2U (TWOUQ) 10-Q 7 May 19 2019 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2019	May 03, 2019
Document and Entity Information
Entity Registrant Name	2U, Inc.
Entity Central Index Key	0001459417
Document Type	10-Q
Document Period End Date	Mar. 31, 2019
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		58,470,718
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q1
Entity Emerging Growth Company	false
Entity Small Business	false

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2019	Dec. 31, 2018
Current assets
Cash and cash equivalents	$ 423,606	$ 449,772
Investments	0	25,000
Accounts receivable, net	70,262	32,636
Prepaid expenses and other assets	28,260	14,272
Total current assets	522,128	521,680
Property and equipment, net	54,098	52,299
Right-of-use assets	33,070	0
Goodwill	61,498	61,852
Amortizable intangible assets, net	144,957	136,605
University payments and other assets, non-current	48,659	34,918
Total assets	864,410	807,354
Current liabilities
Accounts payable and accrued expenses	48,502	27,647
Accrued compensation and related benefits	16,225	23,001
Deferred revenue	24,531	8,345
Lease liability	4,871	0
Other current liabilities	8,104	9,487
Total current liabilities	102,233	68,480
Deferred government grant obligations	3,500	3,500
Deferred tax liabilities, net	6,086	6,949
Lease liability, non-current	57,359	0
Other liabilities, non-current	637	23,416
Total liabilities	169,815	102,345
Commitments and contingencies (Note 4)
Stockholders’ equity
Preferred stock, $0.001 par value, 5,000,000 shares authorized, none issued	0	0
Common stock, $0.001 par value, 200,000,000 shares authorized, 58,189,318 shares issued and outstanding as of March 31, 2019; 57,968,493 shares issued and outstanding as of December 31, 2018	58	58
Additional paid-in capital	969,143	957,631
Accumulated deficit	(265,720)	(244,166)
Accumulated other comprehensive loss	(8,886)	(8,514)
Total stockholders’ equity	694,595	705,009
Total liabilities and stockholders’ equity	$ 864,410	$ 807,354

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2019	Dec. 31, 2018
Statement of Financial Position [Abstract]
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, authorized (in shares)	5,000,000	5,000,000
Preferred stock, issued (in shares)	0	0
Preferred stock, outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, authorized (in shares)	200,000,000	200,000,000
Common stock, issued (in shares)	58,189,318	57,968,493
Common stock, outstanding (in shares)	58,189,318	57,968,493

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Income Statement [Abstract]
Revenue	$ 122,234	$ 92,288
Costs and expenses
Curriculum and teaching	6,701	4,307
Servicing and support	20,174	15,233
Technology and content development	19,794	13,840
Marketing and sales	76,961	53,058
General and administrative	23,023	21,869
Total costs and expenses	146,653	108,307
Loss from operations	(24,419)	(16,019)
Interest income	2,349	342
Interest expense	(55)	(27)
Other expense, net	(370)	(395)
Loss before income taxes	(22,495)	(16,099)
Income tax benefit	941	1,228
Net loss	$ (21,554)	$ (14,871)
Net loss per share, basic and diluted (in dollars per share)	$ (0.37)	$ (0.28)
Weighted-average shares of common stock outstanding, basic and diluted (in shares)	58,138,692	52,687,299
Other comprehensive loss
Foreign currency translation adjustments, net of tax of $0 for all periods presented	$ (372)	$ 4,632
Comprehensive loss	$ (21,926)	$ (10,239)

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Operations and Comprehensive Loss (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Other comprehensive loss
Foreign currency translation adjustments, tax	$ 0	$ 0

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Changes in Stockholders' Equity - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-In Capital	Accumulated Deficit	Accumulated Other Comprehensive Income (Loss)
Beginning balance at Dec. 31, 2017	$ 387,832	$ 53	$ 588,289	$ (205,836)	$ 5,326
Beginning balance (in shares) at Dec. 31, 2017		52,505,856
Increase (Decrease) in Stockholders' Equity
Exercise of stock options	2,120		2,120
Exercise of stock options (in shares)		186,049
Issuance of common stock in connection with settlement of restricted stock units, net of withholdings	(1,002)	$ 0	(1,002)
Issuance of common stock in connection with settlement of restricted stock units, net of withholdings (in shares)		154,111
Stock-based compensation expense	7,122		7,122
Net loss	(14,871)			(14,871)
Foreign currency translation adjustment	4,632				4,632
Ending balance at Mar. 31, 2018	385,833	$ 53	596,529	(220,707)	9,958
Ending balance (in shares) at Mar. 31, 2018		52,846,016
Beginning balance at Dec. 31, 2018	$ 705,009	$ 58	957,631	(244,166)	(8,514)
Beginning balance (in shares) at Dec. 31, 2018	57,968,493	57,968,493
Increase (Decrease) in Stockholders' Equity
Exercise of stock options	$ 1,928		1,928
Exercise of stock options (in shares)		211,506
Issuance of common stock in connection with settlement of restricted stock units, net of withholdings	0	$ 0	0
Issuance of common stock in connection with settlement of restricted stock units, net of withholdings (in shares)		9,319
Stock-based compensation expense	9,584		9,584
Net loss	(21,554)			(21,554)
Foreign currency translation adjustment	(372)				(372)
Ending balance at Mar. 31, 2019	$ 694,595	$ 58	$ 969,143	$ (265,720)	$ (8,886)
Ending balance (in shares) at Mar. 31, 2019	58,189,318	58,189,318

Condensed Consolidated Statem_4

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Cash flows from operating activities
Net loss	$ (21,554)	$ (14,871)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization expense	9,698	7,375
Stock-based compensation expense	9,584	7,122
Non-cash lease expense	2,634	0
Changes in operating assets and liabilities:
Accounts receivable, net	(37,522)	(26,109)
Payments to university clients	(10,595)	(3,826)
Prepaid expenses and other assets	(10,489)	(4,306)
Accounts payable and accrued expenses	17,536	6,010
Accrued compensation and related benefits	(6,768)	(5,437)
Deferred revenue	16,215	14,484
Other liabilities, net	(1,640)	331
Other	373	395
Net cash used in operating activities	(32,528)	(18,832)
Cash flows from investing activities
Purchases of property and equipment	(3,164)	(1,856)
Additions of amortizable intangible assets	(13,570)	(21,805)
Purchase of equity interests	(2,500)	0
Proceeds from maturities of investments	25,000	0
Advances repaid by university clients	200	0
Net cash provided by (used in) investing activities	5,966	(23,661)
Cash flows from financing activities
Proceeds from exercise of stock options	1,928	2,120
Tax withholding payments associated with settlement of restricted stock units	0	(1,002)
Payments for acquisition of amortizable intangible assets	(1,283)	0
Net cash provided by financing activities	645	1,118
Effect of exchange rate changes on cash	(249)	115
Net decrease in cash and cash equivalents	(26,166)	(41,260)
Cash and cash equivalents, beginning of period	449,772	223,370
Cash and cash equivalents, end of period	$ 423,606	$ 182,110

Organization

Organization	3 Months Ended
	Mar. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization	Organization 2U, Inc. (together with its subsidiaries, the “Company”) is a leading education technology company that well-recognized nonprofit colleges and universities trust to bring them into the digital age. The Company’s comprehensive platform of tightly integrated technology and services provides the digital infrastructure universities need to attract, enroll, educate and support students at scale. With the Company’s platform, students can pursue their education anytime, anywhere, without quitting their jobs or moving; and university clients can improve educational outcomes, skills attainment and career prospects for a greater number of students. The Company has two operating segments, which are also its two reportable segments: the Graduate Program Segment and the Alternative Credential Segment (formerly known as the Short Course Segment). The Company’s Graduate Program Segment provides services to well-recognized nonprofit colleges and universities, primarily in the United States, to enable the online delivery of graduate programs. The Company’s Alternative Credential Segment provides short form non-degree offerings such as premium online short courses to working professionals around the world through relationships with leading universities. We elected to change the name of this segment from Short Course to Alternative Credential because we believe the name, Alternative Credential, more accurately describes this segment as we expand our offerings along the career curriculum continuum. Refer to Note 11 for further information about the Company’s segments.

