, discounted for non-participation in anticipated dividends during the vesting period. The restrictions on these units generally lapse ratably over a four or five year period based on the terms of the individual grant. The restrictions associated with our restricted stock units awarded under the 2003 Plan will lapse upon the death, disability, or if, within one year following a change of control, employment is terminated without cause or for good reason. If employment is terminated for any other reason, all shares of restricted stock shall be forfeited upon termination. The awards to our Chairman of the Board, Chief Executive Officer and President and to our former President and Chief Financial Officer were made pursuant to updated forms of award agreements that implement certain retirement vesting provisions of such executives' April 2014 employment agreements. The updated award agreements include a provision for continued vesting for 12 months after a qualifying retirement, as defined by these executives' respective employment agreements and subject to compliance with certain covenants. The following table summarizes restricted stock unit activity under the 2003 Plan: Number of Shares Weighted Average Nonvested restricted stock units outstanding as of September 30, 2015 995 $ 6.76 Restricted stock units awarded 535 $ 2.30 Restricted stock units vested (325 ) $ 7.45 Restricted stock units forfeited (247 ) $ 4.55 Nonvested restricted stock units outstanding as of September 30, 2016 958 $ 4.61 As of September 30, 2016, unrecognized stock compensation expense related to restricted stock awards was $3.7 million which is expected to be recognized over a weighted average period of 1.7 years . The following table summarizes the weighted average fair values of the restricted stock units granted: Year Ended September 30, 2016 2015 2014 Weighted average grant date fair value per share $ 2.30 $ 4.49 $ 10.05 The assumed quarterly dividend rate was $0.10 per share for restricted stock units granted during the years ended September 30, 2014 and during the first nine months of the year ended September 30, 2015. The assumed quarterly dividend rate was $0.02 per share for restricted stock units granted during the three months ended September 30, 2015. The assumed quarterly dividend rate was $0.00 per share for restricted stock units granted during the year ended September 30, 2016 due to the elimination of the quarterly cash dividend by our Board of Directors on June 9, 2016; the only awards granted during year were granted in September 2016. |
Earnings per Share
Earnings per Share | 12 Months Ended |
Sep. 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 earnings (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 year ended September 30, 2016. Diluted earnings (loss) 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. For the years ended September 30, 2016 and 2015, diluted loss per share equaled basic loss per share as the assumed activity related to outstanding stock-based grants would have an anti-dilutive effect. The following table summarizes the computation of basic and diluted earnings (loss) per share under the as-converted method: Year Ended September 30, 2016 2015 2014 (In thousands) Income (loss) available for distribution $ (49,120 ) $ (9,149 ) $ 2,037 Weighted average number of shares Basic shares outstanding 24,313 24,391 24,640 Dilutive effect related to employee stock plans — — 280 Diluted shares outstanding 24,313 24,391 24,920 Net income (loss) per share - basic $ (2.02 ) $ (0.38 ) $ 0.08 Net income (loss) per share - diluted $ (2.02 ) $ (0.38 ) $ 0.08 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: Year Ended September 30, 2016 2015 2014 (In thousands) Outstanding stock-based grants 816 1,044 884 Convertible preferred stock 5,629 — — 6,445 1,044 884 |
Defined Contribution Employee B
Defined Contribution Employee Benefit Plan | 12 Months Ended |
Sep. 30, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Defined Contribution Employee Benefit Plan | Defined Contribution Employee Benefit Plan We sponsor a defined contribution 401(k) plan, under which our employees elect to withhold specified amounts from their wages to contribute to the plan and we have a fiduciary responsibility with respect to the plan. The plan provides for matching a portion of employees’ contributions at management’s discretion. All contributions and matches by us are invested at the direction of the employee in one or more mutual funds or cash. We made matching contributions of approximately $0.7 million , $0.2 million and $1.1 million for the years ended September 30, 2016 , 2015 and 2014 , respectively. |
Segment Information
Segment Information | 12 Months Ended |
Sep. 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: Year Ended September 30, 2016 2015 2014 Revenues Postsecondary education $ 334,156 $ 350,682 $ 367,630 Other 12,990 11,992 10,763 Consolidated $ 347,146 $ 362,674 $ 378,393 Income (loss) from operations Postsecondary education $ (13,980 ) $ (5,911 ) $ 9,045 Other (4,643 ) (3,312 ) (2,708 ) Consolidated $ (18,623 ) $ (9,223 ) $ 6,337 Depreciation and amortization (1) Postsecondary education $ 17,222 $ 18,888 $ 20,121 Other 527 267 353 Consolidated $ 17,749 $ 19,155 $ 20,474 Net income (loss) Postsecondary education $ (44,467 ) $ (7,477 ) $ 3,272 Other (3,229 ) (1,672 ) (1,235 ) Consolidated $ (47,696 ) $ (9,149 ) $ 2,037 As of September 30, 2016 2015 2014 Goodwill Postsecondary education $ 8,222 $ 8,222 $ 20,579 Other 783 — — Consolidated $ 9,005 $ 8,222 $ 20,579 Total assets Postsecondary education $ 289,688 $ 266,922 $ 282,529 Other 7,471 7,380 5,540 Consolidated $ 297,159 $ 274,302 $ 288,069 (1) Excludes depreciation of training equipment obtained in exchange for services of $ 1.3 million , $ 1.2 million and $ 1.2 million for the years ended September 30, 2016, 2015 and 2014, respectively. |
Government Regulation and Finan
Government Regulation and Financial Aid | 12 Months Ended |
Sep. 30, 2016 | |
Risks and Uncertainties [Abstract] | |
Government Regulation and Financial Aid | Government Regulation and Financial Aid Our institutions are subject to extensive regulation by federal and state governmental agencies and accrediting bodies. In particular, HEA, and the regulations promulgated thereunder by ED, subject the institutions to significant regulatory scrutiny on the basis of numerous standards that schools must satisfy in order to participate in the various federal student financial assistance programs under Title IV of the HEA. To participate in the Title IV Programs, an institution must be authorized to offer its programs of instruction by relevant state education agencies, be accredited by an accrediting commission recognized by ED and be certified as an eligible institution by ED. ED will certify an institution to participate in the Title IV Programs only after the institution has demonstrated compliance with the HEA and ED’s extensive regulations regarding institutional eligibility. An institution must also demonstrate its compliance to ED on an ongoing basis. The Program Participation Agreement (PPA) document serves as ED’s formal authorization of an institution and its associated additional locations to participate in Title IV Programs for a specified period of time. Universal Technical Institute of Arizona and Universal Technical Institute of Phoenix were last recertified in October 2010 and entered into new PPAs with ED which expired on June 30, 2016. In accordance with ED guidance, we submitted materially complete applications for recertification prior to the June 30, 2016 expiration, allowing these institutions to continue to fully participate until ED makes a determination of recertification. Universal Technical Institute of Texas was recertified in February 2012 and entered into a new PPA with ED which will expire March 31, 2018. State Authorization Each of our institutions must be authorized by the applicable state education agency where the institution is located to operate and offer a postsecondary education program to its students. Our institutions are subject to extensive, ongoing regulation by each of these states. Additionally, our institutions are required to be authorized by the applicable state education agencies of certain other states in which our institutions recruit students. If any one of our campuses were to lose its authorization from the education agency of the state in which the campus is located, that campus would be unable to offer its programs and we could be forced to close that campus. If one of our campuses were to lose its authorization from a state other than the state in which the campus is located, that campus would not be able to recruit students in that state. Accreditation Accreditation is a non-governmental process through which an institution voluntarily submits to ongoing qualitative reviews by an organization of peer institutions. Accrediting commissions primarily examine the academic quality of the institution’s instructional programs. A grant of accreditation is generally viewed as confirmation that the institution’s programs meet generally accepted academic standards. Accrediting commissions also review the administrative and financial operations of the institutions they accredit to ensure that each institution has the resources necessary to perform its educational mission. Accreditation by an ED recognized commission is required for an institution to be certified to participate in Title IV Programs. In order to be recognized by ED, accrediting commissions must adopt specific standards for their review of educational institutions. All of our institutions are accredited by the Accrediting Commission of Career Schools and Colleges, an accrediting commission recognized by ED. An accrediting commission may place an institution on reporting status to monitor one or more specified areas of performance in relation to the accreditation standards. An institution placed on reporting status is required to report periodically to the accrediting commission on that institution’s performance in the area or areas specified by the commission. Regulation of Federal Student Financial Aid Programs Congress continues to be focused on for-profit education institutions, specifically regarding participation in Title IV Programs and U.S. DOD oversight of tuition assistance for military service members attending for-profit colleges. This Congressional activity could result in the enactment of more stringent legislation by Congress, further rulemakings affecting participation in Title IV Programs and other governmental actions, increasing regulation of the for-profit sector. Action by Congress may also increase our administrative costs and require us to modify our practices in order for our institutions to comply with Title IV Program requirements. In addition, concerns generated by this Congressional activity may adversely affect enrollment in for-profit educational institutions such as ours. Political and budgetary concerns significantly affect Title IV Programs. Congress has historically reauthorized the HEA approximately every five to six years with the last reauthorization in 2008; a new reauthorization process has begun. Significant factors relating to Title IV Programs that could adversely affect us include the following: Gainful Employment ED published a final gainful employment rule on October 31, 2014. Most parts of the new rule were effective on July 1, 2015, except new disclosure requirements which take effect January 1, 2017. The final rule requires institutions to satisfy one of two debt-to-earnings (DE) ratios in order to maintain Title IV Program eligibility. The rule also requires institutions to make certain certifications respecting each of their gainful employment programs, to annually report certain information to ED, and to make disclosures to prospective students and the public. In October 2016, ED issued to our schools draft versions of the first set of DE rates to be issued under the new rule. Under these draft DE rates for the 2015 debt measure year, none of our programs had failing rates. Nine of our 12 educational programs achieved passing rates, and the other three programs were in the zone. The three programs in the zone are the Collision Repair, Automotive and Motorcycle programs at our Universal Technical Institute of Phoenix institution, which includes our MMI Phoenix, Arizona and Orlando, Florida campuses and our Sacramento, California campus. All of the programs at our Universal Technical Institute of Arizona and Universal Technical Institute of Texas institutions had passing draft DE rates. The draft DE rates are subject to data challenges and to further adjustments before ED issues final versions of these rates and, therefore, may be subject to change. The final DE rates are expected to be issued in early 2017. The next set of rates for the 2016 debt measure year is expected to be issued later in 2017, although we cannot predict with certainty