National American University (NAUH) 10-Q 30 Sep 16 2017 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Aug. 31, 2016	Sep. 23, 2016
Document And Entity Information [Abstract]
Entity Registrant Name	National American University Holdings, Inc.
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Aug. 31, 2016
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q1
Trading Symbol	NAUH
Entity Central Index Key	1,399,855
Current Fiscal Year End Date	--05-31
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		24,162,368

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEET - USD ($) $ in Thousands	Aug. 31, 2016	May 31, 2016
CURRENT ASSETS:
Cash and cash equivalents	$ 14,680	$ 21,713
Available for sale investments	6,117	4,117
Student receivables — net of allowance of $857 and $723 at August 31, 2016 and May 31, 2016, respectively	3,886	3,011
Other receivables	86	375
Income taxes receivable	3,754	2,780
Prepaid and other current assets	1,602	2,078
Total current assets	30,125	34,074
Total property and equipment - net	31,124	31,273
OTHER ASSETS:
Condominium inventory	621	621
Land held for future development	229	312
Course development — net of accumulated amortization of $3,113 and $3,051 at August 31, 2016 and May 31, 2016, respectively	958	817
Deferred income taxes	422	431
Other	903	998
Total other assets	3,133	3,179
TOTAL	64,382	68,526
CURRENT LIABILITIES:
Current portion of capital lease payable	296	285
Accounts payable	2,773	2,913
Dividends payable	1,092	1,090
Income taxes payable	126	110
Deferred income	1,428	1,649
Accrued and other liabilities	5,335	5,861
Total current liabilities	11,050	11,908
OTHER LONG-TERM LIABILITIES	4,485	4,686
CAPITAL LEASE PAYABLE, NET OF CURRENT PORTION	11,490	11,567
STOCKHOLDERS' EQUITY:
Common stock, $0.0001 par value (50,000,000 authorized; 28,494,516 issued and 24,162,368 outstanding as of August 31, 2016; 28,472,129 issued and 24,140,972 outstanding as of May 31, 2016)	3	3
Additional paid-in capital	59,009	58,893
Retained earnings	869	4,012
Treasury stock, at cost (4,332,148 shares at August 31, 2016 and 4,331,157 shares at May 31, 2016)	(22,479)	(22,477)
Accumulated other comprehensive loss, net of taxes - unrealized loss on available for sale securities	2	(2)
Total National American University Holdings, Inc. stockholders' equity	37,404	40,429
Non-controlling interest	(47)	(64)
Total stockholders' equity	37,357	40,365
TOTAL	$ 64,382	$ 68,526

CONDENSED CONSOLIDATED BALANCE3

CONDENSED CONSOLIDATED BALANCE SHEET (Parenthetical) - USD ($) $ in Thousands	Aug. 31, 2016	May 31, 2016
Statement of Financial Position [Abstract]
Allowance for student receivables	$ 857	$ 723
Accumulated amortization of course development	$ 3,113	$ 3,051
Common stock, par value	$ 0.0001	$ .0001
Common stock, shares authorized	50,000,000	50,000,000
Common stock, shares issued	28,494,516	28,472,129
Common stock, shares outstanding	24,162,368	24,140,972

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($) $ in Thousands	3 Months Ended
	Aug. 31, 2016	Aug. 31, 2015
REVENUE:
Academic revenue	$ 19,438	$ 22,658
Auxiliary revenue	1,394	1,716
Rental income - apartments	298	275
Total revenue	21,130	24,649
OPERATING EXPENSES:
Cost of educational services	6,468	6,296
Selling, general and administrative	16,482	19,003
Auxiliary expense	1,049	1,266
Loss on disposition of property	6	0
Total operating expenses	24,005	26,565
OPERATING (LOSS) INCOME	(2,875)	(1,916)
OTHER INCOME (EXPENSE):
Interest income	22	19
Interest expense	(214)	(219)
Other income - net	37	42
Total other expense	(155)	(158)
LOSS BEFORE INCOME TAXES	(3,030)	(2,074)
INCOME TAX BENEFIT	991	776
NET LOSS	(2,039)	(1,298)
NET INCOME ATTRIBUTABLE TO NON-CONTROLLING INTEREST	(17)	(11)
NET LOSS ATTRIBUTABLE TO NATIONAL AMERICAN UNIVERSITY HOLDINGS, INC. AND SUBSIDIARIES	(2,056)	(1,309)
OTHER COMPREHENSIVE (LOSS) INCOME — Unrealized (losses) gains on investments, net of tax	4	(1)
COMPREHENSIVE LOSS ATTRIBUTABLE TO NATIONAL AMERICAN UNIVERSITY HOLDINGS, INC.	$ (2,052)	$ (1,310)
Basic net (loss) earnings attributable to National American University Holdings, Inc.	$ (0.09)	$ (0.05)
Diluted net (loss) earnings attributable to National American University Holdings, Inc.	$ (0.09)	$ (0.05)
Basic weighted average shares outstanding	24,114,294	25,190,039
Diluted weighted average shares outstanding	24,114,294	25,190,039