Significant Accounting Policies

Significant Accounting Policies	3 Months Ended
	Mar. 31, 2019
Accounting Policies [Abstract]
Significant Accounting Policies	Significant Accounting Policies Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements, which include the assets, liabilities, results of operations and cash flows of the Company have been prepared in accordance with: (i) generally accepted accounting principles in the United States (“U.S. GAAP”) for interim financial information; (ii) the instructions to Form 10-Q; and (iii) the guidance of Rule 10-01 of Regulation S-X under the Securities Exchange Act of 1934, as amended, for financial statements required to be filed with the Securities and Exchange Commission (“SEC”). As permitted under such rules, certain notes and other financial information normally required by U.S. GAAP have been condensed or omitted. The Company believes the condensed consolidated financial statements reflect all normal and recurring adjustments necessary for a fair statement of the Company’s financial position, results of operations, and cash flows as of and for the periods presented herein. The Company’s results of operations for the three months ended March 31, 2019 and 2018 may not be indicative of the Company’s future results. These condensed consolidated financial statements are unaudited and should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018 . All significant intercompany accounts and transactions have been eliminated in consolidation. The condensed consolidated balance sheet data as of December 31, 2018 was derived from the audited financial statements, but does not include all disclosures required by U.S. GAAP on an annual reporting basis. Use of Estimates The preparation of the condensed consolidated financial statements in accordance with U.S. GAAP requires management to make certain estimates and assumptions that affect the amounts reported herein. The Company bases its estimates and assumptions on historical experience and on various other factors that it believes to be reasonable under the circumstances. Due to the inherent uncertainty involved in making estimates, actual results reported in future periods may be affected by changes in those estimates. The Company evaluates its estimates and assumptions on an ongoing basis. Investments The Company’s investments within current assets on the condensed consolidated balance sheets relate to certificates of deposit with original maturities between three months and one year. As of December 31, 2018 , the Company had a $25.0 million certificate of deposit included in investments that qualified as a Level 1 fair value measurement asset and was stated at cost, which approximated fair value. Equity Interests As of March 31, 2019 , the Company had a $2.5 million investment in an education technology company recorded within university payments and other assets, non-current on the condensed consolidated balance sheet. This investment does not have a readily determinable fair value, and is accounted for as a cost method investment, which is subject to fair value remeasurement upon the occurrence of an observable event. Marketing and Sales Costs The majority of the marketing and sales costs incurred by the Company are directly related to acquiring students for its university clients’ graduate programs, with lesser amounts related to acquiring students for its short courses and marketing and advertising efforts related to the Company’s own brand. For the three months ended March 31, 2019 and 2018 , costs related to the Company’s marketing and advertising efforts of its own brand were not material. All such costs are expensed as incurred and reported in marketing and sales expense on the Company’s condensed consolidated statements of operations and comprehensive loss. As of March 31, 2019 and December 31, 2018 , the Company had $24.6 million and $10.3 million , respectively, of accrued marketing costs included in accounts payable and accrued expenses on its condensed consolidated balance sheets. Leases For the Company’s operating leases, an assessment is performed to determine if an arrangement is a lease at inception. Right-of-use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. As the information necessary to determine the rate implicit in the Company’s leases is not readily available, the Company determines its incremental borrowing rate based on the information available at the lease commencement date in determining the present value of lease payments. The operating lease ROU asset also includes any prepaid lease payments made, less lease incentives. The Company’s lease terms include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. The Company does not have any finance leases for any periods presented. The Company has elected, as an accounting policy for its leases of real estate, to account for lease and non-lease components in a contract as a single lease component. In addition, the recognition requirements are not applied to leases with a term of 12 months or less. Rather, the lease payments for short-term leases are recognized on the condensed consolidated statements of operations and comprehensive loss on a straight-line basis over the lease term. Variable payments that depend on an index or a rate are initially measured using the index or rate at the lease commencement date. Such variable payments are included in the total lease payments when measuring the lease liability and ROU asset. The Company will only remeasure variable payments that depend on an index or a rate when the Company is remeasuring the lease liability due to any of the following occurring: (i) the lease is modified and the modification is not accounted for as a separate contract, (ii) a contingency, upon which some or all of the variable lease payments that will be paid over the remainder of the lease term are based, is resolved, (iii) there is a change in lease term, (iv) there is a change in the probability of exercising a purchase option or (v) there is a change in the amount probable of being owed under residual value guarantees. Until the lease liability is remeasured due to one of the aforementioned events, additional payments for an increase in the index or rate will be recognized in the period in which they are incurred. Variable payments that do not depend on an index or a rate are excluded from the measurement of the lease liability and recognized in the condensed consolidated statements of operations and comprehensive loss in the period in which the obligation for those payments is incurred. The Company will remeasure its lease payments when the contingency underlying such variable payments is resolved such that some or all of the remaining payments become fixed. Long-Lived Asset Additions During the three months ended March 31, 2019 , the Company had capital asset additions of $20.0 million in property and equipment and capitalized technology and content development, $3.2 million of which consisted of non-cash capital expenditures. Due to extended payment terms associated with the timing of cash capital expenditures made more than 90 days after the date of purchase, $1.3 million of these additions was classified as cash flows from financing activities in the condensed consolidated statement of cash flows for the three months ended March 31, 2019 . During the three months ended March 31, 2018 , the Company had capital asset additions of $31.0 million in property and equipment and capitalized technology and content development, of which $7.4 million consisted of non-cash capital expenditures, primarily related to the acquisition of certain long-lived assets for which a liability was accrued. Recent Accounting Pronouncements In August 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract , which requires customers in cloud computing arrangements that are service contracts to follow the internal-use software guidance in ASC 350-40 to determine which implementation costs to capitalize as assets or expense as incurred. The amendments in this ASU are effective for fiscal years beginning after December 15, 2019, with early adoption permitted. The Company early adopted this ASU on July 1, 2018 under the prospective method. As a result of adopting this standard, as of March 31, 2019 and December 31, 2018 , the Company had balances of $1.0 million and $0.4 million , respectively, of capitalized implementation costs incurred to integrate the software associated with its cloud computing arrangements, within university payments and other assets, non-current on the condensed consolidated balance sheets. Such capitalized costs are subject to amortization over the remaining contractual term of the associated cloud computing arrangement, with a maximum useful life of between three to five years. The Company did not incur a material amount of such amortization for the three months ended March 31, 2019 . In July 2018, the FASB issued ASU No. 2018-09, Codification Improvements , which clarifies and corrects unintended applications of guidance, and makes improvements to several Accounting Standards Codification topics. The applicable amendments in this ASU are effective for the Company in annual periods beginning after December 15, 2018. The Company adopted this ASU on January 1, 2019. Adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements or related disclosures. In June 2018, the FASB issued ASU No. 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting , which simplifies the accounting for share-based payments to nonemployees. The amendments in this ASU are effective for fiscal years beginning after December 15, 2018, with early adoption permitted. The Company adopted this ASU on January 1, 2019. Adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements or related disclosures. In January 2017, the FASB issued ASU No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment , which eliminates step two from the goodwill impairment test and requires an entity to recognize an impairment charge for the amount by which the carrying amount of a reporting unit exceeds its fair value, up to the amount of goodwill allocated to that reporting unit. The amendments in this ASU are effective for fiscal years beginning after December 15, 2019, with early adoption permitted. The Company early adopted this ASU on January 1, 2019. Adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements or related disclosures. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) , which supersedes ASC 840, Leases (Topic 840) . The ASU introduces a model for lessees requiring most leases to be reported on the balance sheet. The Company adopted this ASU and the related amendments on January 1, 2019 under the modified retrospective transition method, which resulted in no cumulative-effect adjustment to retained earnings. The Company’s financial results for periods ending after January 1, 2019 are presented in accordance with the requirements of Topic 842, while prior period amounts are not adjusted and continue to be reported in accordance with Topic 840. Upon adoption, the Company elected to not recognize ROU assets or lease liabilities for leases with a term of 12 months or less, as permitted by the short-term lease practical expedient. In transition, the Company also applied the package of practical expedients that permit entities to not reassess (i) whether expired or existing contracts contain a lease under the new standard, (ii) the lease classification for expired or existing leases, or (iii) whether previously capitalized initial direct costs would qualify for capitalization under the new standard. The Company also applied the practical expedient that permits a lessee to account for lease and non-lease components in a contract as a single lease component. In addition, the Company did not use hindsight during transition. Upon adoption, the Company recorded ROU assets of approximately $34 million , which have been reduced for accrued rent, and the remaining balance of any lease incentives upon transition, and also recorded corresponding current and non-current lease liabilities for its operating leases of approximately $5 million and $58 million , respectively, on the condensed consolidated balance sheets. Adoption of this standard did not have a material impact on the Company’s condensed consolidated statements of operations and comprehensive loss, the condensed consolidated statements of changes in stockholders’ equity or the condensed consolidated statements of cash flows. Refer to Note 5 for more information about the Company’s lease-related obligations.