when the draft and final versions of the rates will be issued. With respect to future DE rates, we are not able to develop reliable projections of our programs' performance under the final rule because we do not have access to the SSA earnings data that is used in the calculations. Defense to Repayment Regulations On November 1, 2016, ED published final regulations establishing new rules regarding, among other things, the ability of borrowers to obtain discharges of their obligations to repay certain Title IV loans and for ED to initiate a proceeding to collect from the institution the discharged and returned amounts and the extensive list of circumstances that may require institutions to provide letters of credit or other financial protection to ED. The new regulations, among other things: • 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 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 from the institution the discharged and returned amounts. • Revise the financial responsibility regulations to 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 and potentially be subject to other conditions and requirements. The specified list of events is extensive and includes, among other potential triggers, certain debts or liabilities arising from settlements or final judgments in judicial or administrative proceedings and certain lawsuits pending for 120 days and initiated by a federal or state authority against the institution with respect to Direct Loans or educational services; certain other lawsuits in which the institution’s summary judgment motion was denied or not filed, certain closures of one or more of the institution’s locations, one or more gainful employment programs with gainful employment rates that could result in the program becoming ineligible in the next award year, certain withdrawals of owner’s equity from the institution including by dividend, failure to comply with the 90/10 Rule for the most recently completed fiscal year, SEC warning that it may suspend trading on the institution’s stock, failure to file certain reports with the SEC, the exchange on which the institution’s stock is traded notifying the institution that it is not in compliance with exchange requirements or that its stock is delisted, cohort default rates of at least 30 percent for its two most recent rates, certain significant fluctuations in Title IV funding, certain citations for failure to comply with state agency requirements, failure to comply with yet to be developed ED financial stress tests, high annual dropout rates, the institution being placed on probation or issued a show-cause or similar action by its accrediting agency, certain violations of loan agreements, expected or pending claims for borrower relief discharges, and certain other events that ED might identify as reasonably likely to have a material adverse effect on the financial condition, business or results of operations of the institutions. • 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 the use and reliance upon certain contractual provisions regarding dispute resolution processes, such as pre-dispute arbitration agreements or class action waivers, and require certain notifications, contract provisions and disclosures by institutions regarding students’ ability to participate in certain class action lawsuits or initiate certain lawsuits instead of through arbitration. The new regulations have a general effective date of July 1, 2017. 90/10 Rule A for-profit institution loses its eligibility to participate in Title IV Programs if it derives more than 90% of its revenue from Title IV Programs for two consecutive fiscal years as calculated under a cash basis formula mandated by ED. The loss of such eligibility would begin on the first day following the conclusion of the second consecutive year in which the institution exceeded the 90% limit and, as such, any Title IV Program funds already received by the institution and its students during a period of ineligibility would have to be returned to ED or a lender. Additionally, if an institution exceeds the 90% level for a single year, ED will place the institution on provisional certification for a period of at least two years. For the year ended September 30, 2016, approximately 72% of our revenues, on a cash basis, were derived from funds distributed under Title IV Programs, as calculated under the 90/10 rule. Federal Student Loan Defaults To remain eligible to participate in Title IV Programs, institutions must maintain federal student loan cohort default rates below specified levels. An institution whose cohort default rate is 30% or more for three consecutive federal fiscal years (FFYs) or 40% or more for any given FFY loses eligibility to participate in some or all Title IV Programs. This sanction is effective for the remainder of the FFY in which the institution lost its eligibility and for the two subsequent FFYs. None of our institutions had a three-year FFEL/DL cohort default rate of 30% or greater for 2012, 2011 or 2010, the three most recent FFYs with published rates. Financial Responsibility Standards An institution’s financial responsibility is measured by its composite score, which is calculated by ED based on three ratios. ED assigns a strength factor to the results of each of these ratios on a scale from negative 1.0 to positive 3.0, with negative 1.0 reflecting financial weakness and positive 3.0 reflecting financial strength. ED then assigns a weighting percentage to each ratio and adds the weighted scores for the three ratios together to produce a composite score for the institution. The composite score must be at least 1.5 for the institution to be deemed financially responsible without the need for further oversight. In addition to having an acceptable composite score, an institution must, among other things, meet all of its financial obligations including required refunds to students and any Title IV Program liabilities and debts, be current in its debt payments, comply with certain past performance requirements and not receive an adverse, qualified, or disclaimed opinion by its accountants in its audited financial statements. If ED determines that an institution does not satisfy its financial responsibility standards, depending on the resulting composite score and other factors, that institution may establish its financial responsibility on an alternative basis. If an institution's composite score is below 1.5, but is at least 1.0, the institution is in a category classified by ED as the zone. Under ED regulations, institutions in the zone solely because their composite score is less than 1.5 are still considered to be financially responsible, but require additional oversight by ED in the form of cash monitoring and other participation requirements. Institutions in the zone typically are permitted by ED to continue to participate in the Title IV programs under one of two alternatives: 1) the “Zone Alternative” under which an institution is required to make disbursements to students under a payment method other than ED’s standard repayment, typically the Heightened Cash Monitoring 1 (HCM1) payment method; to notify ED within 10 days after the occurrence of certain oversight and financial events and to comply with other operating conditions imposed by ED or 2) submit a letter of credit to ED equal to at least 50 percent of the Title IV funds received by the institutions during the most recent fiscal year. ED permits an institution to participate under the “Zone Alternative” for a period of up to three consecutive fiscal years. Under the “Zone Alternative” notification requirement under regulations in effect until July 1, 2017, the institution must provide timely information to ED regarding any of the following oversight and financial events: • any adverse action, including a probation or similar action, taken against the institution by its accrediting agency, state authority or other federal agency; • any event that causes the institution to realize any liability that was noted as a contingent liability in the institution's most recent audited financial statements; • any violation by the institution of any loan agreement; • any failure of the institution to make a payment in accordance with its debt obligations that results in a creditor filing suit to recover funds under those obligations; • any withdrawal of owner's equity/net assets from the institution by any means, including by declaring a dividend; • any extraordinary losses as defined in accordance with generally accepted accounting principles; or • any filing of a petition by the institution for relief in bankruptcy court. Under the new regulations that take effect on July 1, 2017, the list of information that an institution must provide timely to ED will change to the following: any event that causes the institution, or a related entity, to realize any liability that was noted as a contingent liability in the institution’s or related entity’s most recent audited financial statement or any losses that are unusual in nature and infrequently occur or both as defined in accordance with certain specified accounting standards. The institution also will be required to notify ED of certain other events described in the new Defense to Repayment regulations. ED could impose a letter of credit or other conditions or requirements upon us in response to the reporting of any oversight or financial events. Under the HCM1 payment method, the institution is required to make Title IV disbursements to eligible students and parents before it requests or receives funds for the amount of those disbursements from ED. As long as the student accounts are credited before the funding requests are initiated, an institution is permitted to draw down funds through ED’s electronic system for grants management and payments for the amount of disbursements made to eligible students. Unlike the Heightened Cash Monitoring 2 (HCM2) or reimbursement payment methods, the HCM1 payment method typically does not require institutions to submit documentation to ED and wait for ED approval before drawing down Title IV funds. ED may place an institution that is in the zone on the HCM2 or reimbursement methods of payment. Under regulations published on October 30, 2015 with an effective date of July 1, 2016, an institution on the HCM1, HCM2 or reimbursement payment methods must pay any credit balances due to a student or parent before drawing down funds from ED for the amount of disbursements made to the student or parent. Under current regulations in effect until July 1, 2017, if an institution's composite score is below 1.0, the institution is considered by ED to lack financial responsibility. If ED determines that an institution does not satisfy ED's financial responsibility standards, depending on its composite score and other factors, that institution may establish its financial responsibility on an alternative basis by, among other things: • posting a letter of credit in an amount equal to at least 50% of the total Title IV Program funds received by the institution during its most recently completed fiscal year; or • posting a letter of credit in an amount equal to at least 10% of such prior year's Title IV Program funds, accepting provisional certification for a period of no more than three years, complying with additional ED notification and operating requirements and conditions and agreeing to receive Title IV Program funds under an arrangement other than ED's standard advance funding arrangement. Under new regulations that take effect on July 1, 2017, ED may increase this amount to account for ED’s determination of the additional amount of financial protection needed to fully cover any estimated losses. If an institution is unable to establish financial responsibility on an alternative basis, the institution may be subject to financial penalties, restrictions on our operations and loss of external financial aid funding. ED has published final regulations that amend the financial responsibility regulations to expand the list of actions or events that require an institution to provide ED with a letter of credit or other form of acceptable financial protection. The regulations also, among other things, may increase the amount of the letter of credit or other form of financial protection that an institution must provide to ED if the institution has a composite score below 1.0, no longer qualifies for the Zone Alternative or does not comply with other applicable requirements of the financial responsibility regulations. These new requirements are scheduled to become effective on July 1, 2017. ED has historically evaluated the financial condition of our institutions on a consolidated basis based on the financial statements of Universal Technical Institute, Inc. as the parent company. ED’s regulations permit ED to examine the financial statements of Universal Technical Institute, Inc., the financial statements of each institution and the financial statements of