CONDENSED CONSOLIDATED STATEME5

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands	Common Stock	Additional Paid-In Capital	Retained Earnings	Treasury Stock	Accumulated Other Comprehensive Income / Loss	Noncontrolling Interest	Total
Beginning Balance at May. 31, 2015	$ 3	$ 58,336	$ 13,751	$ (19,455)	$ (1)	$ (108)	$ 52,526
Purchase of shares common stock for the treasury	0	0	0	(87)	0	0	(87)
Stock based compensation expense	0	60	0	0	0	0	60
Dividends declared	0	0	(1,135)	0	0	0	(1,135)
Net (loss) income	0	0	(1,309)	0	0	11	(1,298)
Other comprehensive income/loss, net of tax	0	0	0	0	(1)	0	(1)
Ending Balance at Aug. 31, 2015	3	58,396	11,307	(19,542)	(2)	(97)	50,065
Beginning Balance at May. 31, 2016	3	58,893	4,012	(22,477)	(2)	(64)	40,365
Purchase of shares common stock for the treasury	0	0	0	(2)	0	0	(2)
Stock based compensation expense	0	116	0	0	0	0	116
Dividends declared	0	0	(1,087)	0	0	0	(1,087)
Net (loss) income	0	0	(2,056)	0	0	17	(2,039)
Other comprehensive income/loss, net of tax	0	0	0	0	4	0	4
Ending Balance at Aug. 31, 2016	$ 3	$ 59,009	$ 869	$ (22,479)	$ 2	$ (47)	$ 37,357

CONDENSED CONSOLIDATED STATEME6

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) - $ / shares	3 Months Ended
	Aug. 31, 2016	Aug. 31, 2015
Statement of Stockholders' Equity [Abstract]
Number of common shares for treasury	991	30,841
Dividends declared, per share	$ .045	$ .045

CONDENSED CONSOLIDATED STATEME7

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended
	Aug. 31, 2016	Aug. 31, 2015
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (loss) income	$ (2,039)	$ (1,298)
Adjustments to reconcile net (loss) income to net cash flows provided by operating activities:
Depreciation and amortization	1,306	1,423
Loss (gain) on disposition of property and equipment	6	0
Provision for uncollectable tuition	1,028	1,870
Noncash compensation expense	116	60
Deferred income taxes	9	6
Changes in assets and liabilities:
Student and other receivables	(1,614)	8,739
Prepaid and other current assets	476	453
Other assets	95	88
Income tax receivable/payable	(958)	(933)
Accounts payable	(524)	(21)
Deferred income	(221)	(594)
Accrued and other liabilities	(526)	(1,310)
Other long-term liabilities	(201)	(159)
Net cash flows (used in) provided by operating activities	(3,047)	8,324
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of available for sale investments	(2,244)	(1,416)
Proceeds from sale of available for sale investments	248	1,889
Purchases of property and equipment	(634)	(128)
Course development	(203)	(41)
Payments received on contract for deed	1	1
Other	(1)	2
Net cash flows (used in) provided by investing activities	(2,833)	307
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayments of capital lease payable	(66)	(57)
Purchase of treasury stock	(2)	(87)
Dividends paid	(1,085)	(1,134)
Net cash flows used in financing activities	(1,153)	(1,278)
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS	(7,033)	7,353
CASH AND CASH EQUIVALENTS - Beginning of year	21,713	23,300
CASH AND CASH EQUIVALENTS - End of period	14,680	30,653
SUPPLEMENTAL DISCLOSURE OF CASH FLOW AND NON-CASH INFORMATION:
Cash paid for income taxes	(42)	(152)
Cash paid for interest	215	219
Property and equipment purchases included in accounts payable	447	1
Dividends declared and unpaid	$ 1,092	$ 1,040