Goodwill and Amortizable Intang

Goodwill and Amortizable Intangible Assets	3 Months Ended
	Mar. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill and Amortizable Intangible Assets	Goodwill and Amortizable Intangible Assets The table below summarizes the changes in the carrying amount of goodwill by reportable segment: Graduate Short Course Total (in thousands) Balance as of December 31, 2018 $ — $ 61,852 $ 61,852 Foreign currency translation adjustments — (354 ) (354 ) Balance as of March 31, 2019 $ — $ 61,498 $ 61,498 Amortizable intangible assets, net consisted of the following as of: March 31, 2019 December 31, 2018 Estimated Average Useful Life (in years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in thousands) Capitalized technology 3-5 $ 75,253 $ (19,352 ) $ 55,901 $ 68,291 $ (16,945 ) $ 51,346 Capitalized content development 4-5 88,054 (34,970 ) 53,084 79,725 (31,662 ) 48,063 University client relationships 9 25,482 (4,955 ) 20,527 25,616 (4,269 ) 21,347 Trade names and domain names 8-10 18,903 (3,458 ) 15,445 18,793 (2,944 ) 15,849 Total amortizable intangible assets, net $ 207,692 $ (62,735 ) $ 144,957 $ 192,425 $ (55,820 ) $ 136,605 The amounts presented above include $44.2 million and $40.3 million of in process capitalized technology and content development as of March 31, 2019 and December 31, 2018 , respectively. During 2018, the Company acquired certain third-party technologies to enhance the Company’s platform, which is referred to as the 2U Operating System, or 2UOS, for aggregate consideration of $9.5 million . As of March 31, 2019 , the Company has a remaining obligation to pay the seller $0.7 million by December 31, 2019. In the first quarter of 2018, the Company entered into an agreement with WeWork Companies, Inc. (“WeWork”) and Flatiron School, Inc., a wholly owned subsidiary of WeWork, to purchase a perpetual source code license for the Learn.co platform and certain integration software development services for $14.5 million . As of March 31, 2019 , the Company has recorded capitalized technology of $14.5 million related to this agreement in amortizable intangible assets, net on the Company’s condensed consolidated balance sheets and $1.3 million is payable under the agreement in connection with the performance of certain software development services. In addition, the Company entered into a multi-year agreement to purchase Global Access Memberships to WeWork spaces around the world that will be provided to students in 2U-powered online graduate programs as well as to faculty and lead convenors of its offerings, an agreement to offer $5 million in scholarships to certain WeWork community members and employees, and collaborate on additional mutually agreed upon projects. The Company recorded amortization expense related to amortizable intangible assets of $7.0 million and $5.1 million for the three months ended March 31, 2019 and 2018 , respectively. As of March 31, 2019 , the estimated future amortization expense for amortizable intangible assets placed in service is as follows (in thousands): Remainder of 2019 $ 20,444 2020 24,127 2021 18,689 2022 14,648 2023 9,848 Thereafter 12,980 Total $ 100,736

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2019
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Legal Contingencies From time to time, the Company may become involved in legal proceedings or be subject to claims (e.g., related to regulatory, employment or indirect tax matters) in the ordinary course of its business. The Company is not presently involved in any legal proceeding or subject to claims that, if determined adversely to it, would individually or in the aggregate have a material adverse effect on its business, operating results, financial condition or cash flows. Accordingly, the Company does not believe that it is reasonably possible that a material loss exceeding amounts already recognized may have been incurred as of the date of the balance sheets presented herein. Marketing and Sales Commitments Certain of the agreements entered into between the Company and its university clients in the Graduate Program Segment require the Company to commit to meet certain staffing and spending investment thresholds related to marketing and sales activities. In addition, certain of the agreements in the Graduate Program Segment require the Company to invest up to agreed upon levels in marketing the programs to achieve specified program performance. The Company believes it is currently in compliance with all such commitments. Future Minimum Payments to University Clients Pursuant to certain of the Company’s contracts in the Graduate Program Segment, the Company has made, or is obligated to make, payments to university clients in exchange for contract extensions and various marketing and other rights. As of March 31, 2019 , the future minimum payments due to university clients has not materially changed relative to the amounts provided in the notes to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018 . Contingent Payments The Company has entered into agreements with certain of its university clients in the Graduate Program Segment under which the Company would be obligated to make future minimum payments in the event that certain program metrics are not achieved on an annual basis. The Company recognizes any estimated contingent payments under these agreements as contra revenue over the period in which they relate, and records a liability in other current liabilities on the condensed consolidated balance sheets. As of March 31, 2019 , the Company had an obligation to make an additional investment in an education technology company of up to $12.5 million , upon demand by the investee.

Leases

Leases	3 Months Ended
	Mar. 31, 2019
Leases [Abstract]
Leases	Leases The Company leases office facilities under non-cancelable operating leases in Maryland, New York, California, Colorado, North Carolina, Virginia, Hong Kong, South Africa and the United Kingdom. The Company’s operating leases have remaining lease terms of between one to 11 years , some of which include options to extend the leases for up to five years , and some of which include options to terminate the leases within one year . These options to extend the terms of the Company’s operating leases were not deemed to be reasonably certain of exercise as of lease commencement and are therefore not included in the determination of their respective non-cancelable lease terms. The future lease payments due under non-cancelable operating lease arrangements contain fixed rent increases over the term of the lease. The Company also leases office equipment under non-cancelable leases. The Company did not have any subleases as of March 31, 2019 . As of December 31, 2018 , the future minimum lease payments were as follows (in thousands): 2019 $ 12,941 2020 14,020 2021 13,900 2022 13,633 2023 13,959 Thereafter 68,347 Total future minimum lease payments $ 136,800 The components of lease expense consisted of the following for the period presented: Three Months Ended (in thousands) Operating lease expense $ 2,622 Short-term lease expense 236 Variable lease expense 914 Total lease expense $ 3,772 As of March 31, 2019 , for the Company’s operating leases, the weighted-average remaining lease term was 8.8 years and the weighted-average discount rate was 13.1% . For the three months ended March 31, 2019 , cash paid for amounts included in the measurement of operating lease liabilities was $2.9 million . As of March 31, 2019 , the maturities of operating lease liabilities were as follows (in thousands): Remainder of 2019 $ 9,475 2020 12,279 2021 11,195 2022 10,725 2023 10,964 Thereafter 51,935 Total lease payments 106,573 Less: imputed interest (44,343 ) Total lease liability $ 62,230 As of March 31, 2019 , the Company has additional operating leases for office facilities that have not yet commenced with future minimum lease payments of approximately $32 million . These operating leases will commence between fiscal years 2019 and 2020, with lease terms of between four to ten years .

Debt

Debt	3 Months Ended
	Mar. 31, 2019
Debt Disclosure [Abstract]
Debt	Debt Lines of Credit Effective in the first quarter of 2019, the Company amended its $25.0 million revolving line of credit agreement to extend the maturity date through June 30, 2019. No amounts were outstanding under this credit agreement as of March 31, 2019 or December 31, 2018 . Certain of the Company’s operating lease agreements entered into prior to March 31, 2019 require security deposits in the form of cash or an unconditional, irrevocable letter of credit. As of March 31, 2019 , the Company has entered into standby letters of credit totaling $15.0 million as security deposits for the applicable leased facilities and in connection with government grants. These letters of credit reduced the aggregate amount the Company may borrow under its revolving line of credit to $10.0 million . The Company intends to replace these letters of credit in connection with its pending acquisition, as described in Note 12. Government Grants The Company has a total of two outstanding conditional loan agreements with Prince George’s County, Maryland and the State of Maryland for an aggregate amount of $3.5 million , each bearing an interest rate of 3% per annum. These agreements are conditional loan obligations that may be forgiven provided that the Company attains certain conditions related to employment levels at our Lanham, Maryland headquarters. The conditional loan with the State of Maryland has a maturity date of December 31, 2026, and the conditional loan with Prince George’s County, Maryland has a maturity date of June 22, 2027. The interest expense related to these loans for the three months ended March 31, 2019 and 2018 is immaterial.

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2019
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes The Company’s income tax provisions for all periods consist of U.S. federal, state and foreign income taxes. The tax provisions for the three months ended March 31, 2019 and 2018 were based on estimated full-year effective tax rates, including the mix of income for the period between higher-taxed and lower-taxed jurisdictions, after giving effect to significant items related specifically to the interim periods, and loss-making entities for which it is not more likely than not that a tax benefit will be realized. The Company’s effective tax rate was approximately 4% and 8% for the three months ended March 31, 2019 and 2018 , respectively. The Company’s tax benefit of $0.9 million for the three months ended March 31, 2019 , related to losses generated by operations and the amortization of acquired intangibles in the Alternative Credential Segment that are expected to be realized through future reversing taxable temporary differences. The Company expects to continue to recognize a tax benefit in the future for the Alternative Credential Segment to the extent that this segment continues to generate pre-tax losses while carrying deferred tax liabilities that are in excess of deferred tax assets. To date, the Company has not been required to pay U.S. federal income taxes because of current and accumulated net operating losses.

Stockholders' Equity

Stockholders' Equity	3 Months Ended
	Mar. 31, 2019
Stockholders' Equity Note [Abstract]
Stockholders' Equity	Stockholders’ Equity On May 22, 2018 the Company sold 3,833,334 shares of its common stock to the public, including 500,000 shares sold pursuant to the underwriters’ over-allotment option, and received net proceeds of $330.9 million . The Company will use the net proceeds from this public offering of common stock for working capital and other general corporate purposes, including expenditures for graduate program and short course marketing, technology and content development, in connection with new graduate program and short course launches and growing existing graduate programs and short courses, as well as strategic acquisitions of, or investments in, complementary products, technologies, solutions or businesses. As of March 31, 2019 , the Company was authorized to issue 205,000,000 total shares of capital stock, consisting of 200,000,000 shares of common stock and 5,000,000 shares of preferred stock. As of March 31, 2019 , the Company had reserved a total of 15,027,946 of its authorized shares of common stock for future issuance as follows: Outstanding stock options 3,847,116 Possible future issuance under 2014 Equity Incentive Plan 8,875,865 Outstanding restricted stock units 1,368,636 Available for future issuance under 2017 Employee Stock Purchase Plan 936,329 Total shares of common stock reserved for future issuance 15,027,946 The shares available for future issuance increased by 2,896,365 and 2,625,292 on January 1, 2019 and 2018 , respectively, pursuant to the automatic share reserve increase provision under the Amended and Restated 2014 Equity Incentive Plan (the “2014 Plan”). The Company has not declared or paid cash dividends on its common stock to date.