any related party. As anticipated, upon review of our 2015 financial statements and composite score, ED communicated that we could elect the "Zone Alternative" option described above or post a letter of credit representing 50% of the Title IV Program funds received by us during 2015. We elected the "Zone Alternative" option and began disbursing funds under the HCM1 method on October 10, 2016 and are now subject to the “Zone Alternative” notification requirement described above. In connection with the issuance of our Series A Convertible Preferred Stock (Series A Preferred Stock) in June 2016, we received a request from ED to provide a monthly student roster and a biweekly cash flow projection. ED extended this requirement as part of the "Zone Alternative" option outlined above. We began complying with these reporting requirements in July 2016. For our 2016 fiscal year, we calculated our composite score to be 1.7. However, the composite score calculations and resulting requirements imposed on our institutions are subject to determination by ED once it receives and reviews our audited financial statements. Moreover, ED may recalculate our composite score to account for its estimate of actual or potential losses resulting from certain events identified in the new Defense to Repayment Regulations. If ED determines that our composite score is 1.5 or higher, our composite score would be high enough for our institutions to be deemed financially responsible and could result in ED no longer requiring us to comply with the "Zone Alternative" requirements or the requirement to use the HCM1 payment method. Such determination would be subject to the absence of other factors supporting these requirements. Return of Title IV Funds An institution participating in Title IV Programs must calculate the amount of unearned Title IV Program funds that have been disbursed to students who withdraw from their educational programs before completing them. The institution must return those unearned funds to ED or the appropriate lending institution in a timely manner, which is generally within 45 days from the date the institution determines that the student has withdrawn. If an institution is cited in an audit or program review for returning Title IV Program funds late for 5% or more of the students in the audit or program review sample, the institution must post a letter of credit in favor of ED in an amount equal to 25% of the total Title IV Program funds that should have been returned in the previous fiscal year. Because we operate in a highly regulated industry, we, like other industry participants, may be subject from time to time to investigations, claims of non-compliance, or lawsuits by governmental agencies or third parties, which allege statutory violations, regulatory infractions, or common law causes of action. There can be no assurance that other regulatory agencies or third parties will not undertake investigations or make claims against us, or that such claims, if made, will not have a material adverse effect on our business, cash flows, results of operations or financial condition. Compliance with Regulatory Standards and Effect of Regulatory Violations Our institutions are subject to audits and program compliance reviews by various external agencies, including ED, ED’s Office of Inspector General, state education agencies, student loan guaranty agencies, the VA and ACCSC, as well as other federal and state agencies. Each of our institutions’ administration of Title IV Program funds must also be audited annually by independent accountants and the resulting audit report submitted to ED for review. If ED or another regulatory agency determined that one of our institutions improperly disbursed Title IV Program funds or violated a provision of the HEA or ED’s regulations, that institution could be required to repay such funds and could be assessed an administrative fine. ED could also transfer the institution from the advance method of receiving Title IV Program funds to a cash monitoring or reimbursement system, which could negatively impact cash flow at an institution. Significant violations of Title IV Program requirements by us or any of our institutions could be the basis for a proceeding by ED to fine the affected institution or to limit, suspend or terminate the participation of the affected institution in Title IV Programs. Generally, such a termination extends for 18 months before the institution may apply for reinstatement of its participation. In April 2015, ED completed an ordinary course program review of our administration of the Title IV programs in which we participate for our Avondale, Arizona campus and additional locations of that campus. The site visit covered the 2013-2014 and 2014-2015 award years. We have not received the initial report from ED regarding this matter. Veterans' Benefits Programs Since October 1, 2011, the Post-9/11 GI Bill has been effective for both degree and non-degree granting institutions of higher learning, allowing eligible veterans to use their Post-9/11 GI Bill benefits at all of our institutions. Additionally, veterans use benefits such as the Montgomery GI Bill, the REAP and VA Vocational Rehabilitation at our campuses. We derived approximately 19% of our revenues, on a cash basis, from veterans' benefits programs in 2016. To participate in veterans' benefits programs, including the Post-9/11 GI Bill, the Montgomery GI Bill, the REAP, and VA Vocational Rehabilitation, an institution must comply with certain requirements established by the VA. These criteria require, among other things, that the institution: • report on the enrollment status of eligible students; • maintain student records and make such records available for inspection; • follow current VA rules; and • comply with applicable limits on the percentage of students receiving certain veterans benefits on a program or campus basis. The VA shares responsibility for VA benefit approval and oversight with designated State Approving Agencies (SAAs). SAAs play a critical role in evaluating institutions and their programs to determine if they meet VA benefit eligibility requirements. Processes and approval criteria as well as interpretation of applicable requirements can vary from state to state. Therefore, approval in one state does not necessarily result in approval in all states. During 2012, President Obama signed an Executive Order directing the Departments of Defense, Veterans Affairs and Education to establish “Principles of Excellence” (Principles), based on certain guidelines set forth in the Executive Order, to apply to educational institutions receiving federal funding for service members, veterans and family members. We are required to comply with the Principles to continue recruitment activities on military installations. Additionally, there is a requirement to possess a memorandum of understanding (MOU) with the U.S. DOD as well as with certain individual installations. |
Quarterly Financial Summary (Un
Quarterly Financial Summary (Unaudited) | 12 Months Ended |
Sep. 30, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Summary (Unaudited) | Quarterly Financial Summary (Unaudited) Year ended September 30, 2016 First Second (1) Third (1) Fourth (1) Fiscal Revenues $ 89,773 $ 88,192 $ 82,266 $ 86,915 $ 347,146 Income (loss) from operations $ (2,193 ) $ (5,770 ) $ (5,450 ) $ (5,210 ) $ (18,623 ) Net income (loss) $ (1,680 ) $ (32,002 ) $ (5,069 ) $ (8,945 ) $ (47,696 ) Income (loss) per share: Basic $ (0.07 ) $ (1.32 ) $ (0.21 ) $ (0.42 ) $ (2.02 ) Diluted $ (0.07 ) $ (1.32 ) $ (0.21 ) $ (0.42 ) $ (2.02 ) Year ended September 30, 2015 First Second Third Fourth (2) Fiscal Revenues $ 95,680 $ 91,235 $ 85,106 $ 90,653 $ 362,674 Income (loss) from operations $ 5,600 $ 2,402 $ (3,996 ) $ (13,229 ) $ (9,223 ) Net income (loss) $ 3,094 $ 555 $ (2,975 ) $ (9,823 ) $ (9,149 ) Income (loss) per share: Basic $ 0.12 $ 0.02 $ (0.12 ) $ (0.41 ) $ (0.38 ) Diluted $ 0.12 $ 0.02 $ (0.12 ) $ (0.41 ) $ (0.38 ) (1) During the three months ended March 31, 2016, we recorded a full valuation allowance on our deferred tax assets. We will maintain a valuation allowance on our deferred tax assets until sufficient positive evidence exists to support its reversal. See Note 13 for further discussion. (2) The quarter ended September 30, 2015 included goodwill impairment of $12.4 million . The summation of quarterly per share information does not equal amounts for the full year as quarterly calculations are performed on a discrete basis. Additionally, securities may have had an anti-dilutive effect during individual quarters but not for the full year. |
Summary of Significant Accoun28
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The accompanying consolidated financial statements include the accounts of UTI and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated. |
Use of Estimates | Use of Estimates The preparation of financial statements in accordance with accounting principles generally accepted in the United States requires management to make certain estimates and assumptions. Such estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses and related disclosures of contingent assets and liabilities. On an ongoing basis, we evaluate our estimates and assumptions, including those related to revenue recognition, our proprietary loan program, allowance for uncollectible accounts, investments, property and equipment, goodwill recoverability, self-insurance claim liabilities, income taxes, contingencies and stock-based compensation. We base our estimates on historical experience and on various other assumptions that we believe are reasonable under the circumstances. The results of our analysis form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions, and the impact of such differences may be material to our consolidated financial statements. |
Revenue Recognition | Revenue Recognition Revenues consist primarily of student tuition and fees derived from the programs we provide after reductions are made for discounts and scholarships we sponsor, refunds for students who withdraw from our programs prior to specified dates and the portion of tuition students have funded through our proprietary loan program for which payment has not been received. Tuition and fee revenue is recognized ratably over the term of the course or program offered. Approximately 98% of our revenues for each of the years ended September 30, 2016 , 2015 and 2014 consisted of tuition. The majority of our undergraduate programs are designed to be completed in 45 to 102 weeks and our advanced training programs range from 11 to 23 weeks in duration. We supplement our revenues with sales of textbooks and program supplies and other revenues, which are recognized as sales occur or services are performed. Deferred revenue represents the excess of tuition and fee payments received as compared to tuition and fees earned and is reflected as a current liability in our consolidated balance sheets because it is expected to be earned within the next 12 months. |
Proprietary Loan Program | 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 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 $1.5 million , $1.4 million and $1.5 million for the years ended September 30, 2016, 2015 and 2014, respectively. Since loan collectability is not reasonably assured, the loans and related deferred tuition revenue are not recognized in our consolidated balance sheets. The following table summarizes the impact of the proprietary loan program on our tuition revenue and interest income during each period in our consolidated statements of income (loss) as well as on a cumulative basis at the end of the current period. 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. |
Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, Policy [Policy Text Block] | Restricted Cash Restricted cash primarily represents the funds transferred in advance of loan purchases under our proprietary loan program. Restricted cash also includes funds held for students from Title IV financial aid program funds that result in credit balances on a student’s account. |
Allowance for Uncollectible Accounts | Allowance for Uncollectible Accounts We maintain an allowance for uncollectible accounts for estimated losses resulting from the inability, failure or refusal of our students to make required payments. We offer a variety of payment plans to help students pay that portion of their education expenses not covered by financial aid programs or alternate fund sources, which are unsecured and not guaranteed. Management analyzes accounts receivable, historical percentages of uncollectible accounts, customer credit worthiness and changes in payment history when evaluating the adequacy of the allowance for uncollectible accounts. We use an internal group of collectors, augmented by third party collectors as deemed appropriate, in our collection efforts. Although we believe that our allowance is adequate, if the financial condition of our students deteriorates, resulting in an impairment of their ability to make payments, or if we underestimate the allowances required, additional allowances may be necessary, which would result in increased selling, general and administrative expenses in the period such determination is made. |