1. STATEMENT PRESENTATION AND B

1. STATEMENT PRESENTATION AND BASIS OF CONSOLIDATION	3 Months Ended
	Aug. 31, 2016
Accounting Policies [Abstract]
STATEMENT PRESENTATION AND BASIS OF CONSOLIDATION	The accompanying unaudited condensed financial statements are presented on a consolidated basis. The accompanying financial statements include the accounts of National American University Holdings, Inc. (the “Company”), its subsidiary, Dlorah, Inc. (“Dlorah”), and its divisions, National American University (“NAU” or the “University”), and Fairway Hills. The accompanying unaudited condensed consolidated financial statements have been prepared on a basis substantially consistent with the Company’s audited financial statements and in accordance with the requirements of the Securities and Exchange Commission (“SEC”) for interim financial reporting. As permitted under these rules, certain footnotes and other financial information that are normally required by accounting principles generally accepted in the United States (“U.S. GAAP”) can be condensed or omitted. The information in the condensed consolidated balance sheet as of May 31, 2016, was derived from the audited consolidated financial statements for the Company for the year then ended. Accordingly, these financial statements should be read in conjunction with the Company’s annual financial statements which were included in the Company’s Annual Report Form 10-K for the year ended May 31, 2016, filed on August 5, 2016. Furthermore, the results of operations and cash flows for the three month periods ended August 31, 2016 and 2015 are not necessarily indicative of the results that may be expected for the full year. These financial statements include consideration of subsequent events through issuance. In the opinion of management, the accompanying condensed consolidated financial statements contain all adjustments necessary for a fair presentation as prescribed by U.S. GAAP. Unless the context otherwise requires, the terms “we”, “us”, “our” and the “Company” used throughout this document refer to National American University Holdings, Inc. and its wholly owned subsidiary, Dlorah, Inc., which owns and operates National American University, sometimes referred to as “NAU” or the “University”, and Fairway Hills. Estimates

2. NATURE OF OPERATIONS

2. NATURE OF OPERATIONS	3 Months Ended
	Aug. 31, 2016
Accounting Policies [Abstract]
NATURE OF OPERATIONS	The Company, through Dlorah, owns and operates National American University. NAU is a regionally accredited, proprietary, multi-campus institution of higher learning, offering associate, bachelors, masters and doctoral degree programs in allied health, legal studies, education, business, accounting and information technology. The Company, through Dlorah’s Fairway Hills real estate division, also manages apartment units and develops and sells multi-family residential real estate in the Rapid City, South Dakota area.

3. RECENTLY ADOPTED AND NEW ACC

3. RECENTLY ADOPTED AND NEW ACCOUNTING PRONOUNCEMENTS	3 Months Ended
	Aug. 31, 2016
Accounting Changes and Error Corrections [Abstract]
RECENTLY ADOPTED AND NEW ACCOUNTING PRONOUNCEMENTS	In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update (ASU) No. 2014-09, Revenue from Contracts with Customers (Topic 606) In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern In February 2015, the FASB issued ASU No. 2015-02, Amendments to the Consolidation Analysis In November 2015, The FASB issued ASU No. 2015-17, Balance Sheet Classification of Deferred Taxes In January 2016, the FASB issued ASU No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) Leases In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting

4. CONSTRUCTION IN PROGRESS

4. CONSTRUCTION IN PROGRESS	3 Months Ended
	Aug. 31, 2016
Contractors [Abstract]
CONSTRUCTION IN PROGRESS	In June and July 2016, Dlorah, Inc. entered into construction contracts totaling approximately $4.7 million on a 24-unit apartment building and a new administrative building. Construction will be funded through operations and is expected to be complete in June 2017. Total construction in progress included in property and equipment on the condensed consolidated balance sheet at August 31, 2016 is approximately $1.2 million.