Stock-Based Compensation

Stock-Based Compensation	3 Months Ended
	Mar. 31, 2019
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Stock-Based Compensation	Stock-Based Compensation The Company provides equity-based compensation awards to employees, independent contractors and directors as an effective means for attracting, retaining and motivating such individuals. The Company maintains two share-based compensation plans: the 2014 Plan and the 2008 Stock Incentive Plan (the “2008 Plan”). Upon the effective date of the 2014 Plan in January 2014, the Company ceased using the 2008 Plan to grant new equity awards and began using the 2014 Plan for grants of new equity awards. Stock-Based Compensation Expense Stock-based compensation expense related to stock-based awards, as well as the 2017 Employee Stock Purchase Plan, is included in the following line items on the condensed consolidated statements of operations and comprehensive loss: Three Months Ended 2019 2018 (in thousands) Curriculum and teaching $ 3 $ 2 Servicing and support 1,669 872 Technology and content development 1,856 711 Marketing and sales 1,256 489 General and administrative 4,800 5,048 Total stock-based compensation expense $ 9,584 $ 7,122 Stock Options The following is a summary of the stock option activity for the three months ended March 31, 2019 : Number of Options Weighted-Average Exercise Price per Share Outstanding balance as of December 31, 2018 4,057,788 $ 27.23 Granted 3,265 49.68 Exercised (211,506 ) 9.12 Forfeited (2,431 ) 84.03 Expired — — Outstanding balance as of March 31, 2019 3,847,116 28.21 Exercisable as of March 31, 2019* 2,799,566 15.17 * As of March 31, 2019 , the aggregate intrinsic value of options exercisable was $156.2 million and such shares had a weighted-average remaining contractual term of 4.99 years . Restricted Stock Units Under the 2014 Plan, the Company grants restricted stock units (“RSUs”) to the Company’s directors and certain of the Company’s employees, and grants performance restricted stock units (“PRSUs”) to certain of the Company’s employees. The terms of these grants under the 2014 Plan, including the vesting periods, are determined by the Company’s board of directors or the compensation committee, or a subcommittee thereof. In the first quarter of 2019, the Company granted 186,433 PRSUs with an aggregate grant date fair value of $11.5 million to certain of its employees. These PRSU awards are generally subject to vesting over periods of approximately one or two years , based on the Company achieving pre-determined consolidated revenue and adjusted EBITDA performance targets for the 2019 fiscal year. The PRSU award agreements provide that the quantity of units subject to vesting may range from 100% to 0% of the granted quantities, depending on the achievement of performance targets. The expense recognized each period is dependent upon the Company’s estimate of the number of shares that will ultimately be issued. The following is a summary of RSU and PRSU activity for the three months ended March 31, 2019 : Number of Units Weighted- Average Grant Date Fair Value per Share Outstanding balance as of December 31, 2018 1,139,045 $ 52.47 Granted 255,341 62.97 Vested (9,319 ) 37.69 Forfeited (16,431 ) 58.97 Outstanding balance as of March 31, 2019 1,368,636 54.45

Net Loss per Share

Net Loss per Share	3 Months Ended
	Mar. 31, 2019
Earnings Per Share [Abstract]
Net Loss per Share	Net Loss per Share Diluted net loss per share is the same as basic net loss per share for all periods presented because the effects of potentially dilutive items were anti-dilutive, given the Company’s net loss. The following securities have been excluded from the calculation of weighted-average shares of common stock outstanding because the effect is anti-dilutive for the three months ended March 31, 2019 and 2018 : Three Months Ended 2019 2018 Stock options 3,847,116 4,334,612 Restricted stock units 1,368,636 1,281,880 Basic and diluted net loss per share is calculated as follows: Three Months Ended 2019 2018 Numerator (in thousands): Net loss $ (21,554 ) $ (14,871 ) Denominator: Weighted-average shares of common stock outstanding, basic and diluted 58,138,692 52,687,299 Net loss per share, basic and diluted $ (0.37 ) $ (0.28 )

Segment and Geographic Informat

Segment and Geographic Information	3 Months Ended
	Mar. 31, 2019
Segment Reporting [Abstract]
Segment and Geographic Information	Segment and Geographic Information The Company has two operating segments, which are also its two reportable segments: the Graduate Program Segment and the Alternative Credential Segment (formerly known as the Short Course Segment). The Company’s Graduate Program Segment provides services to well-recognized nonprofit colleges and universities, primarily in the United States, to enable the online delivery of graduate programs. The Company’s Alternative Credential Segment provides short form non-degree offerings such as premium online short courses to working professionals around the world through relationships with leading universities. Graduate Program Segment For the three months ended March 31, 2019 , three university clients each accounted for 10% or more of the Company’s consolidated revenue, as follows: $22.6 million , $12.9 million and $12.7 million which equaled 18% , 11% and 10% of the Company’s consolidated revenue, respectively. For the three months ended March 31, 2018 , three university clients each accounted for 10% or more of the Company’s consolidated revenue, as follows: $20.7 million , $13.5 million and $9.6 million , which equaled 22% , 15% and 10% of the Company’s consolidated revenue, respectively. As of March 31, 2019 , two university clients each accounted for 10% or more of the Company’s consolidated accounts receivable, net balance, as follows: $33.1 million and $8.9 million , which equaled 47% and 13% of the Company’s consolidated accounts receivable, net balance, respectively. As of December 31, 2018 , two university clients each accounted for 10% or more of the Company’s consolidated accounts receivable, net balance, as follows: $11.9 million and $11.8 million , which equaled 36% and 36% of the Company’s consolidated accounts receivable, net balance, respectively. Alternative Credential Segment For the three months ended March 31, 2019 and 2018 , there were no customers or individual university clients that had revenue associated with it that accounted for 10% or more of the Company’s consolidated revenue. In addition, as of March 31, 2019 and December 31, 2018 , no customers had accounts receivable, net balances that accounted for 10% or more of the Company’s consolidated accounts receivable, net balance, as customers are individual students or third parties paying on their behalf, rather than university clients. For the three months ended March 31, 2019 , offerings associated with four university clients each accounted for 10% or more of the segment’s revenue, and when combined, accounted for approximately 88% of the segment’s revenue. For the three months ended March 31, 2018 , offerings associated with three university clients each accounted for 10% or more of the segment’s revenue, and when combined, accounted for approximately 83% of the segment’s revenue. Segment Performance The following table summarizes financial information regarding each reportable segment’s results of operations for the periods presented: Three Months Ended 2019 2018 (in thousands) Revenue by segment* Graduate Program Segment $ 104,174 $ 80,559 Alternative Credential Segment 18,060 11,729 Total revenue $ 122,234 $ 92,288 Segment profitability** Graduate Program Segment $ 710 $ (274 ) Alternative Credential Segment (3,916 ) (1,248 ) Total segment profitability $ (3,206 ) $ (1,522 ) Segment profitability margin*** Graduate Program Segment 0.7 % (0.3 )% Alternative Credential Segment (21.7 )% (10.6 )% Total segment profitability margin (2.6 )% (1.6 )% * The Company has excluded immaterial amounts of intersegment revenues from the three month periods ended March 31, 2019 and 2018 . ** The Company defines segment profitability as net income or net loss, as applicable, before net interest income (expense), taxes, depreciation and amortization expense, foreign currency gains or losses, acquisition-related gains or losses, transaction costs (including advisory fees and integration and restructuring expenses) and stock-based compensation expense. Some or all of these items may not be applicable in any given reporting period. *** The Company defines segment profitability margin as segment profitability as a percentage of the respective segment’s revenue. The following table reconciles net loss to total segment profitability: Three Months Ended 2019 2018 (in thousands) Net loss $ (21,554 ) $ (14,871 ) Adjustments: Interest income (2,349 ) (342 ) Interest expense 55 27 Foreign currency loss 370 395 Depreciation and amortization expense 9,698 7,375 Income tax benefit (941 ) (1,228 ) Transaction costs 1,931 — Stock-based compensation expense 9,584 7,122 Total adjustments 18,348 13,349 Total segment profitability $ (3,206 ) $ (1,522 ) The Company’s total assets by segment are as follows: March 31, December 31, (in thousands) Total assets Graduate Program Segment $ 754,419 $ 702,827 Alternative Credential Segment 109,991 104,527 Total assets $ 864,410 $ 807,354 Trade Accounts Receivable and Contract Liabilities The Company’s trade accounts receivable and contract liabilities in each segment are as follows: March 31, December 31, (in thousands) Trade accounts receivable Graduate Program Segment accounts receivable, net of allowance for doubtful accounts of $0 for all periods presented $ 60,319 $ 31,110 Graduate Program Segment unbilled revenue* 8,299 265 Alternative Credential Segment accounts receivable, net of allowance for doubtful accounts of $345 and $257 as of March 31, 2019 and December 31, 2018, respectively 1,643 982 Total trade accounts receivable $ 70,261 $ 32,357 Contract liabilities Graduate Program Segment deferred revenue $ 15,104 $ 2,864 Alternative Credential Segment deferred revenue 9,427 5,481 Total contract liabilities $ 24,531 $ 8,345 * Unbilled revenue represents contract assets. For the Graduate Program Segment, revenue recognized during the three months ended March 31, 2019 and 2018 that was included in the deferred revenue balance at the beginning of each year was $2.4 million and $2.5 million , respectively. For the Alternative Credential Segment, revenue recognized during the three months ended March 31, 2019 and 2018 that was included in the deferred revenue balance at the beginning of each year was $5.4 million and $4.5 million , respectively. Contract Acquisition Costs The Graduate Program Segment had $0.4 million and $0.3 million of net capitalized contract acquisition costs as of March 31, 2019 and December 31, 2018 , respectively. During the three months ended March 31, 2019 and 2018 , the Company capitalized $0.1 million and $0.1 million , respectively, of such costs and did not record a material amount of associated amortization expense in the Graduate Program Segment in either period. Geographical Information The Company’s non-U.S. revenue, which is based upon the currency of the country in which the university client primarily operates, was $7.7 million and $7.4 million , for the three months ended March 31, 2019 and 2018 , respectively, and was sourced entirely from the Alternative Credential Segment’s operations outside of the U.S. The Company’s long-lived tangible assets in non-U.S. countries as of March 31, 2019 and December 31, 2018 totaled approximately $1.5 million and $1.2 million , respectively.