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. Investments with an original maturity date of 90 days or less at the time of purchase are classified as cash equivalents and investments with a maturity date greater than one year at the end of the period are classified as non-current. We review our held-to-maturity investments for impairment quarterly to determine if other-than-temporary declines in the carrying value have occurred for any individual investment. Other-than-temporary declines in the value of our held-to-maturity investments are recorded as expense in the period in which the determination is made. |
Property and Equipment | Property and Equipment Property, equipment and leasehold improvements are recorded at cost less accumulated depreciation and amortization. Depreciation and amortization expense are calculated using the straight-line method over the estimated useful lives of the related assets. Amortization of leasehold improvements is calculated using the straight-line method over the remaining useful life of the asset or term of lease, whichever is shorter. Costs relating to software developed for internal use and curriculum development are capitalized and amortized using the straight-line method over the related estimated useful lives. Such costs include direct costs of materials and services as well as payroll and related costs for employees who are directly associated with the projects. Maintenance and repairs are expensed as incurred. We review the carrying value of our property and equipment for possible impairment whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable. We evaluate our long-lived assets for impairment by examining estimated future cash flows. These cash flows are evaluated by using probability weighting techniques as well as comparisons of past performance against projections. Assets may also be evaluated by identifying independent market values. If we determine that an asset’s carrying value is impaired, we will write-down the carrying value of the asset to its estimated fair value and charge the impairment as an operating expense in the period in which the determination is made. There were no impairment charges required for the years ended September 30, 2016, 2015 or 2014. |
Goodwill | Goodwill Goodwill represents the excess of the cost of an acquired business over the estimated fair values of the assets acquired and liabilities assumed. Goodwill is reviewed at least annually for impairment, which may result from the deterioration in the operating performance of the acquired business, adverse market conditions, adverse changes in the applicable laws or regulations and a variety of other circumstances. Any resulting impairment charge would be recognized as an expense in the period in which impairment is identified. Our goodwill resulted primarily from the acquisition of our motorcycle and marine education business in 1998. We recorded an impairment charge of $12.4 million related to the goodwill allocated to our MMI Phoenix, Arizona campus during the year ended September 30, 2015. The remaining $8.2 million of goodwill from this acquisition is allocated to our MMI Orlando, Florida campus that provides the related educational programs. Additionally, we recorded $0.8 million of goodwill related to the acquisition of BrokenMyth Studios, LLC in February 2016. Our total recorded goodwill was $9.0 million as of September 30, 2016. We assess our goodwill for impairment during the fourth quarter of each fiscal year. The change in the carrying value of goodwill is as follows: Balance as of September 30, 2015 $ 8,222 Acquisition of BMS 783 Balance as of September 30, 2016 $ 9,005 During the year ended September 30, 2016, we utilized a discounted cash flow model that incorporated estimated future cash flows for the next five years and an associated terminal value to determine the fair value of our MMI Orlando, Florida campus. Key management assumptions included in the cash flow model included future tuition revenues, operating costs, working capital changes, capital expenditures and a discount rate. Based upon our annual assessments, we determined that our goodwill was not impaired as of September 30, 2016 and that impairment charges were not required. For the goodwill associated with our newly-acquired BMS reporting unit, we performed a qualitative goodwill impairment analysis and determined it was more likely than not that the fair value of this reporting unit exceeded its carrying value. Our analysis included consideration of macro-economic and company-specific factors as well as the synergies we are beginning to realize as we integrate this reporting unit into our business. Actual experience will differ from the amounts included in our assessment, which could result in impairment of our goodwill in the future. |
Self-Insurance Plans | Self-Insurance Plans We are self-insured for claims related to employee health and dental care and claims related to workers’ compensation. Liabilities associated with these plans are estimated by management with consideration of our historical loss experience, severity factors and independent actuarial analysis. Our claim liabilities are based on estimates, and while we believe the amounts accrued are adequate, the ultimate losses may differ from the amounts provided. |
Deferred Rent Liability | Deferred Rent Liability We lease the majority of our administrative and educational facilities under operating lease agreements. Some lease agreements contain tenant improvement allowances, free rent periods or rent escalation clauses. In instances where one or more of these items are included in a lease agreement, we record a deferred rent liability on the consolidated balance sheet and record rent expense evenly over the term of the lease. |
Advertising Costs | Advertising Costs Costs related to advertising are expensed as incurred and totaled approximately $41.2 million , $44.7 million and $39.2 million for the years ended September 30, 2016, 2015 and 2014, respectively. |
Stock-Based Compensation | Stock-Based Compensation Historically, we have issued restricted stock awards and restricted stock units with vesting subject to service conditions and stock options. We measure all share-based payments to employees at estimated fair value. We recognize the compensation expense for restricted stock awards and restricted stock units with only service conditions on a straight-line basis over the requisite service period. We did not grant stock options during the years ended September 30, 2016, 2015 and 2014. Shares issued under our equity compensation plans are new shares. Compensation expense associated with restricted stock awards and restricted stock units is measured based on the grant date fair value of our common stock, discounted for non-participation in anticipated dividends during the vesting period. The requisite service period for restricted stock awards and restricted stock units is generally the vesting period. Compensation expense is recognized only for those awards that are expected to vest, which we estimate based upon historical forfeitures. |
Income Taxes | Income Taxes We recognize deferred tax assets and liabilities for the estimated future tax consequences of events attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. We also recognize deferred tax assets for net operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which the differences are expected to be recovered or settled. Deferred tax assets are reduced through a valuation allowance if it is more likely than not that the deferred tax assets will not be realized. |
Concentration of Risk | Concentration of Risk Financial instruments that potentially subject us to concentrations of credit risk consist principally of cash and cash equivalents, restricted cash, investments and receivables. As of September 30, 2016, we held cash and cash equivalents of $119.0 million , restricted cash of $6.0 million and investments of $1.7 million invested in pre-funded municipal bonds, collateralized by escrowed-to-maturity U.S. treasury notes, certificates of deposit issued by financial institutions and corporate bonds. We place our cash and cash equivalents and restricted cash with high quality financial institutions and limit the amount of credit exposure with any one financial institution. We mitigate the concentration risk of our investments by limiting the amount invested in any one issuer. We mitigate the risk associated with our investment in corporate bonds by requiring a minimum credit rating of A. We extend credit for tuition and fees, for a limited period of time, to a majority of our students. A substantial portion is repaid through the student’s participation in federally funded financial aid programs. Transfers of funds from the financial aid programs to us are made in accordance with the U.S. Department of Education (ED) requirements. Approximately 66% of our revenues, on a cash basis, were collected from funds distributed under Title IV Programs for the year ended September 30, 2016. This percentage differs from our Title IV percentage as calculated under the 90/10 rule due to the prescribed treatment of certain Title IV stipends under the rule. Additionally, approximately 19% of our revenues, on a cash basis, were collected from funds distributed under various veterans benefits programs for the year ended September 30, 2016. The financial aid and veterans benefits programs are subject to political and budgetary considerations. There is no assurance that such funding will be maintained at current levels. Extensive and complex regulations govern the financial assistance programs in which our students participate. Our administration of these programs is periodically reviewed by various regulatory agencies. Any regulatory violation could be the basis for the initiation of potential adverse actions, including a suspension, limitation, placement on reimbursement status or termination proceeding, which could have a material adverse effect on our business. ED and other regulators have increased the frequency and severity of their enforcement actions against postsecondary schools which have resulted in the imposition of material liabilities, sanctions, letter of credit requirements and other restrictions and, in some cases, resulted in the loss of schools’ eligibility to receive Title IV funds or in closure of the schools. If any of our institutions were to lose its eligibility to participate in federal student financial aid programs, the students at that institution would lose access to funds derived from those programs and would have to seek alternative sources of funds to pay their tuition and fees. Students obtain access to federal student financial aid through an ED prescribed application and eligibility certification process. Student financial aid funds are generally made available to students at prescribed intervals throughout their predetermined expected length of study. Students typically apply the funds received from the federal financial aid programs to pay their tuition and fees. The transfer of funds is from the financial aid program to the student, who then uses those funds to pay for a portion of the cost of their education. The receipt of financial aid funds reduces the student’s amounts due to us and has no impact on revenue recognition, as the transfer relates to the source of funding for the costs of education, which may occur either through Title IV or other funds and resources available to the student. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The carrying value of cash equivalents, restricted cash, accounts receivable, accounts payable, accrued liabilities and deferred tuition approximates their respective fair value as of September 30, 2016 and 2015 due to the short-term nature of these instruments. |
Comprehensive Income | Comprehensive Income |
Start-up Costs | Start-up Costs Costs related to the start-up of new campuses are expensed as incurred. |
Summary of Significant Accoun29
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Schedule of Goodwill | The change in the carrying value of goodwill is as follows: Balance as of September 30, 2015 $ 8,222 Acquisition of BMS 783 Balance as of September 30, 2016 $ 9,005 |
Impact of the proprietary loan program on our tuition revenue and interest income during the period as well as on a cumulative basis | Year Ended September 30, Inception to date 2016 2015 2014 Tuition and interest income excluded $ 22,622 $ 24,192 $ 26,042 $ 142,715 Amounts collected and recognized (7,166 ) (5,440 ) (3,457 ) (21,085 ) Net amount excluded during the period $ 15,456 $ 18,752 $ 22,585 $ 121,630 |