5. STOCKHOLDERS' EQUITY

5. STOCKHOLDERS' EQUITY	3 Months Ended
	Aug. 31, 2016
Equity [Abstract]
STOCKHOLDERS' EQUITY	The authorized capital stock for the Company is 51,100,000, consisting of (i) 50,000,000 shares of common stock, par value $0.0001 and (ii) 1,000,000 shares of preferred stock, par value $0.0001, and (iii) 100,000 shares of class A common stock, par value $0.0001. Of the authorized shares, 24,162,368 and 24,140,972 shares of common stock were outstanding as of August 31, 2016 and May 31, 2016, respectively. No shares of preferred stock or class A common stock were outstanding at August 31, 2016 and May 31, 2016. Stock-Based Compensation At August 31, 2016, the Company had 890,760 shares available for future grants under its stock-based compensation plans. The Company may grant restricted stock awards, restricted stock units and stock options to aid in recruiting and retaining employees, officers, directors and other consultants. In addition, the Company settles a portion of the compensation of the Chief Executive Officer in stock, which totaled $27 for the quarter ended August 31, 2016. Other executive compensation for the same quarter totaled $28. These issuances reduce the shares available for future grants under the plans. Restricted stock The Company has 40,485 non-vested restricted stock shares with a weighted average grant date fair value of $2.47 per share outstanding at August 31, 2016. Unrecognized compensation expense associated with these shares totals $10 with a remaining amortization life of 0.4 years. There were no restricted stock awards granted nor any restricted stock shares vested during the quarter ended August 31, 2016. Stock compensation expense totaling $25 was recorded in the condensed consolidated statements of operations and comprehensive income during the quarter ended August 31, 2016. Performance-based restricted stock units During the quarter ended August 31, 2016, the Company issued 281,250 performance based restricted stock units (“RSUs”) with a weighted average grant date fair value of $1.93 per share. All RSUs issued remain outstanding at August 31, 2016. Up to 100% of the RSUs issued will vest on May 31, 2017, based on the annual operating income attained during the 2017 fiscal year. Unrecognized compensation expense associated with these shares totals $507 with a remaining amortization life of 0.7 years. Stock compensation expense totaling $36 was recorded in the condensed consolidated statements of operations and comprehensive income during the quarter ended August 31, 2016. Stock options The Company accounts for stock option-based compensation by estimating the fair value of options granted using a Black-Scholes option pricing model. The Company recognizes the expense for grants of stock options on a straight-line basis in the consolidated statements of operations as operating expense based on their fair value over the requisite service period. There were no stock options issued or exercised in the quarter ended August 31, 2016. Stock options for 13,000 shares of common stock with a weighted average exercise price of $5.67 were forfeited during the quarter ended August 31, 2016. At August 31, 2016, stock options for 179,350 shares were outstanding and exercisable with a weighted average exercise price of $4.00 and a weighted average remaining life of 8.2 years. There was no intrinsic value associated with the stock options at August 31, 2016. Dividends The following table presents details of the Company’s fiscal 2017 and 2016 dividend payments: Date declared Record date Payment date Per share April 13, 2015 June 30, 2015 July 10, 2015 $ 0.0450 August 10, 2015 September 30, 2015 October 9, 2015 $ 0.0450 October 5, 2015 December 31, 2015 January 15, 2016 $ 0.0450 January 23, 2016 March 31, 2016 April 8, 2016 $ 0.0450 April 4, 2016 June 30, 2016 July 8, 2016 $ 0.0450 August 8, 2016 September 30, 2016 (est) October 7, 2016 $ 0.0450

6. INCOME TAXES

6. INCOME TAXES	3 Months Ended
	Aug. 31, 2016
Income Taxes
INCOME TAXES	The Company’s effective tax rate was 32.7% for the three months ended August 31, 2016 as compared to 37.4% for the corresponding period in 2015. The effective rate varies from the statutory rate primarily due to the fluctuation in state income taxes as a result of the Company’s net loss position and nondeductible meals.

7. EARNINGS PER SHARE

7. EARNINGS PER SHARE	3 Months Ended
	Aug. 31, 2016
Earnings Per Share [Abstract]
EARNINGS PER SHARE	Basic earnings per share (“EPS”) is computed by dividing net income attributable to National American University Holdings, Inc. by the weighted average number of shares of common stock outstanding during the applicable period. Diluted earnings per share reflect the potential dilution that could occur assuming vesting, conversion or exercise of all dilutive unexercised options and restricted stock. The following is a reconciliation of the numerator and denominator for the basic and diluted EPS computations: Three months ended August 31, 2016 2015 Numerator: Net loss attributable to National American University Holdings, Inc. $ (2,056 ) $ (1,309 ) Denominator: Weighted average shares outstanding used to compute basic net income per common share 24,114,294 25,190,039 Incremental shares issuable upon the assumed exercise of stock options - - Incremental shares issuable upon the assumed exercise of restricted shares - - Common shares used to compute diluted net income per share 24,114,294 25,190,039 Basic net loss per common share $ (0.09 ) $ (0.05 ) Diluted net loss per common share $ (0.09 ) $ (0.05 ) A total of 179,350 and 69,875 shares of common stock subject to issuance upon exercise of stock options for the three months ended August 31, 2016 and 2015, respectively, have been excluded from the calculation of diluted EPS as the effect would have been anti-dilutive. A total of 181,110 and 42,155 shares of common stock subject to vesting of restricted stock for the three months ended August 31, 2016 and 2015, respectively, have been excluded from the calculation of diluted EPS as the effect would have been anti-dilutive.

8. COMMITMENTS AND CONTINGENCIE

8. COMMITMENTS AND CONTINGENCIES	3 Months Ended
	Aug. 31, 2016
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	From time to time, NAU is a party to various claims, lawsuits or other proceedings relating to the conduct of its business. Although the outcome of litigation cannot be predicted with certainty and some claims, lawsuits or other proceedings may be disposed of unfavorably, management believes, based on facts presently known, that the outcome of such legal proceedings and claims, lawsuits or other proceedings will not have a material effect on the Company’s consolidated financial position, cash flows or future results of operations.