Subsequent Event

Subsequent Event	3 Months Ended
	Mar. 31, 2019
Subsequent Events [Abstract]
Subsequent Event	Subsequent Event On April 7, 2019, the Company, along with Skywalker Purchaser, LLC, a wholly owned subsidiary of the Company (“Purchaser”) and Skywalker Sub, Inc., a wholly owned subsidiary of the Company (“Merger Sub”), entered into an Agreement and Plan of Merger and Reorganization (the “Merger Agreement”) with Trilogy Education Services, Inc. (“Trilogy”) and Fortis Advisors LLC, in its capacity as the Stockholder Representative thereunder, pursuant to which the Company agreed to acquire Trilogy. The acquisition of Trilogy will be accomplished by means of the merger (the “First Merger”) of Merger Sub with and into Trilogy, with Trilogy continuing as the surviving corporation and a direct, wholly owned subsidiary of the Company, followed by the merger (the “Second Merger” and, together with the First Merger, the “Mergers”) of Trilogy with and into Purchaser, with Purchaser continuing as the surviving company. As a result of the First Merger, former holders of capital stock of Trilogy and options to purchase capital stock of Trilogy (collectively, the “Equityholders”) will receive their applicable portion of (a) $400.0 million in cash and (b) a number of shares of common stock of the Company (the “Shares”) determined by dividing $350.0 million by the average of the daily volume-weighted average trading prices of the Company’s common stock during the 10 consecutive trading days immediately preceding April 7, 2019. The foregoing consideration is subject to customary adjustments based on, among other things, the amount of cash, debt, transaction expenses, deferred revenue and working capital of Trilogy and its subsidiaries at the closing date. In connection with the Merger Agreement, the Company entered into a debt commitment letter, dated April 7, 2019 (the “Debt Commitment Letter”), with Owl Rock Capital Corporation (“ORCC”) and Owl Rock Capital Advisors LLC (“ORCA” and, together with ORCC, the “Commitment Parties”), pursuant to which the Commitment Parties agreed to provide the financing necessary to fund, in part, the cash consideration to be paid pursuant to the terms of the Merger Agreement (the “Debt Financing”). The Debt Financing is expected to consist of a senior secured term loan facility in an aggregate principal amount of up to $250 million . The term loan facility is expected to mature five years after the closing date of the Mergers and bear interest, at the Company’s option, at variable rates based on (a) a customary base rate (with a floor of 2.00% ) plus an applicable margin of 4.75% or (b) an adjusted LIBOR rate (with a floor of 1.00% ) for the interest period relevant to such borrowing plus an applicable margin of 5.75% . The foregoing summary of the Merger Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Merger Agreement.

Significant Accounting Polici_2

Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2019
Accounting Policies [Abstract]
Basis of Presentation and Principles of Consolidation	Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements, which include the assets, liabilities, results of operations and cash flows of the Company have been prepared in accordance with: (i) generally accepted accounting principles in the United States (“U.S. GAAP”) for interim financial information; (ii) the instructions to Form 10-Q; and (iii) the guidance of Rule 10-01 of Regulation S-X under the Securities Exchange Act of 1934, as amended, for financial statements required to be filed with the Securities and Exchange Commission (“SEC”). As permitted under such rules, certain notes and other financial information normally required by U.S. GAAP have been condensed or omitted. The Company believes the condensed consolidated financial statements reflect all normal and recurring adjustments necessary for a fair statement of the Company’s financial position, results of operations, and cash flows as of and for the periods presented herein. The Company’s results of operations for the three months ended March 31, 2019 and 2018 may not be indicative of the Company’s future results. These condensed consolidated financial statements are unaudited and should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018 . All significant intercompany accounts and transactions have been eliminated in consolidation. The condensed consolidated balance sheet data as of December 31, 2018 was derived from the audited financial statements, but does not include all disclosures required by U.S. GAAP on an annual reporting basis.
Use of Estimates	Use of Estimates The preparation of the condensed consolidated financial statements in accordance with U.S. GAAP requires management to make certain estimates and assumptions that affect the amounts reported herein. The Company bases its estimates and assumptions on historical experience and on various other factors that it believes to be reasonable under the circumstances. Due to the inherent uncertainty involved in making estimates, actual results reported in future periods may be affected by changes in those estimates. The Company evaluates its estimates and assumptions on an ongoing basis.
Investments	Investments The Company’s investments within current assets on the condensed consolidated balance sheets relate to certificates of deposit with original maturities between three months and one year. As of December 31, 2018 , the Company had a $25.0 million certificate of deposit included in investments that qualified as a Level 1 fair value measurement asset and was stated at cost, which approximated fair value. Equity Interests As of March 31, 2019 , the Company had a $2.5 million investment in an education technology company recorded within university payments and other assets, non-current on the condensed consolidated balance sheet. This investment does not have a readily determinable fair value, and is accounted for as a cost method investment, which is subject to fair value remeasurement upon the occurrence of an observable event.
Marketing and Sales Costs	Marketing and Sales Costs The majority of the marketing and sales costs incurred by the Company are directly related to acquiring students for its university clients’ graduate programs, with lesser amounts related to acquiring students for its short courses and marketing and advertising efforts related to the Company’s own brand. For the three months ended March 31, 2019 and 2018 , costs related to the Company’s marketing and advertising efforts of its own brand were not material. All such costs are expensed as incurred and reported in marketing and sales expense on the Company’s condensed consolidated statements of operations and comprehensive loss. As of March 31, 2019 and December 31, 2018 , the Company had $24.6 million and $10.3 million , respectively, of accrued marketing costs included in accounts payable and accrued expenses on its condensed consolidated balance sheets.
Leases	Leases For the Company’s operating leases, an assessment is performed to determine if an arrangement is a lease at inception. Right-of-use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. As the information necessary to determine the rate implicit in the Company’s leases is not readily available, the Company determines its incremental borrowing rate based on the information available at the lease commencement date in determining the present value of lease payments. The operating lease ROU asset also includes any prepaid lease payments made, less lease incentives. The Company’s lease terms include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. The Company does not have any finance leases for any periods presented. The Company has elected, as an accounting policy for its leases of real estate, to account for lease and non-lease components in a contract as a single lease component. In addition, the recognition requirements are not applied to leases with a term of 12 months or less. Rather, the lease payments for short-term leases are recognized on the condensed consolidated statements of operations and comprehensive loss on a straight-line basis over the lease term. Variable payments that depend on an index or a rate are initially measured using the index or rate at the lease commencement date. Such variable payments are included in the total lease payments when measuring the lease liability and ROU asset. The Company will only remeasure variable payments that depend on an index or a rate when the Company is remeasuring the lease liability due to any of the following occurring: (i) the lease is modified and the modification is not accounted for as a separate contract, (ii) a contingency, upon which some or all of the variable lease payments that will be paid over the remainder of the lease term are based, is resolved, (iii) there is a change in lease term, (iv) there is a change in the probability of exercising a purchase option or (v) there is a change in the amount probable of being owed under residual value guarantees. Until the lease liability is remeasured due to one of the aforementioned events, additional payments for an increase in the index or rate will be recognized in the period in which they are incurred. Variable payments that do not depend on an index or a rate are excluded from the measurement of the lease liability and recognized in the condensed consolidated statements of operations and comprehensive loss in the period in which the obligation for those payments is incurred. The Company will remeasure its lease payments when the contingency underlying such variable payments is resolved such that some or all of the remaining payments become fixed.
Non-Cash Long-Lived Asset Additions	Long-Lived Asset Additions During the three months ended March 31, 2019 , the Company had capital asset additions of $20.0 million in property and equipment and capitalized technology and content development, $3.2 million of which consisted of non-cash capital expenditures. Due to extended payment terms associated with the timing of cash capital expenditures made more than 90 days after the date of purchase, $1.3 million of these additions was classified as cash flows from financing activities in the condensed consolidated statement of cash flows for the three months ended March 31, 2019 . During the three months ended March 31, 2018 , the Company had capital asset additions of $31.0 million in property and equipment and capitalized technology and content development, of which $7.4 million consisted of non-cash capital expenditures, primarily related to the acquisition of certain long-lived assets for which a liability was accrued.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In August 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract , which requires customers in cloud computing arrangements that are service contracts to follow the internal-use software guidance in ASC 350-40 to determine which implementation costs to capitalize as assets or expense as incurred. The amendments in this ASU are effective for fiscal years beginning after December 15, 2019, with early adoption permitted. The Company early adopted this ASU on July 1, 2018 under the prospective method. As a result of adopting this standard, as of March 31, 2019 and December 31, 2018 , the Company had balances of $1.0 million and $0.4 million , respectively, of capitalized implementation costs incurred to integrate the software associated with its cloud computing arrangements, within university payments and other assets, non-current on the condensed consolidated balance sheets. Such capitalized costs are subject to amortization over the remaining contractual term of the associated cloud computing arrangement, with a maximum useful life of between three to five years. The Company did not incur a material amount of such amortization for the three months ended March 31, 2019 . In July 2018, the FASB issued ASU No. 2018-09, Codification Improvements , which clarifies and corrects unintended applications of guidance, and makes improvements to several Accounting Standards Codification topics. The applicable amendments in this ASU are effective for the Company in annual periods beginning after December 15, 2018. The Company adopted this ASU on January 1, 2019. Adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements or related disclosures. In June 2018, the FASB issued ASU No. 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting , which simplifies the accounting for share-based payments to nonemployees. The amendments in this ASU are effective for fiscal years beginning after December 15, 2018, with early adoption permitted. The Company adopted this ASU on January 1, 2019. Adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements or related disclosures. In January 2017, the FASB issued ASU No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment , which eliminates step two from the goodwill impairment test and requires an entity to recognize an impairment charge for the amount by which the carrying amount of a reporting unit exceeds its fair value, up to the amount of goodwill allocated to that reporting unit. The amendments in this ASU are effective for fiscal years beginning after December 15, 2019, with early adoption permitted. The Company early adopted this ASU on January 1, 2019. Adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements or related disclosures. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) , which supersedes ASC 840, Leases (Topic 840) . The ASU introduces a model for lessees requiring most leases to be reported on the balance sheet. The Company adopted this ASU and the related amendments on January 1, 2019 under the modified retrospective transition method, which resulted in no cumulative-effect adjustment to retained earnings. The Company’s financial results for periods ending after January 1, 2019 are presented in accordance with the requirements of Topic 842, while prior period amounts are not adjusted and continue to be reported in accordance with Topic 840. Upon adoption, the Company elected to not recognize ROU assets or lease liabilities for leases with a term of 12 months or less, as permitted by the short-term lease practical expedient. In transition, the Company also applied the package of practical expedients that permit entities to not reassess (i) whether expired or existing contracts contain a lease under the new standard, (ii) the lease classification for expired or existing leases, or (iii) whether previously capitalized initial direct costs would qualify for capitalization under the new standard. The Company also applied the practical expedient that permits a lessee to account for lease and non-lease components in a contract as a single lease component. In addition, the Company did not use hindsight during transition. Upon adoption, the Company recorded ROU assets of approximately $34 million , which have been reduced for accrued rent, and the remaining balance of any lease incentives upon transition, and also recorded corresponding current and non-current lease liabilities for its operating leases of approximately $5 million and $58 million , respectively, on the condensed consolidated balance sheets. Adoption of this standard did not have a material impact on the Company’s condensed consolidated statements of operations and comprehensive loss, the condensed consolidated statements of changes in stockholders’ equity or the condensed consolidated statements of cash flows. Refer to Note 5 for more information about the Company’s lease-related obligations.