Activity related to the balances outstanding under our proprietary loan program, including loans outstanding, interest and origination fees | 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 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 consolidated statements of income (loss). Year Ended September 30, 2016 2015 Balance at beginning of period $ 74,664 $ 70,759 Loans extended 19,341 18,740 Interest accrued 3,888 3,108 Amounts collected and recognized (7,166 ) (5,440 ) Amounts written off (15,216 ) (12,503 ) Balance at end of period $ 75,511 $ 74,664 |
Postemployment Benefits (Tables
Postemployment Benefits (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Postemployment Benefits [Abstract] | |
Postemployment Activity | The postemployment benefit accrual activity for the year ended September 30, 2016 was as follows: Liability Balance at Postemployment Cash Paid Other Liability Balance at Severance $ 545 $ 5,015 $ (1,334 ) $ (180 ) $ 4,046 Other — 285 (81 ) (15 ) 189 Total $ 545 $ 5,300 $ (1,415 ) $ (195 ) $ 4,235 (1) Primarily relates to the expiration of benefits not used within the time offered under the separation agreement and non-cash severance. |
Receivables, net (Tables)
Receivables, net (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Receivables [Abstract] | |
Receivables, net | Receivables, net consist of the following: September 30, 2016 2015 Tuition receivables $ 10,664 $ 18,517 Tax receivables 2,207 — Other receivables 3,333 5,712 Receivables 16,204 24,229 Less allowance for uncollectible accounts (951 ) (1,820 ) $ 15,253 $ 22,409 |
Summary of the activity for our allowance for uncollectible accounts | The following table summarizes the activity for our allowance for uncollectible accounts for the year ended September 30: Balance at Additions to Write-offs of Balance at 2016 $ 1,820 $ 1,153 $ (2,022 ) $ 951 2015 $ 3,794 $ 2,634 $ (4,608 ) $ 1,820 2014 $ 4,149 $ 3,972 $ (4,327 ) $ 3,794 |
Investments (Tables)
Investments (Tables) | 12 Months Ended |
Sep. 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 September 30, 2016 were as follows: Estimated Amortized Gross Unrealized Fair Market Cost Gains Losses Value Due in less than 1 year: Municipal bonds $ 744 $ — $ — $ 744 Corporate bonds 200 — — 200 Certificates of deposit 747 — — 747 $ 1,691 $ — $ — $ 1,691 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) | 12 Months Ended |
Sep. 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 September 30, 2016 Quoted Prices Significant Significant Money market funds $ 108,963 $ 108,963 $ — $ — Corporate bonds 200 200 — — Commercial paper 2,501 — 2,501 — Municipal bonds 744 — 744 — Certificates of deposit 747 — 747 — Total assets at fair value on a recurring basis $ 113,155 $ 109,163 $ 3,992 $ — 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 (Ta
Property and Equipment, net (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property and equipment, net | Property and equipment, net consisted of the following: Depreciable September 30, September 30, Land — $ 3,189 $ 3,189 Building and building improvements 30-35 78,870 79,555 Leasehold improvements 1-28 39,539 39,326 Training equipment 3-10 92,601 87,795 Office and computer equipment 3-10 37,688 38,776 Curriculum development 5 18,702 18,716 Software developed for internal use 3-5 11,905 11,859 Vehicles 5 1,228 1,233 Construction in progress — 2,195 3,941 285,917 284,390 Less accumulated depreciation and amortization (171,884 ) (160,246 ) $ 114,033 $ 124,144 |
Assets financed by financing obligations | The following amounts, which are included in the above table, represent assets financed by financing obligations: September 30, September 30, Buildings and building improvements $ 45,816 $ 45,816 Construction in progress — — Assets financed by financing obligations, gross 45,816 45,816 Less accumulated depreciation and amortization (6,162 ) (3,480 ) Assets financed by financing obligation, net $ 39,654 $ 42,336 |
Build-to-Suit Lease (Tables)
Build-to-Suit Lease (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Leases [Abstract] | |
Future minimum lease payments | Years ending September 30, 2017 $ 4,402 2018 4,522 2019 4,646 2020 4,772 2021 4,902 Thereafter 55,001 Total future minimum lease obligation $ 78,245 Less imputed interest on financing obligation (33,542 ) Less imputed accrued land lease obligation (649 ) Net present value of financing obligation $ 44,054 |
Investment in Unconsolidated 36
Investment in Unconsolidated Affiliate (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Investment in Unconsolidated Affiliate [Abstract] | |
Equity Method Investments [Table Text Block] | Investment in unconsolidated affiliates consists of the following: September 30, 2016 September 30, 2015 Carrying Value (In thousands) Ownership Percentage Carrying Value (In thousands) Ownership Percentage Investment in JV $ 4,036 27.972 % $ 3,986 27.972 % Investment in Pro-MECH $ — 25.000 % $ — — Investment in unconsolidated affiliates included the following activity during the period: Year ended September 30, 2016 2015 Balance at beginning of period $ 3,986 $ 3,903 Investment in unconsolidated affiliate 1,000 — Equity in earnings of unconsolidated affiliates 342 527 Return of capital contribution from unconsolidated affiliates (475 ) (464 ) Loss on impairment of investment in unconsolidated affiliates (815 ) — Equity interest in investee's unrealized gains on hedging derivatives, net of taxes (2 ) 20 Balance at end of period $ 4,036 $ 3,986 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Schedule of Acquisitions [Line Items] | |
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 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 dete |
Accounts Payable and Accrued 38
Accounts Payable and Accrued Expenses (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Payables and Accruals [Abstract] | |
Accounts payable and accrued expenses | Accounts payable and accrued expenses consisted of the following: September 30, 2016 September 30, 2015 Accounts payable $ 11,805 $ 14,498 Accrued compensation and benefits 22,501 17,534 Other accrued expenses 8,239 10,588 $ 42,545 $ 42,620 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Components of income tax expense | The components of income tax expense (benefit) are as follows: Year Ended September 30, 2016 2015 2014 Current expense United States federal $ (2,043 ) $ 2,819 $ 6,425 State 285 1,043 1,335 Total current expense (benefit) (1,758 ) 3,862 7,760 Deferred (benefit) expense United States federal 24,877 (5,109 ) (3,923 ) State 3,051 (285 ) (127 ) Total deferred (benefit) expense 27,928 (5,394 ) (4,050 ) Total provision for income taxes $ 26,170 $ (1,532 ) $ 3,710 |
Reconciliation of tax rate | The income tax provision differs from the tax that would result from application of the statutory federal tax rate of 35.0% to pre-tax income for the year. The reasons for the differences are as follows: Year Ended September 30, 2016 2015 2014 Income tax expense at statutory rate $ (7,534 ) $ (3,738 ) $ 2,012 State income taxes, net of federal tax benefit (531 ) 265 648 Deferred tax asset write-off related to share based 51 1,572 828 Increase in valuation allowance 34,184 128 49 Other, net — 241 173 Total income tax expense $ 26,170 $ (1,532 ) $ 3,710 |
Components of Deferred tax assets (liabilities) | The components of the deferred tax assets (liabilities) recorded in the accompanying consolidated balance sheets were as follows: September 30, 2016 2015 Gross deferred tax assets: Deferred compensation $ 2,083 $ 1,784 Reserves and accruals 5,417 5,395 Accrued tool sets 1,188 1,460 Deferred revenue 22,326 19,606 Deferred rent liability 1,213 1,939 Net operating losses and tax credit carryforwards 479 393 Depreciation and amortization of property and equipment 684 — Charitable contribution carryovers 671 — Deductions limited by Section 382 592 — Valuation allowance (32,828 ) (401 ) Total gross deferred tax assets 1,825 30,176 Gross deferred tax liabilities: Amortization of goodwill and intangibles (3,141 ) (3,140 ) Depreciation and amortization of property and equipment — (421 ) Prepaid and other expenses deductible for tax (1,825 ) (1,828 ) Total deferred tax liabilities, gross (4,966 ) (5,389 ) Net deferred tax assets (liabilities) $ (3,141 ) $ 24,787 |
Summary of valuation allowance | The following table summarizes the activity for the valuation allowance for the year ended September 30: Balance at Beginning of Period Additions (Reductions) to Income Tax Expense Write-offs Balance at End of Period 2016 $ 401 $ 34,184 $ (1,757 ) $ 32,828 2015 $ 273 $ 128 $ — $ 401 2014 $ 224 $ 49 $ — $ 273 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Minimum Rental Commitments | Future minimum rental commitments as of September 30, 2016 for all non-cancelable operating leases are as follows: Years ending September 30, Gross Sublease income Net 2017 $ 27,982 (325 ) $ 27,657 2018 27,818 (328 ) 27,490 2019 27,173 (332 ) 26,841 2020 22,660 (157 ) 22,503 2021 19,840 — 19,840 Thereafter 30,975 — 30,975 $ 156,448 $ (1,142 ) $ 155,306 |
Common Shareholders' Equity (Ta
Common Shareholders' Equity (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Summary of operating expense line and the impact on net income | The following table summarizes the operating expense line and the impact on net income (loss) in the consolidated statements of income (loss) in which stock-based compensation expense has been recorded: Year Ended September 30, 2016 2015 2014 Educational services and facilities $ 280 $ 294 $ 587 Selling, general and administrative 4,624 3,971 5,134 Total stock-based compensation expense $ 4,904 $ 4,265 $ 5,721 Income tax benefit $ 1,873 $ 1,629 $ 2,288 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | The following table summarizes the weighted average fair values of the restricted stock units granted: Year Ended September 30, 2016 2015 2014 Weighted average grant date fair value per share $ 2.30 $ 4.49 $ 10.05 |
Summary of stock option activity | |
Cash received and associated tax benefit | |
Share-based compensation activity, restricted stock | The following table summarizes restricted stock activity under the 2003 Plan: Number of Shares (In thousands) Weighted Average Grant Date Fair Value per Share Nonvested restricted stock outstanding as of September 30, 2015 218 $ 12.85 Restricted stock vested (136 ) $ 13.09 Restricted stock forfeited (24 ) $ 12.62 Nonvested restricted stock outstanding as of September 30, 2016 58 $ 12.38 The following table summarizes restricted stock unit activity under the 2003 Plan: Number of Shares Weighted Average Nonvested restricted stock units outstanding as of September 30, 2015 995 $ 6.76 Restricted stock units awarded 535 $ 2.30 Restricted stock units vested (325 ) $ 7.45 Restricted stock units forfeited (247 ) $ 4.55 Nonvested restricted stock units outstanding as of September 30, 2016 958 $ 4.61 |
Share-based compensation activity, restricted stock units | The following table summarizes restricted stock activity under the 2003 Plan: Number of Shares (In thousands) Weighted Average Grant Date Fair Value per Share Nonvested restricted stock outstanding as of September 30, 2015 218 $ 12.85 Restricted stock vested (136 ) $ 13.09 Restricted stock forfeited (24 ) $ 12.62 Nonvested restricted stock outstanding as of September 30, 2016 58 $ 12.38 The following table summarizes restricted stock unit activity under the 2003 Plan: Number of Shares Weighted Average Nonvested restricted stock units outstanding as of September 30, 2015 995 $ 6.76 Restricted stock units awarded 535 $ 2.30 Restricted stock units vested (325 ) $ 7.45 Restricted stock units forfeited (247 ) $ 4.55 Nonvested restricted stock units outstanding as of September 30, 2016 958 $ 4.61 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Summary of Calculation of Weighted Average Number of Shares Outstanding Used in Computing Basic and Diluted Net Income Loss Per Share | Year Ended September 30, 2016 2015 2014 (In thousands) Income (loss) available for distribution $ (49,120 ) $ (9,149 ) $ 2,037 Weighted average number of shares Basic shares outstanding 24,313 24,391 24,640 Dilutive effect related to employee stock plans — — 280 Diluted shares outstanding 24,313 24,391 24,920 Net income (loss) per share - basic $ (2.02 ) $ (0.38 ) $ 0.08 Net income (loss) per share - diluted $ (2.02 ) $ (0.38 ) $ 0.08 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: Year Ended September 30, 2016 2015 2014 (In thousands) Outstanding stock-based grants 816 1,044 884 Convertible preferred stock 5,629 — — 6,445 1,044 884 |
Earnings per Share Schedule of
Earnings per Share Schedule of antidilutive securities (Tables) | 12 Months Ended |