9. FAIR VALUE MEASUREMENTS

9. FAIR VALUE MEASUREMENTS	3 Months Ended
	Aug. 31, 2016
Fair Value Disclosures [Abstract]
FAIR VALUE MEASUREMENTS	The following table summarizes certain information for assets and liabilities measured at fair value on a recurring basis: Quoted prices in active markets (level 1) Other observable inputs (level 2) Unobservable inputs (level 3) Fair Value August 31, 2016 Investments: Certificates of deposit $ - $ 4,121 $ - $ 4,121 US treasury bills and notes 1,996 - - 1,996 Money market accounts included in cash equivalents 46 - - 46 Total assets at fair value $ 2,042 $ 4,121 $ - $ 6,163 May 31, 2016 Investments: Certificates of deposit $ - $ 4,117 $ - $ 4,117 Money market accounts included in cash equivalents 38 - - 38 Total assets at fair value $ 38 $ 4,117 $ - $ 4,155 Following is a summary of the valuation techniques for assets and liabilities recorded in the consolidated condensed balance sheets at fair value on a recurring basis: Certificates of deposit (“CD’s”) and money market accounts: U.S. treasury bills and notes: Fair value of financial instruments:

10. SEGMENT REPORTING

10. SEGMENT REPORTING	3 Months Ended
	Aug. 31, 2016
Segment Reporting [Abstract]
SEGMENT REPORTING	Operating segments are defined as business areas or lines of an enterprise about which financial information is available and evaluated on a regular basis by the chief operating decision makers, or decision-making groups, in deciding how to allocate capital and other resources to such lines of business. The Company operates two operating and reportable segments: NAU and Other. The NAU segment contains the revenues and expenses associated with the University operations. The Company considers each campus location to be an operating segment, and they are aggregated into the NAU segment for financial reporting purposes. The Other segment contains primarily real estate. General administrative costs of the Company are allocated to specific divisions of the Company. The following table presents the reportable segment financial information, in thousands: Three months ended August 31, 2016 Three months ended August 31, 2015 Consolidated Consolidated NAU Other Total NAU Other Total Revenue: Academic revenue $ 19,438 $ 0 $ 19,438 $ 22,658 $ 0 $ 22,658 Auxiliary revenue 1,394 0 1,394 1,716 0 1,716 Rental income — apartments 0 298 298 0 275 275 Total revenue 20,832 298 21,130 24,374 275 24,649 Operating expenses: Cost of educational services 6,468 0 6,468 6,296 0 6,296 Selling, general &administrative 16,118 364 16,482 18,625 378 19,003 Auxiliary expense 1,049 0 1,049 1,266 0 1,266 Loss on disposition of property 6 0 6 0 0 0 Total operating expenses 23,641 364 24,005 26,187 378 26,565 Loss from operations (2,809 ) (66 ) (2,875 ) (1,813 ) (103 ) (1,916 ) Other income (expense): Interest income 21 1 22 18 1 19 Interest expense (214 ) 0 (214 ) (219 ) 0 (219 ) Other income - net (10 ) 47 37 0 42 42 Total other (expense) income (203 ) 48 (155 ) (201 ) 43 (158 ) Loss before taxes $ (3,012 ) $ (18 ) $ (3,030 ) $ (2,014 ) $ (60 ) $ (2,074 ) As of August 31, 2016 As of August 31, 2015 Consolidated Consolidated NAU Other Total NAU Other Total Total assets $ 55,694 $ 8,688 $ 64,382 $ 73,517 $ 8,540 $ 82,057

11. SUBSEQUENT EVENTS

11. SUBSEQUENT EVENTS	3 Months Ended
	Aug. 31, 2016
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	We evaluated subsequent events after the balance sheet date through the date the consolidated financial statements were available to be issued. We did not identify any additional material events or transactions occurring during this subsequent event reporting period that required further recognition or disclosure in these condensed consolidated financial statements.