Goodwill and Amortizable Inta_2

Goodwill and Amortizable Intangible Assets (Tables)	3 Months Ended
	Mar. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of changes in goodwill	The table below summarizes the changes in the carrying amount of goodwill by reportable segment: Graduate Short Course Total (in thousands) Balance as of December 31, 2018 $ — $ 61,852 $ 61,852 Foreign currency translation adjustments — (354 ) (354 ) Balance as of March 31, 2019 $ — $ 61,498 $ 61,498
Schedule of amortizable intangible assets	Amortizable intangible assets, net consisted of the following as of: March 31, 2019 December 31, 2018 Estimated Average Useful Life (in years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount (in thousands) Capitalized technology 3-5 $ 75,253 $ (19,352 ) $ 55,901 $ 68,291 $ (16,945 ) $ 51,346 Capitalized content development 4-5 88,054 (34,970 ) 53,084 79,725 (31,662 ) 48,063 University client relationships 9 25,482 (4,955 ) 20,527 25,616 (4,269 ) 21,347 Trade names and domain names 8-10 18,903 (3,458 ) 15,445 18,793 (2,944 ) 15,849 Total amortizable intangible assets, net $ 207,692 $ (62,735 ) $ 144,957 $ 192,425 $ (55,820 ) $ 136,605
Schedule of estimated future amortization expense for amortizable intangible assets	As of March 31, 2019 , the estimated future amortization expense for amortizable intangible assets placed in service is as follows (in thousands): Remainder of 2019 $ 20,444 2020 24,127 2021 18,689 2022 14,648 2023 9,848 Thereafter 12,980 Total $ 100,736

Leases (Tables)

Leases (Tables)	3 Months Ended
	Mar. 31, 2019
Leases [Abstract]
Schedule of future minimum lease payments	As of December 31, 2018 , the future minimum lease payments were as follows (in thousands): 2019 $ 12,941 2020 14,020 2021 13,900 2022 13,633 2023 13,959 Thereafter 68,347 Total future minimum lease payments $ 136,800
Maturities of operating lease liabilities	As of March 31, 2019 , the maturities of operating lease liabilities were as follows (in thousands): Remainder of 2019 $ 9,475 2020 12,279 2021 11,195 2022 10,725 2023 10,964 Thereafter 51,935 Total lease payments 106,573 Less: imputed interest (44,343 ) Total lease liability $ 62,230
Schedule of lease cost	The components of lease expense consisted of the following for the period presented: Three Months Ended (in thousands) Operating lease expense $ 2,622 Short-term lease expense 236 Variable lease expense 914 Total lease expense $ 3,772

Stockholders' Equity (Tables)

Stockholders' Equity (Tables)	3 Months Ended
	Mar. 31, 2019
Stockholders' Equity Note [Abstract]
Schedule of shares of common stock reserved for future issuance	As of March 31, 2019 , the Company had reserved a total of 15,027,946 of its authorized shares of common stock for future issuance as follows: Outstanding stock options 3,847,116 Possible future issuance under 2014 Equity Incentive Plan 8,875,865 Outstanding restricted stock units 1,368,636 Available for future issuance under 2017 Employee Stock Purchase Plan 936,329 Total shares of common stock reserved for future issuance 15,027,946

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	3 Months Ended
	Mar. 31, 2019
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Schedule of stock-based compensation expense included in the consolidated statements of operations and comprehensive loss	Stock-based compensation expense related to stock-based awards, as well as the 2017 Employee Stock Purchase Plan, is included in the following line items on the condensed consolidated statements of operations and comprehensive loss: Three Months Ended 2019 2018 (in thousands) Curriculum and teaching $ 3 $ 2 Servicing and support 1,669 872 Technology and content development 1,856 711 Marketing and sales 1,256 489 General and administrative 4,800 5,048 Total stock-based compensation expense $ 9,584 $ 7,122
Schedule of stock option activity	The following is a summary of the stock option activity for the three months ended March 31, 2019 : Number of Options Weighted-Average Exercise Price per Share Outstanding balance as of December 31, 2018 4,057,788 $ 27.23 Granted 3,265 49.68 Exercised (211,506 ) 9.12 Forfeited (2,431 ) 84.03 Expired — — Outstanding balance as of March 31, 2019 3,847,116 28.21 Exercisable as of March 31, 2019* 2,799,566 15.17 * As of March 31, 2019 , the aggregate intrinsic value of options exercisable was $156.2 million and such shares had a weighted-average remaining contractual term of 4.99 years .
Schedule of restricted stock unit activity	The following is a summary of RSU and PRSU activity for the three months ended March 31, 2019 : Number of Units Weighted- Average Grant Date Fair Value per Share Outstanding balance as of December 31, 2018 1,139,045 $ 52.47 Granted 255,341 62.97 Vested (9,319 ) 37.69 Forfeited (16,431 ) 58.97 Outstanding balance as of March 31, 2019 1,368,636 54.45

Net Loss per Share (Tables)