Sep. 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: Year Ended September 30, 2016 2015 2014 (In thousands) Outstanding stock-based grants 816 1,044 884 Convertible preferred stock 5,629 — — 6,445 1,044 884 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Summary of Information by Reportable Segment | Summary information by reportable segment is as follows: Year Ended September 30, 2016 2015 2014 Revenues Postsecondary education $ 334,156 $ 350,682 $ 367,630 Other 12,990 11,992 10,763 Consolidated $ 347,146 $ 362,674 $ 378,393 Income (loss) from operations Postsecondary education $ (13,980 ) $ (5,911 ) $ 9,045 Other (4,643 ) (3,312 ) (2,708 ) Consolidated $ (18,623 ) $ (9,223 ) $ 6,337 Depreciation and amortization (1) Postsecondary education $ 17,222 $ 18,888 $ 20,121 Other 527 267 353 Consolidated $ 17,749 $ 19,155 $ 20,474 Net income (loss) Postsecondary education $ (44,467 ) $ (7,477 ) $ 3,272 Other (3,229 ) (1,672 ) (1,235 ) Consolidated $ (47,696 ) $ (9,149 ) $ 2,037 As of September 30, 2016 2015 2014 Goodwill Postsecondary education $ 8,222 $ 8,222 $ 20,579 Other 783 — — Consolidated $ 9,005 $ 8,222 $ 20,579 Total assets Postsecondary education $ 289,688 $ 266,922 $ 282,529 Other 7,471 7,380 5,540 Consolidated $ 297,159 $ 274,302 $ 288,069 (1) Excludes depreciation of training equipment obtained in exchange for services of $ 1.3 million , $ 1.2 million and $ 1.2 million for the years ended September 30, 2016, 2015 and 2014, respectively. |
Quarterly Financial Summary (45
Quarterly Financial Summary (Unaudited) (Tables) | 12 Months Ended |
Sep. 30, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Summary (Unaudited) | Year ended September 30, 2016 First Second (1) Third (1) Fourth (1) Fiscal Revenues $ 89,773 $ 88,192 $ 82,266 $ 86,915 $ 347,146 Income (loss) from operations $ (2,193 ) $ (5,770 ) $ (5,450 ) $ (5,210 ) $ (18,623 ) Net income (loss) $ (1,680 ) $ (32,002 ) $ (5,069 ) $ (8,945 ) $ (47,696 ) Income (loss) per share: Basic $ (0.07 ) $ (1.32 ) $ (0.21 ) $ (0.42 ) $ (2.02 ) Diluted $ (0.07 ) $ (1.32 ) $ (0.21 ) $ (0.42 ) $ (2.02 ) Year ended September 30, 2015 First Second Third Fourth (2) Fiscal Revenues $ 95,680 $ 91,235 $ 85,106 $ 90,653 $ 362,674 Income (loss) from operations $ 5,600 $ 2,402 $ (3,996 ) $ (13,229 ) $ (9,223 ) Net income (loss) $ 3,094 $ 555 $ (2,975 ) $ (9,823 ) $ (9,149 ) Income (loss) per share: Basic $ 0.12 $ 0.02 $ (0.12 ) $ (0.41 ) $ (0.38 ) Diluted $ 0.12 $ 0.02 $ (0.12 ) $ (0.41 ) $ (0.38 ) |
Business Description (Narrative
Business Description (Narrative) (Details) | Sep. 30, 2016Campus |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of campuses through which undergraduate degree, diploma and certificate programs are offered | 12 |
Summary of Significant Accoun47
Summary of Significant Accounting Policies (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | |
Accounting Policies [Abstract] | |||||
Equity Method Investments | $ 4,036 | $ 3,986 | $ 3,903 | $ 4,000 | $ 4,000 |
Revenue consisted of tuition | 98.00% | 98.00% | 98.00% | ||
Document Period End Date | Sep. 30, 2016 | ||||
Expenses Incurred with bank and other services | $ 1,500 | $ 1,400 | $ 1,500 | ||
Total amount of loans committed to provide | $ 144,000 | ||||
Maximum maturity period | 90 days | ||||
Goodwill | $ 9,005 | 8,222 | 20,579 | ||
Accrued Insurance | 3,500 | ||||
Advertising Expenses | 41,200 | 44,700 | 39,200 | ||
Stock Based Compensation Expenses | 4,904 | 4,265 | 5,721 | ||
Tax Benefit | 1,873 | 1,629 | 2,288 | ||
Cash and cash equivalents | 119,045 | 29,438 | 38,985 | $ 34,596 | |
Restricted cash | 5,956 | 5,824 | |||
Investment | $ 1,700 | ||||
Percentage of cash basis revenue collected from funds distributed under Title IV programs | 66.00% | ||||
Percentage of Cash Basis Revenue Collected from Funds Distributed Under Veterans Benefits Programs | 19.00% | ||||
Equity interest in investee's unrealized gains on hedging derivatives, net of taxes | $ (2) | $ 20 | $ 0 |
Summary of Significant Accoun48
Summary of Significant Accounting Policies (Impact of Proprietary Loan Program on Tuition Revenue and Interest Income) (Details) - USD ($) $ in Thousands | 12 Months Ended | 100 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2016 | |
Schedule of impact of proprietary loan program on our tuition revenue and interest income | ||||
Tuition and interest income excluded | $ 22,622 | $ 24,192 | $ 26,042 | $ 142,715 |
Amounts collected and recognized | (7,166) | (5,440) | (3,457) | (21,085) |
Amounts written off | (15,216) | (12,503) | ||
Net amount excluded during the period | $ 15,456 | $ 18,752 | $ 22,585 | $ 121,630 |
Summary of Significant Accoun49
Summary of Significant Accounting Policies (Balances Outstanding under Proprietary Loan Program) (Details) - USD ($) $ in Thousands | 12 Months Ended | 100 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2016 | |
Activity related to the balances outstanding under our proprietary loan program | ||||
Balance at beginning of period | $ 74,664 | $ 70,759 | ||
Loans extended | 19,341 | 18,740 | ||
Interest accrued | 3,888 | 3,108 | ||
Amounts collected and recognized | (7,166) | (5,440) | $ (3,457) | $ (21,085) |
Amounts written off | (15,216) | (12,503) | ||
Balance at ending of period | $ 75,511 | $ 74,664 | $ 70,759 | $ 75,511 |
Summary of Significant Accoun50
Summary of Significant Accounting Policies Goodwill Text (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | Jun. 30, 2016 | Mar. 31, 2016 | |
Goodwill [Line Items] | |||||
Goodwill impairment | $ 0 | $ 12,357 | $ 0 | ||
Goodwill | 9,005 | 8,222 | $ 20,579 | ||
ARIZONA | |||||
Goodwill [Line Items] | |||||
Goodwill impairment | $ 12,400 | ||||
Orlando Florida Campus | |||||
Goodwill [Line Items] | |||||
Goodwill | 8,000 | ||||
BrokenMyth Studios, LLC [Member] | |||||
Goodwill [Line Items] | |||||
Goodwill | $ 783 | $ 783 | $ 783 |
Postemployment Benefits (Narrat
Postemployment Benefits (Narrative) (Details) $ in Thousands | 1 Months Ended | 12 Months Ended |
Sep. 30, 2016USD ($)employees | Sep. 30, 2016USD ($) | |
Schedule of Postemployment Benefits [Line Items] | ||
Number of impacted employees due to reduction in workforce | employees | 70 | |
Expiration Period Of Postemployment Benefits Agreements | 2018-11 | |
Postemployment benefit expense | $ 3,900 | $ 5,300 |
Minimum [Member] | ||
Schedule of Postemployment Benefits [Line Items] | ||
Period for payment of post employment benefit | 1 month | |
Maximum [Member] | ||
Schedule of Postemployment Benefits [Line Items] | ||
Period for payment of post employment benefit | 24 months | |
Employee Severance [Member] | ||
Schedule of Postemployment Benefits [Line Items] | ||
Postemployment benefit expense | $ 5,015 |
Postemployment Benefits (Postem
Postemployment Benefits (Postemployment Activity) (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Sep. 30, 2016 | |
Postemployment Benefits Disclosure [Line Items] | ||
Liability Beginning Balance | $ 545 | |
Postemployment Benefit Charges | $ 3,900 | 5,300 |
Cash Paid | (1,415) | |
Other Non-cash | (195) | |
Liability Ending Balance | 4,235 | 4,235 |
Severance | ||
Postemployment Benefits Disclosure [Line Items] | ||
Liability Beginning Balance | 545 | |
Postemployment Benefit Charges | 5,015 | |
Cash Paid | (1,334) | |
Other Non-cash | (180) | |
Liability Ending Balance | 4,046 | 4,046 |
Other | ||
Postemployment Benefits Disclosure [Line Items] | ||
Liability Beginning Balance | 0 | |
Postemployment Benefit Charges | 285 | |
Cash Paid | (81) | |
Other Non-cash | (15) | |
Liability Ending Balance | $ 189 | $ 189 |
Receivables, net (Details)
Receivables, net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Allowance for Doubtful Accounts Receivable, Write-offs | $ 2,022 | $ 4,608 | $ 4,327 |
Tuition receivables | 10,664 | 18,517 | |
Income Taxes Receivable | 2,207 | 0 | |
Other receivables | 3,333 | 5,712 | |
Receivables | 16,204 | 24,229 | |
Less allowance for uncollectible accounts | (951) | (1,820) | |
Total | 15,253 | $ 22,409 | |
Student funds received from a non-Title IV federal funding agency [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Allowance for Doubtful Accounts Receivable, Write-offs | $ 1,000 |
Receivables, net (Allowance for
Receivables, net (Allowance for Uncollectible Accounts) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Balance at Beginning of Period | $ 1,820 | $ 3,794 | $ 4,149 |
Additions to Bad Debt Expense | 1,153 | 1,589 | 3,972 |
Write-offs of Uncollectible Accounts | (2,022) | (4,608) | (4,327) |
Balance at End of Period | 951 | 1,820 | 3,794 |
Trade Accounts Receivable [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Additions to Bad Debt Expense | $ 1,153 | $ 2,634 | $ 3,972 |
Investments (Amortized Cost and
Investments (Amortized Cost and Fair Value of Held to Maturity Investments) (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Sep. 30, 2015 |
Schedule of Held-to-maturity Securities [Line Items] | ||
Amortized Cost | $ 1,691 | $ 29,805 |
Gross Unrealized Gains | 0 | 17 |
Gross Unrealized Losses | 0 | (11) |
Estimated Fair Market Value | 1,691 | 29,811 |
Municipal bonds, due in less than 1 year | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Amortized Cost | 744 | 13,117 |
Gross Unrealized Gains | 0 | 14 |
Gross Unrealized Losses | 0 | (1) |
Estimated Fair Market Value | 744 | 13,130 |
Corporate bonds, due in less than 1 year | ||
Schedule of Held-to-maturity Securities [Line Items] | ||
Amortized Cost | 200 | 11,402 |
Gross Unrealized Gains | 0 | 1 |
Gross Unrealized Losses | 0 | (10) |
Estimated Fair Market Value | 200 | 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 | Sep. 30, 2016 | Sep. 30, 2015 |
Estimate of Fair Value Measurement | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | $ 113,155 | $ 54,180 |
Money market funds | Estimate of Fair Value Measurement | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | 108,963 | 24,369 |
Corporate bonds | Estimate of Fair Value Measurement | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | 200 | 11,594 |
Commercial Paper [Member] | Estimate of Fair Value Measurement | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | 2,501 | |
Municipal bonds | Estimate of Fair Value Measurement | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | 744 | 13,903 |
Certificates of deposit | Estimate of Fair Value Measurement | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | 747 | 4,314 |
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 | 109,163 | 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 | 108,963 | 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 | 200 | 11,594 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Commercial Paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | 0 | |
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 | 3,992 | 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) | Commercial Paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | 2,501 | |
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 | 744 | 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) | Commercial Paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets at fair value on a recurring basis | 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 |
Property and Equipment, net (Na
Property and Equipment, net (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Property, Plant and Equipment [Line Items] | |||
Capital Leased Assets, Gross, Orlando Building and Building Improvements | $ 45,816 | $ 45,816 | |
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | 171,884 | 160,246 | |
Depreciation | 17,300 | 16,500 | $ 17,700 |
Amortization | 1,100 | 3,600 | $ 4,000 |
Building and Building Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Capital Leased Assets, Gross, Orlando Building and Building Improvements | $ 45,816 | $ 45,816 | |
Minimum [Member] | Office And Computer Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Useful Life | 3 years | ||
Minimum [Member] | Building and Building Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Useful Life | 30 years |
Property and Equipment, net (De
Property and Equipment, net (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 285,917 | $ 284,390 |
Less accumulated depreciation and amortization | (171,884) | (160,246) |
Property and equipment, net | 114,033 | 124,144 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 3,189 | 3,189 |
Building and Building Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 78,870 | 79,555 |
Building and Building Improvements [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 30 years | |
Building and Building Improvements [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 35 years | |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 39,539 | 39,326 |
Leasehold improvements [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 1 year | |
Leasehold improvements [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 28 years | |
Training equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 92,601 | 87,795 |
Training equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 3 years | |
Training equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 10 years | |
Office And Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 37,688 | 38,776 |
Office And Computer Equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 3 years | |