5. STOCKHOLDERS' EQUITY (Tables

5. STOCKHOLDERS' EQUITY (Tables)	3 Months Ended
	Aug. 31, 2016
Equity [Abstract]
Summary of Dividend Payments	Date declared Record date Payment date Per share April 13, 2015 June 30, 2015 July 10, 2015 $ 0.0450 August 10, 2015 September 30, 2015 October 9, 2015 $ 0.0450 October 5, 2015 December 31, 2015 January 15, 2016 $ 0.0450 January 23, 2016 March 31, 2016 April 8, 2016 $ 0.0450 April 4, 2016 June 30, 2016 July 8, 2016 $ 0.0450 August 8, 2016 September 30, 2016 (est) October 7, 2016 $ 0.0450

7. EARNINGS PER SHARE (Tables)

7. EARNINGS PER SHARE (Tables)	3 Months Ended
	Aug. 31, 2016
Earnings Per Share [Abstract]
Reconciliation of Numerator and Denominator for Basic and Diluted EPS Computations	Three months ended August 31, 2016 2015 Numerator: Net loss attributable to National American University Holdings, Inc. $ (2,056 ) $ (1,309 ) Denominator: Weighted average shares outstanding used to compute basic net income per common share 24,114,294 25,190,039 Incremental shares issuable upon the assumed exercise of stock options - - Incremental shares issuable upon the assumed exercise of restricted shares - - Common shares used to compute diluted net income per share 24,114,294 25,190,039 Basic net loss per common share $ (0.09 ) $ (0.05 ) Diluted net loss per common share $ (0.09 ) $ (0.05 )

9. FAIR VALUE MEASUREMENTS (Tab

9. FAIR VALUE MEASUREMENTS (Tables)	3 Months Ended
	Aug. 31, 2016
Fair Value Disclosures [Abstract]
Summary of Assets and Liabilities Measured at Fair Value on Recurring Basis	Quoted prices in active markets (level 1) Other observable inputs (level 2) Unobservable inputs (level 3) Fair Value August 31, 2016 Investments: Certificates of deposit $ - $ 4,121 $ - $ 4,121 US treasury bills and notes 1,996 - - 1,996 Money market accounts included in cash equivalents 46 - - 46 Total assets at fair value $ 2,042 $ 4,121 $ - $ 6,163 May 31, 2016 Investments: Certificates of deposit $ - $ 4,117 $ - $ 4,117 Money market accounts included in cash equivalents 38 - - 38 Total assets at fair value $ 38 $ 4,117 $ - $ 4,155

10. SEGMENT REPORTING (Tables)

10. SEGMENT REPORTING (Tables)	3 Months Ended
	Aug. 31, 2016
Segment Reporting [Abstract]
Financial Information of Reportable Segment	Three months ended August 31, 2016 Three months ended August 31, 2015 Consolidated Consolidated NAU Other Total NAU Other Total Revenue: Academic revenue $ 19,438 $ 0 $ 19,438 $ 22,658 $ 0 $ 22,658 Auxiliary revenue 1,394 0 1,394 1,716 0 1,716 Rental income — apartments 0 298 298 0 275 275 Total revenue 20,832 298 21,130 24,374 275 24,649 Operating expenses: Cost of educational services 6,468 0 6,468 6,296 0 6,296 Selling, general &administrative 16,118 364 16,482 18,625 378 19,003 Auxiliary expense 1,049 0 1,049 1,266 0 1,266 Loss on disposition of property 6 0 6 0 0 0 Total operating expenses 23,641 364 24,005 26,187 378 26,565 Loss from operations (2,809 ) (66 ) (2,875 ) (1,813 ) (103 ) (1,916 ) Other income (expense): Interest income 21 1 22 18 1 19 Interest expense (214 ) 0 (214 ) (219 ) 0 (219 ) Other income - net (10 ) 47 37 0 42 42 Total other (expense) income (203 ) 48 (155 ) (201 ) 43 (158 ) Loss before taxes $ (3,012 ) $ (18 ) $ (3,030 ) $ (2,014 ) $ (60 ) $ (2,074 ) As of August 31, 2016 As of August 31, 2015 Consolidated Consolidated NAU Other Total NAU Other Total Total assets $ 55,694 $ 8,688 $ 64,382 $ 73,517 $ 8,540 $ 82,057

4. CONSTRUCTION IN PROGRESS (De

4. CONSTRUCTION IN PROGRESS (Details Narrative) $ in Thousands	3 Months Ended
	Aug. 31, 2016USD ($)
Construction In Progress Details Narrative
Construction contracts, value	$ 4,700
Construction contracts, units	24
Construction in progress	$ 1,200