Net Loss per Share (Tables)	3 Months Ended
	Mar. 31, 2019
Earnings Per Share [Abstract]
Schedule of potential dilutive securities that would have been anti-dilutive due to net loss	The following securities have been excluded from the calculation of weighted-average shares of common stock outstanding because the effect is anti-dilutive for the three months ended March 31, 2019 and 2018 : Three Months Ended 2019 2018 Stock options 3,847,116 4,334,612 Restricted stock units 1,368,636 1,281,880
Schedule of calculation of basic and diluted net loss per share	Basic and diluted net loss per share is calculated as follows: Three Months Ended 2019 2018 Numerator (in thousands): Net loss $ (21,554 ) $ (14,871 ) Denominator: Weighted-average shares of common stock outstanding, basic and diluted 58,138,692 52,687,299 Net loss per share, basic and diluted $ (0.37 ) $ (0.28 )

Segment and Geographic Inform_2

Segment and Geographic Information (Tables)	3 Months Ended
	Mar. 31, 2019
Segment Reporting [Abstract]
Schedule of revenue, segment profitability and segment profitability margin by segment	The following table summarizes financial information regarding each reportable segment’s results of operations for the periods presented: Three Months Ended 2019 2018 (in thousands) Revenue by segment* Graduate Program Segment $ 104,174 $ 80,559 Alternative Credential Segment 18,060 11,729 Total revenue $ 122,234 $ 92,288 Segment profitability** Graduate Program Segment $ 710 $ (274 ) Alternative Credential Segment (3,916 ) (1,248 ) Total segment profitability $ (3,206 ) $ (1,522 ) Segment profitability margin*** Graduate Program Segment 0.7 % (0.3 )% Alternative Credential Segment (21.7 )% (10.6 )% Total segment profitability margin (2.6 )% (1.6 )% * The Company has excluded immaterial amounts of intersegment revenues from the three month periods ended March 31, 2019 and 2018 . ** The Company defines segment profitability as net income or net loss, as applicable, before net interest income (expense), taxes, depreciation and amortization expense, foreign currency gains or losses, acquisition-related gains or losses, transaction costs (including advisory fees and integration and restructuring expenses) and stock-based compensation expense. Some or all of these items may not be applicable in any given reporting period. *** The Company defines segment profitability margin as segment profitability as a percentage of the respective segment’s revenue.
Schedule of reconciliation of net loss to total segment profitability	The following table reconciles net loss to total segment profitability: Three Months Ended 2019 2018 (in thousands) Net loss $ (21,554 ) $ (14,871 ) Adjustments: Interest income (2,349 ) (342 ) Interest expense 55 27 Foreign currency loss 370 395 Depreciation and amortization expense 9,698 7,375 Income tax benefit (941 ) (1,228 ) Transaction costs 1,931 — Stock-based compensation expense 9,584 7,122 Total adjustments 18,348 13,349 Total segment profitability $ (3,206 ) $ (1,522 )
Schedule of total assets by segment	The Company’s total assets by segment are as follows: March 31, December 31, (in thousands) Total assets Graduate Program Segment $ 754,419 $ 702,827 Alternative Credential Segment 109,991 104,527 Total assets $ 864,410 $ 807,354
Schedule of contract assets and liabilities	The Company’s trade accounts receivable and contract liabilities in each segment are as follows: March 31, December 31, (in thousands) Trade accounts receivable Graduate Program Segment accounts receivable, net of allowance for doubtful accounts of $0 for all periods presented $ 60,319 $ 31,110 Graduate Program Segment unbilled revenue* 8,299 265 Alternative Credential Segment accounts receivable, net of allowance for doubtful accounts of $345 and $257 as of March 31, 2019 and December 31, 2018, respectively 1,643 982 Total trade accounts receivable $ 70,261 $ 32,357 Contract liabilities Graduate Program Segment deferred revenue $ 15,104 $ 2,864 Alternative Credential Segment deferred revenue 9,427 5,481 Total contract liabilities $ 24,531 $ 8,345 * Unbilled revenue represents contract assets.

Organization (Details)

Organization (Details)	3 Months Ended
	Mar. 31, 2019segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of operating segments (in segments)	2
Number of reportable segments (in segments)	2

Significant Accounting Polici_3

Significant Accounting Policies (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Mar. 31, 2019	Mar. 31, 2018	Dec. 31, 2018	Jan. 01, 2019
Short-term Investments
Short-term investments			$ 25,000
Cost method investment	$ 2,500
Non-Cash Long-Lived Asset Additions
Capital asset additions during the period	20,000	$ 31,000
Non-cash capital expenditure	(3,200)	(7,400)
Payments for acquisition of amortizable intangible assets	(1,283)	$ 0
Capitalized Computer Software, Net [Abstract]
Capitalized implementation costs, software	1,000		400
Leases [Abstract]
Right-of-use assets	33,070		0
Lease liability, current	4,871		0
Lease liability, non-current	57,359		0
Accounts payable and accrued expenses
Marketing and Sales Costs
Accrued marketing costs	$ 24,600		$ 10,300
Alternative Credit Segment | Minimum
Performance Obligations
Period of contract with university clients	42 days
Alternative Credit Segment | Maximum
Performance Obligations
Period of contract with university clients	112 days
Accounting Standards Update 2016-02
Leases [Abstract]
Right-of-use assets				$ 34,000
Lease liability, current				5,000
Lease liability, non-current				$ 58,000

Goodwill and Amortizable Inta_3

Goodwill and Amortizable Intangible Assets - Amortizable Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018	Dec. 31, 2018
Goodwill [Roll Forward]
Beginning balance	$ 61,852
Foreign currency translation adjustments	(354)
Ending balance	61,498
Gross Carrying Amount	207,692		$ 192,425
Accumulated Amortization	(62,735)		(55,820)
Net Carrying Amount	144,957		136,605
Amortization expense	7,000	$ 5,100
Capitalized technology
Goodwill [Roll Forward]
Gross Carrying Amount	75,253		68,291
Accumulated Amortization	(19,352)		(16,945)
Net Carrying Amount	$ 55,901		51,346
Capitalized technology | Minimum
Goodwill [Roll Forward]
Estimated Average Useful Life (in years)	3 years
Capitalized technology | Maximum
Goodwill [Roll Forward]
Estimated Average Useful Life (in years)	5 years
Capitalized content development
Goodwill [Roll Forward]
Gross Carrying Amount	$ 88,054		79,725
Accumulated Amortization	(34,970)		(31,662)
Net Carrying Amount	$ 53,084		48,063
Capitalized content development | Minimum
Goodwill [Roll Forward]
Estimated Average Useful Life (in years)	4 years
Capitalized content development | Maximum
Goodwill [Roll Forward]
Estimated Average Useful Life (in years)	5 years
University client relationships
Goodwill [Roll Forward]
Estimated Average Useful Life (in years)	9 years
Gross Carrying Amount	$ 25,482		25,616
Accumulated Amortization	(4,955)		(4,269)
Net Carrying Amount	20,527		21,347
Trade names and domain names
Goodwill [Roll Forward]
Gross Carrying Amount	18,903		18,793
Accumulated Amortization	(3,458)		(2,944)
Net Carrying Amount	$ 15,445		15,849
Trade names and domain names | Minimum
Goodwill [Roll Forward]
Estimated Average Useful Life (in years)	8 years
Trade names and domain names | Maximum
Goodwill [Roll Forward]
Estimated Average Useful Life (in years)	10 years
In process capitalized technology and content development
Goodwill [Roll Forward]
Net Carrying Amount	$ 44,200		$ 40,300
Graduate Program Segment
Goodwill [Roll Forward]
Beginning balance	0
Foreign currency translation adjustments	0
Ending balance	0
Alternative Credit Segment
Goodwill [Roll Forward]
Beginning balance	61,852
Foreign currency translation adjustments	(354)
Ending balance	$ 61,498

Goodwill and Amortizable Inta_4

Goodwill and Amortizable Intangible Assets - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2019	Mar. 31, 2018	Dec. 31, 2018
Finite-Lived Intangible Assets [Line Items]
Payments made for acquisition of software			$ 9,500
Outstanding license and software services consideration	$ 700
Finite-Lived Intangible Assets, Net	144,957		136,605
Capitalized technology
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Assets, Net	55,901		$ 51,346
WeWork Companies, Inc.
Finite-Lived Intangible Assets [Line Items]
Agreement to offer scholarships	5,000
Software development license and services agreement | Flatiron School, Inc
Finite-Lived Intangible Assets [Line Items]
Outstanding license and software services consideration	1,300
License and service cost		$ 14,500
Software development license and services agreement | Flatiron School, Inc | Capitalized technology
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Assets, Net	$ 14,500

Goodwill and Amortizable Inta_5

Goodwill and Amortizable Intangible Assets - Estimated Future Amortization Expense (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018	Dec. 31, 2018
Finite-Lived Intangible Assets [Line Items]
Amortization expense	$ 7,000	$ 5,100
Future amortization expense
Net Carrying Amount	144,957		$ 136,605
Excluding in process capitalized technology and content development
Future amortization expense
Remainder of 2019	20,444
2020	24,127
2021	18,689
2022	14,648
2023	9,848
Thereafter	12,980
Net Carrying Amount	$ 100,736