Office And Computer Equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 10 years | |
Software developed for internal use [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 11,905 | 11,859 |
Software developed for internal use [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 3 years | |
Software developed for internal use [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 5 years | |
Curriculum development [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 5 years | |
Property and equipment, gross | $ 18,702 | 18,716 |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 5 years | |
Property and equipment, gross | $ 1,228 | 1,233 |
Construction in progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 2,195 | $ 3,941 |
Property and Equipment, net Ass
Property and Equipment, net Assets Financed by Financing Obligations (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Sep. 30, 2015 |
Capital Leased Assets [Line Items] | ||
Capital Leased Assets, Gross | $ 45,816 | $ 45,816 |
Capital Leases, Lessee Balance Sheet, Assets by Major Class, Accumulated Depreciation | (6,162) | (3,480) |
Capital Leases, Balance Sheet, Assets by Major Class, Net | 39,654 | 42,336 |
Building and Building Improvements [Member] | ||
Capital Leased Assets [Line Items] | ||
Capital Leased Assets, Gross | 45,816 | 45,816 |
Construction in progress [Member] | ||
Capital Leased Assets [Line Items] | ||
Capital Leased Assets, Gross | $ 0 | $ 0 |
Build-to-Suit Lease (Future Min
Build-to-Suit Lease (Future Minimum Lease Payments) (Details) $ in Thousands | Sep. 30, 2016USD ($) |
Future minimum rental commitments | |
2,015 | $ 4,402 |
2,016 | 4,522 |
2,017 | 4,646 |
2,018 | 4,772 |
2,019 | 4,902 |
Thereafter | 55,001 |
Financing Obligations - Total | 78,245 |
Capital Leases, Future Minimum Payments, Present Value of Net Minimum Payments | 44,054 |
Lisle Illinois Campus [Member] | |
Future minimum rental commitments | |
Capital Leases, Future Minimum Payments, Interest Included in Payments | (33,542) |
Financing Obligation on Land Lease [Member] [Member] | Lisle Illinois Campus [Member] | |
Future minimum rental commitments | |
Imputed Accrued Land Lease Obligation | $ (649) |
Build-to-Suit Lease (Narrative)
Build-to-Suit Lease (Narrative) (Details) | 12 Months Ended |
Sep. 30, 2016 | |
Long Beach, California campus [Member] | |
Property, Plant and Equipment [Line Items] | |
Lessee Leasing Arrangements, Capital Leases, Term of Contract | 15 years |
Lisle Illinois Campus [Member] | |
Property, Plant and Equipment [Line Items] | |
Lessee Leasing Arrangements, Capital Leases, Term of Contract | 18 years |
Investment in Unconsolidated 62
Investment in Unconsolidated Affiliate Narrative (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||||
Jun. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 | |
Schedule of Equity Method Investments [Line Items] | ||||||
Impairment of investment in unconsolidated affiliate | $ (815) | $ 0 | $ 0 | |||
Equity Method Investments | 4,036 | 3,986 | 3,903 | $ 4,000 | $ 4,000 | |
Investment in joint venture | $ 1,000 | 1,000 | 0 | 0 | ||
Equity in earnings of unconsolidated affiliate | 342 | 527 | $ 471 | |||
Equity Method Investment, Ownership Percentage | 28.00% | |||||
Investment in Pro Mech [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Equity Method Investments | 0 | $ 0 | ||||
Investment in joint venture | 700 | |||||
Conversion of note Receivable into Investment in Unconsolidated Affiliate | $ 300 | |||||
Equity Method Investment, Ownership Percentage | 25.00% | 25.00% | 0.00% | |||
Investment in JV [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Equity Method Investments | $ 4,036 | $ 3,986 | ||||
Equity Method Investment, Ownership Percentage | 27.972% | 27.972% |
Investment in Unconsolidated 63
Investment in Unconsolidated Affiliate (Details) | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 |
Schedule of Equity Method Investments [Line Items] | |||
Equity Method Investment, Ownership Percentage | 28.00% | ||
Investment in JV [Member] | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity Method Investment, Ownership Percentage | 27.972% | 27.972% |
Acquisitions Narrative (Details
Acquisitions Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | Jun. 30, 2016 | |
Schedule of Acquisitions [Line Items] | |||||
Other assets | $ 12,172 | $ 11,912 | |||
Selling, general and administrative | 171,374 | 165,124 | $ 172,002 | ||
Acquisitions | $ 1,500 | 1,500 | 0 | 0 | |
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 900 | ||||
Business Combination, Contingent Consideration, Liability | 245 | ||||
Goodwill | 9,005 | $ 8,222 | $ 20,579 | ||
BrokenMyth Studios, LLC [Member] | |||||
Schedule of Acquisitions [Line Items] | |||||
Selling, general and administrative | 100 | ||||
Goodwill | $ 783 | $ 783 | $ 783 |
Acquisitions (Details)
Acquisitions (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | Jun. 30, 2016 | |
Schedule of Acquisitions [Line Items] | |||||
Other assets | $ 12,172 | $ 11,912 | |||
Prepaid expenses and other current assets | 20,004 | 17,761 | |||
Goodwill | 9,005 | 8,222 | $ 20,579 | ||
Total assets | 297,159 | 274,302 | 288,069 | ||
Business Combination, Contingent Consideration, Liability | $ (245) | ||||
Acquisitions | 1,500 | 1,500 | $ 0 | $ 0 | |
BrokenMyth Studios, LLC [Member] | |||||
Schedule of Acquisitions [Line Items] | |||||
Goodwill | 783 | $ 783 | $ 783 | ||
Total assets | $ 1,745 | ||||
Brand | |||||
Schedule of Acquisitions [Line Items] | |||||
Finite-Lived Intangible Asset, Useful Life | 5 years | ||||
Brand | BrokenMyth Studios, LLC [Member] | |||||
Schedule of Acquisitions [Line Items] | |||||
Other assets | $ 488 | ||||
Work in Process | |||||
Schedule of Acquisitions [Line Items] | |||||
Finite-Lived Intangible Asset, Useful Life | 3 months | ||||
Work in Process | BrokenMyth Studios, LLC [Member] | |||||
Schedule of Acquisitions [Line Items] | |||||
Prepaid expenses and other current assets | $ 224 | ||||
Customer Relationships | |||||
Schedule of Acquisitions [Line Items] | |||||
Finite-Lived Intangible Asset, Useful Life | 5 years | ||||
Customer Relationships | BrokenMyth Studios, LLC [Member] | |||||
Schedule of Acquisitions [Line Items] | |||||
Other assets | $ 250 |
Accounts Payable and Accrued 66
Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Sep. 30, 2015 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 11,805 | $ 14,498 |
Accrued compensation and benefits | 22,501 | 17,534 |
Other accrued expenses | 8,239 | 10,588 |
Accounts payable and accrued expenses, total | $ 42,545 | $ 42,620 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Income Tax Disclosure [Abstract] | |||
Statutory federal tax rate | 35.00% | ||
Deferred tax assets related to state net operating loss and credit carryforwards | $ 1,700 | ||
Operating Loss Carryforwards [Line Items] | |||
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount | 34,184 | $ 128 | $ 49 |
Valuation Allowances and Reserves, Deductions | $ 1,800 |
Income Taxes (Components of Inc
Income Taxes (Components of Income Tax Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Components of income tax expense [Line Items] | |||
Current Income Tax Expense (Benefit) | $ (1,758) | $ 3,862 | $ 7,760 |
Deferred income taxes | 27,928 | (5,394) | (4,050) |
Income tax expense (benefit) | 26,170 | (1,532) | 3,710 |
United States federal | |||
Components of income tax expense [Line Items] | |||
Current Income Tax Expense (Benefit) | (2,043) | 2,819 | 6,425 |
Deferred income taxes | 24,877 | (5,109) | (3,923) |
State | |||
Components of income tax expense [Line Items] | |||
Current Income Tax Expense (Benefit) | 285 | 1,043 | 1,335 |
Deferred income taxes | $ 3,051 | $ (285) | $ (127) |
Income Taxes (Reconciliation of
Income Taxes (Reconciliation of Tax Rate) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Income Tax Disclosure [Abstract] | |||
Income tax expense at statutory rate | $ (7,534) | $ (3,738) | $ 2,012 |
State income taxes, net of federal tax benefit | (531) | 265 | 648 |
Deferred tax asset write-off related to share based compensation | 51 | 1,572 | 828 |
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount | 34,184 | 128 | 49 |
Other, net | 0 | 241 | 173 |
Total provision for income taxes | $ 26,170 | $ (1,532) | $ 3,710 |
Income Taxes (Components of Def
Income Taxes (Components of Deferred Tax Assets (Liabilities)) (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Sep. 30, 2015 |
Gross deferred tax assets: | ||
Deferred compensation | $ 2,083 | $ 1,784 |
Reserves and accruals | 5,417 | 5,395 |
Accrued tool sets | 1,188 | 1,460 |
Deferred revenue | 22,326 | 19,606 |
Deferred rent liability | 1,213 | 1,939 |
Net operating loss carryovers | 479 | 393 |
Deferred Tax Assets, Property, Plant and Equipment | 684 | 0 |
Deferred Tax Assets, Charitable Contribution Carryforwards | 671 | 0 |
Deferred tax assets, deductions limited by Section 382 | 592 | 0 |
Valuation allowance | (32,828) | (401) |
Total deferred tax assets, net | 1,825 | 30,176 |
Gross deferred tax liabilities: | ||
Amortization of goodwill and intangibles | (3,141) | (3,140) |
Depreciation and amortization of property and equipment | 0 | (421) |
Prepaid expenses deductible for tax | (1,825) | (1,828) |
Deferred Tax Liabilities, Gross, Noncurrent | 4,966 | 5,389 |
Total deferred tax liabilities, net | $ (3,141) | |
Deferred Tax Assets, Net | $ 24,787 |
Income Taxes (Summary of Valuat
Income Taxes (Summary of Valuation Allowance) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Income Tax Disclosure [Abstract] | |||
Balance at beginning of period | $ 401 | $ 273 | $ 224 |
Additions (reductions) to income tax expense | 34,184 | 128 | 49 |
Write-offs | 1,757 | 0 | 0 |
Balance at End of Period | $ 32,828 | $ 401 | $ 273 |
Commitments and Contingencies72
Commitments and Contingencies (Narrative) (Details) $ in Thousands | 12 Months Ended | |||
Sep. 30, 2016USD ($)Campus | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Nov. 30, 2016USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Number Of Campus Properties Leased From Related Party | Campus | 1 | |||
Rent expense includes rent paid to related parties | $ 2,000 | $ 2,100 | $ 2,300 | |
Minimum Balance to be maintained in credits earned on purchases | 1,000 | |||
Net Prepaid Expenses from Excess of Credits Earned Over Credits Used | 7,100 | 6,400 | ||
Accrued tool sets | 2,938 | 3,624 | ||
Liability to vendor for vouchers redeemed by students | 1,500 | 1,200 | ||
Severance agreement amount committed | $ 9,500 | |||
Maximum contribution per employee percentage of regular compensation | 75.00% | |||
Maximum contribution per employee percentage of incentive compensation | 100.00% | |||
Maximum contribution per non-employee percentage of cash compensation | 100.00% | |||
Deferred compensation contributions, vesting period | 5 years | |||
Obligation under the plan | $ 4,500 | 4,500 | ||
Cash Surrender Value of Life Insurance | 5,300 | 5,000 | ||
Operating Leased Assets [Line Items] | ||||
Operating Leases, Rent Expense, Minimum Rentals | 27,900 | 28,000 | 27,900 | |
Maximum License costs over seven years | 2,300 | |||
John C. and Cynthia L. White [Member] | ||||
Operating Leased Assets [Line Items] | ||||
Operating Leases, Rent Expense, Minimum Rentals | $ 300 | |||
Minimum Annual Rent Increase | 4.00% | |||
Delegates LLC [Member] | ||||
Operating Leased Assets [Line Items] | ||||
Operating Leases, Rent Expense, Minimum Rentals | $ 700 | |||
Minimum Annual Rent Increase | 4.00% | |||
Licensing Agreement 1 [Member] | ||||
Operating Leased Assets [Line Items] | ||||
License Costs | $ 900 | 1,100 | 1,000 | |
Licensing Agreement 2 [Member] | ||||
Operating Leased Assets [Line Items] | ||||
Minimum Royalty Payments under Licensing Agreements | 1,600 | |||
License Costs | 1,700 | 1,900 | 1,800 | |
Increase in Minimum Royalty Payments by Subsequent Year | 50 | |||
Licensing Agreement 3 [Member] | ||||
Operating Leased Assets [Line Items] | ||||
License Costs | $ 100 | 100 | $ 100 | |
Minimum notification of intent to terminate agreement | 90 days | |||
Licensing Agreement Four [Member] | ||||
Operating Leased Assets [Line Items] | ||||
License Costs | $ 500 | $ 200 | ||
Surety Bond [Member] | ||||
Operating Leased Assets [Line Items] | ||||
Debt Instrument, Face Amount | 19,600 | |||
Minimum [Member] | ||||
Operating Leased Assets [Line Items] | ||||
Employee agreement amount committed | $ 1,600 | |||
Severance agreement, term of benefits | 6 months | |||
Maximum [Member] | ||||
Operating Leased Assets [Line Items] | ||||
Employee agreement amount committed | $ 2,500 | |||
Severance agreement, term of benefits | 12 months | |||
Subsequent Event [Member] | Surety Bond [Member] | ||||
Operating Leased Assets [Line Items] | ||||
Debt Instrument, Collateral Amount | $ 11,500 |
Commitments and Contingencies73
Commitments and Contingencies (Future Minimum Rental Commitments) (Details) $ in Thousands | Sep. 30, 2016USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Operating Leases, Future Minimum Payments Due, Next Twelve Months, Gross | $ 27,982 |