5. STOCKHOLDERS EQUITY - Summar

5. STOCKHOLDERS EQUITY - Summary of Dividend Payments (Details)	3 Months Ended
	Aug. 31, 2016$ / shares
Period 1 [Member]
Dividends Payable [Line Items]
Date declared	Apr. 13, 2015
Record date	Jun. 30, 2015
Payment date	Jul. 10, 2015
Per share	$ 0.0450
Period 2 [Member]
Dividends Payable [Line Items]
Date declared	Aug. 10, 2015
Record date	Sep. 30, 2015
Payment date	Oct. 9, 2015
Per share	$ 0.0450
Period 3 [Member]
Dividends Payable [Line Items]
Date declared	Oct. 5, 2015
Record date	Dec. 31, 2015
Payment date	Jan. 15, 2016
Per share	$ 0.0450
Period 4 [Member]
Dividends Payable [Line Items]
Date declared	Jan. 23, 2016
Record date	Mar. 31, 2016
Payment date	Apr. 8, 2016
Per share	$ 0.0450
Period 5 [Member]
Dividends Payable [Line Items]
Date declared	Apr. 4, 2016
Record date	Jun. 30, 2016
Payment date	Jul. 8, 2016
Per share	$ 0.0450
Period 6 [Member]
Dividends Payable [Line Items]
Date declared	Aug. 8, 2016
Record date	Sep. 30, 2016
Payment date	Oct. 7, 2016	[1]
Per share	$ 0.0450
[1]	Estimated

5. STOCKHOLDERS EQUITY (Details

5. STOCKHOLDERS EQUITY (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Aug. 31, 2016	May 31, 2016
Total Authorized Capital Stock	51,100,000	51,100,000
Common Stock Authorized	50,000,000	50,000,000
Common Stock Par Value	$ 0.0001	$ .0001
Common stock, shares outstanding	24,162,368	24,140,972
Preferred Stock Authorized	1,000,000	1,000,000
Preferred Stock Par Value	$ .0001	$ 0.0001
Shares available for future grants under its stock-based compensation plans	890,760
Stock options forfeited	13,000
Stock options forfeited, weighted average exercise price	$ 5.67
Stock options outstanding	179,350
Stock options exercisable	179,350
Weighted average exercise price	$ 4
Weighted average remaining life	8 years 2 months 12 days
Restricted Stock [Member]
Share based compensation	$ 25
Non-vested restricted stock shares	40,485
Non-vested restricted stock shares, weighted average grant date fair value	$ 2.47
Non-vested restricted stock shares, unrecognized compensation expense	$ 10
Non-vested restricted stock shares, remaining amortization life	4 months 24 days
Restricted Stock Units (RSUs) [Member]
Share based compensation	$ 36
RSUs issued	281,250
RSUs, weighted average grant date fair value	$ 1.93
RSUs, unrecognized compensation expense	$ 507
RSUs, remaining amortization life	8 months 12 days
Chief Executive Officer [Member]
Share based compensation	$ 27
Other Executive [Member]
Share based compensation	$ 28
Class A Common Stock [Member]
Common Stock Authorized	100,000	100,000
Common Stock Par Value	$ 0.0001	$ 0.0001

6. INCOME TAXES - Additional In

6. INCOME TAXES - Additional Information (Details Narrative)	3 Months Ended
	Aug. 31, 2016	Aug. 31, 2015
Income Taxes - Additional Information Details Narrative
Effective tax rate	32.70%	37.40%

7. EARNINGS PER SHARE - Reconci

7. EARNINGS PER SHARE - Reconciliation of Numerator and Denominator for Basic and Diluted EPS Computations (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Aug. 31, 2016	Aug. 31, 2015
Numerator:
Net (loss) income attributable to National American University Holdings, Inc.	$ (2,056)	$ (1,309)
Denominator:
Weighted average shares outstanding used to compute basic net income per common share	24,114,294	25,190,039
Incremental shares issuable upon the assumed exercise of stock options	0	0
Incremental shares issuable upon the assumed vesting of restricted shares	0	0
Common shares used to compute diluted net income per share	24,114,294	25,190,039
Basic net (loss) income per common share	$ (0.09)	$ (0.05)
Diluted net (loss) income per common share	$ (0.09)	$ (0.05)

7. EARNINGS PER SHARE - Additio

7. EARNINGS PER SHARE - Additional Information (Details Narrative) - Equity Option [Member] - shares	3 Months Ended
	Aug. 31, 2016	Aug. 31, 2015
Computation Of Earnings Per Share Line Items [Line Items]
Number of shares excluded from calculation of diluted EPS	179,350	69,875
Number of shares with potentially diluted impact	181,110	42,155

9. FAIR VALUE MEASUREMENTS - Su

9. FAIR VALUE MEASUREMENTS - Summary of Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands	Aug. 31, 2016	May 31, 2016
Investments
Total assets at fair value	$ 6,163	$ 4,155
Fair Value, Inputs, Level 1 [Member]
Investments
Total assets at fair value	2,042	38
Fair Value, Inputs, Level 2 [Member]
Investments
Total assets at fair value	4,121	4,117
Fair Value, Inputs, Level 3 [Member]
Investments
Total assets at fair value	0	0
Certificate of Deposit [Member]
Investments
Total assets at fair value	4,121	4,117
Certificate of Deposit [Member] | Fair Value, Inputs, Level 1 [Member]
Investments
Total assets at fair value	0	0
Certificate of Deposit [Member] | Fair Value, Inputs, Level 2 [Member]
Investments
Total assets at fair value	4,121	4,117
Certificate of Deposit [Member] | Fair Value, Inputs, Level 3 [Member]
Investments
Total assets at fair value	0	0
US Treasury Securities [Member]
Investments
Total assets at fair value	1,996
US Treasury Securities [Member] | Fair Value, Inputs, Level 1 [Member]
Investments
Total assets at fair value	1,996
US Treasury Securities [Member] | Fair Value, Inputs, Level 2 [Member]
Investments
Total assets at fair value	0
US Treasury Securities [Member] | Fair Value, Inputs, Level 3 [Member]
Investments
Total assets at fair value	0
Money Market Funds [Member]
Investments
Total assets at fair value	46	38
Money Market Funds [Member] | Fair Value, Inputs, Level 1 [Member]
Investments
Total assets at fair value	46	38
Money Market Funds [Member] | Fair Value, Inputs, Level 2 [Member]
Investments
Total assets at fair value	0	0
Money Market Funds [Member] | Fair Value, Inputs, Level 3 [Member]
Investments
Total assets at fair value	$ 0	$ 0

9. FAIR VALUE MEASUREMENTS - Ad

9. FAIR VALUE MEASUREMENTS - Additional Information (Details Narrative) - USD ($) $ in Thousands	Aug. 31, 2016	May 31, 2016
Fair Value Measurements - Additional Information Details Narrative
Estimated fair value of capital lease obligations	$ 11,786	$ 11,852

10. SEGMENT REPORTING - Financi

10. SEGMENT REPORTING - Financial Information of Reportable Segment (Details) - USD ($) $ in Thousands	3 Months Ended
	Aug. 31, 2016	Aug. 31, 2015	May 31, 2016
REVENUE:
Academic revenue	$ 19,438	$ 22,658
Auxiliary revenue	1,394	1,716
Rental income - apartments	298	275
Total revenue	21,130	24,649
OPERATING EXPENSES:
Cost of educational services	6,468	6,296
Selling, general & administrative	16,482	19,003
Auxiliary expense	1,049	1,266
Loss (gain) on disposition of property and equipment	6	0
Total operating expenses (income)	24,005	26,565
(Loss) income from operations	(2,875)	(1,916)
OTHER INCOME (EXPENSE):
Interest income	22	19
Interest expense	(214)	(219)
Other income - net	37	42
Total other (expense) income	(155)	(158)
(Loss) income before taxes	(3,030)	(2,074)
Total assets	64,382	82,057	$ 68,526
Nau [Member]
REVENUE:
Academic revenue	19,438	22,658
Auxiliary revenue	1,394	1,716
Rental income - apartments	0	0
Total revenue	20,832	24,374
OPERATING EXPENSES:
Cost of educational services	6,468	6,296
Selling, general & administrative	16,118	18,625
Auxiliary expense	1,049	1,266
Loss (gain) on disposition of property and equipment	6	0
Total operating expenses (income)	23,641	26,187
(Loss) income from operations	(2,809)	(1,813)
OTHER INCOME (EXPENSE):
Interest income	21	18
Interest expense	(214)	(219)
Other income - net	(10)	0
Total other (expense) income	(203)	(201)
(Loss) income before taxes	(3,012)	(2,014)
Total assets	55,694	73,517
Other Segments [Member]
REVENUE:
Academic revenue	0	0
Auxiliary revenue	0	0
Rental income - apartments	298	275
Total revenue	298	275
OPERATING EXPENSES:
Cost of educational services	0	0
Selling, general & administrative	364	378
Auxiliary expense	0	0
Loss (gain) on disposition of property and equipment	0	0
Total operating expenses (income)	364	378
(Loss) income from operations	(66)	(103)
OTHER INCOME (EXPENSE):
Interest income	1	1
Interest expense	0	0
Other income - net	47	42
Total other (expense) income	48	43
(Loss) income before taxes	(18)	(60)
Total assets	$ 8,688	$ 8,540

10. SEGMENT REPORTING - Additio

10. SEGMENT REPORTING - Additional Information (Details)	3 Months Ended
	Aug. 31, 2016Units
Segment Reporting [Abstract]
Number of reportable segments	2