Operating Leases, Future Minimum Payments Due, Future Minimum Sublease Rentals, due within | (325) |
2,016 | 27,657 |
Operating Leases, Future Minimum Payments, Due in Two Years, Gross | 27,818 |
Operating Leases, Future Minimum Payments Due, Future Min. Sublease Rentals, due in two years | (328) |
Operating Leases, Income Statement, Sublease Revenue | 0 |
2,017 | 27,490 |
Operating Leases, Future Minimum Payments, Due in Three Years, Gross | 27,173 |
Operating Leases, Future Minimum Payments Due, Future Minimum Sublease Rentals, due in three years | (332) |
2,018 | 26,841 |
Operating Leases, Future Minimum Payments, Due in Four Years, Gross | 22,660 |
Operating Leases, Future Minimum Payments Due, Future Minimum Sublease Rentals, due in four years | (157) |
2,019 | 22,503 |
Operating Leases, Future Minimum Payments, Due in Five Years, Gross | 19,840 |
Operating Leases, Future Minimum Payments Due, Future Minimum Sublease Rentals, due in five years | 0 |
2,020 | 19,840 |
Thereafter | 30,975 |
Operating Leases, Future Minimum Payments Due, Gross Total | 156,448 |
Operating Leases, Future Minimum Payments Due, Future Minimum Sublease Rentals | (1,142) |
Operating Leases - Total | $ 155,306 |
Common Shareholders' Equity (Na
Common Shareholders' Equity (Narrative) (Details) $ / shares in Units, $ in Thousands | Mar. 31, 2016$ / shares | Dec. 18, 2015$ / shares | Oct. 05, 2015$ / shares | Dec. 31, 2011plan | Feb. 28, 2003shares | Sep. 30, 2015$ / sharesshares | Sep. 30, 2016USD ($)$ / sharesshares | Sep. 30, 2015USD ($)$ / sharesshares | Sep. 30, 2014USD ($)$ / shares | Sep. 30, 2016USD ($)$ / sharesshares | Jun. 24, 2016shares | Dec. 20, 2011USD ($) | Feb. 28, 2007shares | Apr. 01, 2002shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Number of voting rights per share, common stock | $ / shares | $ 1 | |||||||||||||
Common stock dividends declared, per share | $ / shares | $ 0.02 | $ 0.02 | $ 0.02 | |||||||||||
Cash dividend | $ | $ 972 | $ 7,795 | $ 9,875 | |||||||||||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | 10,000,000 | 10,000,000 | ||||||||||
Preferred stock, par value | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||||||
Preferred stock, shares issued | 0 | 700,000 | 0 | 700,000 | ||||||||||
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs | $ | $ 1,200 | |||||||||||||
Dividends, Preferred Stock, Cash | $ | 1,400 | |||||||||||||
Repurchase of common stock authorized by Board of Directors | $ | $ 25,000 | |||||||||||||
Purchased shares | 1,677,570 | |||||||||||||
Average price per share | $ / shares | $ 9.09 | |||||||||||||
Aggregate cost of treasury stock repurchased during the period | $ | $ 15,300 | |||||||||||||
Number of repurchase plan replaced by existing plan | plan | 2 | |||||||||||||
Common Stock [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Cash dividend | $ | 1,500 | |||||||||||||
Preferred Stock Including Additional Paid in Capital [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Proceeds from Issuance or Sale of Equity | $ | $ 70,000 | |||||||||||||
Two Thousand Two Plan [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Issuance of options to purchase shares of common stock | 700,000 | |||||||||||||
Number of additional shares authorized for issuance under an established share-based compensation plan | 100,000 | |||||||||||||
Vesting period | 4 years | |||||||||||||
Expiration date of options granted | 10 years | |||||||||||||
Two Thousand Three Plan [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Issuance of options to purchase shares of common stock | 5,300,000 | |||||||||||||
Common stock reserved for issuance | 2,300,000 | 2,300,000 | ||||||||||||
Available for future grant | 1,400,000 | 1,400,000 | ||||||||||||
Termination Due to Death [Member] | Two Thousand Two Plan [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Termination of the participant reason of death | 1 year | |||||||||||||
Termination for reasons other than death, disability, cause, material breach or unsatisfactory performance [Member] | Two Thousand Two Plan [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Termination of the participant reason other than death | 30 days | |||||||||||||
Restricted Stock [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Unrecognized stock compensation expense related to restricted stock awards | $ | $ 700 | $ 700 | ||||||||||||
Recognized weighted average period | 1 year | |||||||||||||
Restricted Stock [Member] | Termination for reasons other than death, disability, cause, material breach or unsatisfactory performance [Member] | Two Thousand Three Plan [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Vesting period | 1 year | |||||||||||||
Restricted Stock Units (RSUs) [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Unrecognized stock compensation expense related to restricted stock awards | $ | $ 3,700 | $ 3,700 | ||||||||||||
Recognized weighted average period | 1 year 8 months 15 days | |||||||||||||
Awarded, Weighted Average Grant Date Fair Value per Share | $ / shares | $ 2.30 | $ 4.49 | $ 10.05 | |||||||||||
Fair Value Assumptions, Weighted Average Expected Dividend | $ / shares | $ 0.02 | $ 0 | $ 0.10 | $ 0.10 | ||||||||||
Restricted Stock Units (RSUs) [Member] | Termination for reasons other than death, disability, cause, material breach or unsatisfactory performance [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Vesting period | 1 year | |||||||||||||
Minimum [Member] | Restricted Stock [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Vesting period | 4 years | |||||||||||||
Minimum [Member] | Restricted Stock Units (RSUs) [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Vesting period | 4 years | |||||||||||||
Maximum [Member] | Restricted Stock [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Vesting period | 5 years | |||||||||||||
Maximum [Member] | Restricted Stock Units (RSUs) [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Vesting period | 5 years | |||||||||||||
Series A Preferred Stock | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Preferred stock, shares issued | 0 | 700,000 | 0 | 700,000 | ||||||||||
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 | 1,225,227 |
Common Shareholders' Equity (Su
Common Shareholders' Equity (Summary of Operating Expense Line and the Impact on Net Income) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation expense | $ 4,904 | $ 4,265 | $ 5,721 |
Income tax benefit | 1,873 | 1,629 | 2,288 |
Educational Services and Facilities [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation expense | 280 | 294 | 587 |
Selling, General and Administrative Expenses [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation expense | $ 4,624 | $ 3,971 | $ 5,134 |
Common Shareholders' Equity (Sh
Common Shareholders' Equity (Share-based Compensation Activity) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation expense | $ 4,904 | $ 4,265 | $ 5,721 |
Restricted Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Beginning Balance, Number of Shares | 218 | ||
Vested, Number of Shares | (136) | ||
Forfeited, Number of Shares | (24) | ||
Ending Balance, Number of Shares | 58 | 218 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Beginning Balance, Weighted Average Grant Date Fair Value per Share | $ 12.85 | ||
Vested, Weighted Average Grant Date Fair Value per Share | 13.09 | ||
Forfeited, Weighted Average Grant Date Fair Value per Share | 12.62 | ||
Ending Balance, Weighted Average Grant Date Fair Value per Share | $ 12.38 | $ 12.85 | |
Restricted Stock Units (RSUs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Beginning Balance, Number of Shares | 995 | ||
Awarded, Number of Shares | 535 | ||
Vested, Number of Shares | (325) | ||
Forfeited, Number of Shares | (247) | ||
Ending Balance, Number of Shares | 958 | 995 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Beginning Balance, Weighted Average Grant Date Fair Value per Share | $ 6.76 | ||
Awarded, Weighted Average Grant Date Fair Value per Share | 2.30 | $ 4.49 | $ 10.05 |
Vested, Weighted Average Grant Date Fair Value per Share | 7.45 | ||
Forfeited, Weighted Average Grant Date Fair Value per Share | 4.55 | ||
Ending Balance, Weighted Average Grant Date Fair Value per Share | $ 4.61 | $ 6.76 | |
Educational Services and Facilities [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation expense | $ 280 | $ 294 | $ 587 |
Earnings per Share (Narrative)
Earnings per Share (Narrative) (Details) - shares | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Earnings Per Share [Abstract] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 6,445,000 | 1,044,000 | 884,000 |
Earnings per Share (Calculation
Earnings per Share (Calculation of the Weighted Average Number of Shares Outstanding) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Earnings Per Share [Abstract] | |||||||||||
Income (loss) available for distribution | $ (49,120) | $ (9,149) | $ 2,037 | ||||||||
Weighted average number of shares | |||||||||||
Basic shares outstanding | 24,313 | 24,391 | 24,640 | ||||||||
Dilutive effect related to employee stock plans | 0 | 0 | 280 | ||||||||
Diluted shares outstanding | 24,313 | 24,391 | 24,920 | ||||||||
Net income (loss) per share - basic | $ (0.42) | $ (0.21) | $ (1.32) | $ (0.07) | $ (0.41) | $ (0.12) | $ 0.02 | $ 0.12 | $ (2.02) | $ (0.38) | $ 0.08 |
Net income (loss) per share - diluted | $ (0.42) | $ (0.21) | $ (1.32) | $ (0.07) | $ (0.41) | $ (0.12) | $ 0.02 | $ 0.12 | $ (2.02) | $ (0.38) | $ 0.08 |
Earnings per Share Schedule o79
Earnings per Share Schedule of Antidilutive securities (Details) - shares | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 6,445,000 | 1,044,000 | 884,000 |
Restricted Stock [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 816,000 | 1,044,000 | 884,000 |
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 | 5,629,000 | 0 | 0 |
Defined Contribution Employee80
Defined Contribution Employee Benefit Plan (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Compensation and Retirement Disclosure [Abstract] | |||
Defined Benefit Plan, Contributions by Employer | $ 0.7 | $ 0.2 | $ 1.1 |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Segment Reporting Information [Line Items] | ||||||||||||
Depreciation of training equipment obtained in exchange for services | $ 1,200 | $ 1,200 | $ 1,342 | $ 1,168 | $ 1,215 | |||||||
Revenues | ||||||||||||
Revenues | $ 86,915 | $ 82,266 | $ 88,192 | $ 89,773 | $ 90,653 | $ 85,106 | $ 91,235 | 95,680 | 347,146 | 362,674 | 378,393 | |
Income (loss) from operations | ||||||||||||
Income (loss) from operations | (5,210) | (5,450) | (5,770) | (2,193) | (13,229) | (3,996) | 2,402 | 5,600 | (18,623) | (9,223) | 6,337 | |
Depreciation and amortization | ||||||||||||
Total Depreciation and Amortization | 17,749 | 19,155 | 20,474 | |||||||||
Net income (loss) | ||||||||||||
Net income (loss) | (8,945) | $ (5,069) | $ (32,002) | $ (1,680) | (9,823) | $ (2,975) | $ 555 | $ 3,094 | (47,696) | (9,149) | 2,037 | |
Goodwill | ||||||||||||
Goodwill | 9,005 | 8,222 | 9,005 | 8,222 | 20,579 | |||||||
Assets | ||||||||||||
Total assets | 297,159 | 274,302 | 297,159 | 274,302 | 288,069 | |||||||
Postsecondary education | ||||||||||||
Revenues | ||||||||||||
Revenues | 334,156 | 350,682 | 367,630 | |||||||||
Income (loss) from operations | ||||||||||||
Income (loss) from operations | (13,980) | (5,911) | 9,045 | |||||||||
Depreciation and amortization | ||||||||||||
Total Depreciation and Amortization | 17,222 | 18,888 | 20,121 | |||||||||
Net income (loss) | ||||||||||||
Net income (loss) | (44,467) | (7,477) | 3,272 | |||||||||
Goodwill | ||||||||||||
Goodwill | 8,222 | 8,222 | 8,222 | 8,222 | 20,579 | |||||||
Assets | ||||||||||||
Total assets | 289,688 | 266,922 | 289,688 | 266,922 | 282,529 | |||||||
Other | ||||||||||||
Revenues | ||||||||||||
Revenues | 12,990 | 11,992 | 10,763 | |||||||||
Income (loss) from operations | ||||||||||||
Income (loss) from operations | (4,643) | (3,312) | (2,708) | |||||||||
Depreciation and amortization | ||||||||||||
Total Depreciation and Amortization | 527 | 267 | 353 | |||||||||
Net income (loss) | ||||||||||||
Net income (loss) | (3,229) | (1,672) | (1,235) | |||||||||
Goodwill | ||||||||||||
Goodwill | 783 | 0 | 783 | 0 | 0 | |||||||
Assets | ||||||||||||
Total assets | $ 7,471 | $ 7,380 | $ 7,471 | $ 7,380 | $ 5,540 |
Government Regulation and Fin82
Government Regulation and Financial Aid (Details) | 12 Months Ended |
Sep. 30, 2016 | |
Risks and Uncertainties [Abstract] | |
Percentage of cash basis revenue collected from funds distributed under Title IV programs | 72.00% |
Percentage of Cash Basis Revenue Collected from Funds Distributed Under Veterans Benefits Programs | 19.00% |
Quarterly Financial Summary (83
Quarterly Financial Summary (Unaudited) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | |
Goodwill impairment [Abstract] | |||
Goodwill impairment | $ 0 | $ 12,357 | $ 0 |