Commitments and Contingencies (

Commitments and Contingencies (Details) $ in Millions	Mar. 31, 2019USD ($)
Commitments and Contingencies Disclosure [Abstract]
Additional investment in educational technology, contingent payment	$ 12.5

Leases - Additional Information

Leases - Additional Information (Details) $ in Millions	3 Months Ended
	Mar. 31, 2019USD ($)
Lessee, Lease, Description [Line Items]
Renewal term	5 years
Option to terminate, term	1 year
Weighted average remaining lease term	8 years 9 months 18 days
Weighted average discount rate	13.10%
Operating Lease, Payments	$ 2.9
Lease liability, leases not yet commenced	$ 32
Minimum
Lessee, Lease, Description [Line Items]
Contract term	1 year
Contract term, leases not yet commenced	4 years
Maximum
Lessee, Lease, Description [Line Items]
Contract term	11 years
Contract term, leases not yet commenced	10 years

Leases - Future Minimum Lease P

Leases - Future Minimum Lease Payments (Details) $ in Thousands	Dec. 31, 2018USD ($)
Leases [Abstract]
2019	$ 12,941
2020	14,020
2021	13,900
2022	13,633
2023	13,959
Thereafter	68,347
Total lease payments	$ 136,800

Leases - Lease Cost (Details)

Leases - Lease Cost (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2019USD ($)
Leases [Abstract]
Operating lease expense	$ 2,622
Short-term lease expense	236
Variable lease expense	914
Total lease expense	$ 3,772

Leases - Operaing Lease Liabili

Leases - Operaing Lease Liabilities Due (Details) $ in Thousands	Mar. 31, 2019USD ($)
Leases [Abstract]
Remainder of 2019	$ 9,475
2020	12,279
2021	11,195
2022	10,725
2023	10,964
Thereafter	51,935
Total lease payments	106,573
Less: imputed interest	(44,343)
Total lease liability	$ 62,230

Debt (Details)

Debt (Details)	Mar. 31, 2019USD ($)agreement	Dec. 31, 2018USD ($)
Lines of Credit
Aggregate borrowing base	$ 25,000,000
Amount outstanding under credit agreement	0	$ 0
Security deposit	$ 15,000,000
Government Grants
Number of conditional loan agreements (in agreements) | agreement	2
Amount of loan	$ 3,500,000	$ 3,500,000
Prince George's County, Maryland
Government Grants
Loan interest rate	3.00%
Department of Commerce
Government Grants
Loan interest rate	3.00%
Standby letters of credit
Lines of Credit
Aggregate borrowing base	$ 10,000,000

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Income Tax Disclosure [Abstract]
U.S. statutory federal income tax rate	(4.00%)	(8.00%)
Tax benefit, difference in operating losses and amortization of acquired intangibles	$ 0.9

Stockholders' Equity (Details)

Stockholders' Equity (Details) - USD ($) $ in Millions	May 22, 2018	Mar. 31, 2019	Jan. 01, 2019	Dec. 31, 2018	Jan. 01, 2018
Stockholders' Equity
Authorized shares of capital stock (in shares)		205,000,000
Authorized shares of common stock (in shares)		200,000,000		200,000,000
Authorized shares of preferred stock (in shares)		5,000,000		5,000,000
Shares of common stock reserved for future issuance
Outstanding stock options (in shares)		3,847,116
Possible future issuance under 2014 Equity Incentive Plan (in shares)		8,875,865
Outstanding restricted stock units (in shares)		1,368,636
Available for future issuance under employee stock purchase plan (in shares)		936,329
Total shares of common stock reserved for future issuance (in shares)		15,027,946
Equity Incentive Plan 2014 | Stock options
Shares of common stock reserved for future issuance
Possible future issuance under 2014 Equity Incentive Plan (in shares)			2,896,365		2,625,292
Common Stock
Stockholders' Equity
Shares issued (in shares)	3,833,334
Proceeds from issuance of common stock, net of offering costs	$ 330.9
Common Stock | Underwriters' over-allotment option
Stockholders' Equity
Shares issued (in shares)	500,000

Stock-Based Compensation - Expe

Stock-Based Compensation - Expense (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2019USD ($)plan	Mar. 31, 2018USD ($)
Stock-based compensation expense included in the unaudited condensed consolidated statements of operations
Number of share-based employee compensation plans | plan	2
Stock-based compensation expense	$ 9,584	$ 7,122
Curriculum and teaching
Stock-based compensation expense included in the unaudited condensed consolidated statements of operations
Stock-based compensation expense	3	2
Servicing and support
Stock-based compensation expense included in the unaudited condensed consolidated statements of operations
Stock-based compensation expense	1,669	872
Technology and content development
Stock-based compensation expense included in the unaudited condensed consolidated statements of operations
Stock-based compensation expense	1,856	711
Marketing and sales
Stock-based compensation expense included in the unaudited condensed consolidated statements of operations
Stock-based compensation expense	1,256	489
General and administrative
Stock-based compensation expense included in the unaudited condensed consolidated statements of operations
Stock-based compensation expense	$ 4,800	$ 5,048

Stock-Based Compensation - Opti

Stock-Based Compensation - Options (Details) - Stock options $ / shares in Units, $ in Millions	3 Months Ended
	Mar. 31, 2019USD ($)$ / sharesshares
Number of Options
Outstanding balance at the beginning of the period (in shares) | shares	4,057,788
Granted (in shares) | shares	3,265
Exercised (in shares) | shares	(211,506)
Forfeited (in shares) | shares	(2,431)
Expired (in shares) | shares	0
Outstanding balance at the end of the period (in shares) | shares	3,847,116
Exercisable at the end of the period (in shares) | shares	2,799,566
Weighted-Average Exercise Price per Share
Outstanding balance at the beginning of the period (in dollars per share) | $ / shares	$ 27.23
Granted (in dollars per share) | $ / shares	49.68
Exercised (in dollars per share) | $ / shares	9.12
Forfeited (in dollars per share) | $ / shares	84.03
Expired (in dollars per share) | $ / shares	0
Outstanding balance at the end of the period (in dollars per share) | $ / shares	28.21
Exercisable at the end of the period (in dollars per share) | $ / shares	$ 15.17
Intrinsic value of options exercisable at the end of the period | $	$ 156.2
Weighted-average remaining contractual term of options exercisable at the end of the period	4 years 11 months 27 days

Stock-Based Compensation - Rest

Stock-Based Compensation - Restricted Stock Units (Details) $ / shares in Units, $ in Millions	3 Months Ended
	Mar. 31, 2019USD ($)$ / sharesshares
PRSU
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Aggregate grant date fair value | $	$ 11.5
Summary of restricted stock unit activity
Granted (in shares)	186,433
PRSU | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	1 year
Quantity of units subject to vesting	0.00%
PRSU | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	2 years
Quantity of units subject to vesting	100.00%
RSU and PRSU
Summary of restricted stock unit activity
Outstanding balance at the beginning of the period (in shares)	1,139,045
Granted (in shares)	255,341
Vested (in shares)	(9,319)
Forfeited (in shares)	(16,431)
Outstanding balance at the end of the period (in shares)	1,368,636
Weighted-Average Grant-Date Fair value
Outstanding at the beginning of the period (in dollars per share) | $ / shares	$ 52.47
Granted (in dollars per share) | $ / shares	62.97
Vested (in dollars per share) | $ / shares	37.69
Forfeited (in dollars per share) | $ / shares	58.97
Outstanding at the end of the period (in dollars per share) | $ / shares	$ 54.45

Net Loss per Share (Details)

Net Loss per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Numerator:
Net loss	$ (21,554)	$ (14,871)
Denominator:
Weighted-average shares of common stock outstanding, basic and diluted (in shares)	58,138,692	52,687,299
Net loss per share, basic and diluted (in dollars per share)	$ (0.37)	$ (0.28)
Stock options (in shares)
Potential dilutive securities that would have been anti-dilutive
Potential dilutive securities that would have been anti-dilutive due to net loss (in shares)	3,847,116	4,334,612
Restricted stock units (in shares)
Potential dilutive securities that would have been anti-dilutive
Potential dilutive securities that would have been anti-dilutive due to net loss (in shares)	1,368,636	1,281,880

Segment and Geographic Inform_3

Segment and Geographic Information - Concentration Risk (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2019USD ($)segment	Mar. 31, 2018USD ($)	Dec. 31, 2018USD ($)
Segment Information
Number of operating segments (in segments) | segment	2
Number of reportable segments (in segments) | segment	2
Revenue	$ 122,234	$ 92,288
Accounts receivable, net	70,262		$ 32,636
Graduate Program Segment
Segment Information
Revenue	104,174	80,559
Accounts receivable, net	60,319		31,110
Alternative Credit Segment
Segment Information
Revenue	18,060	11,729
Accounts receivable, net	1,643		982
University client A | Customer concentration risk | Revenue | Graduate Program Segment
Segment Information
Revenue	$ 22,600	$ 20,700
Percentage of concentration of credit risk	18.00%	22.00%
University client A | Credit concentration risk | Accounts receivable, net | Graduate Program Segment
Segment Information
Percentage of concentration of credit risk	47.00%	36.00%
Accounts receivable, net	$ 33,100		11,900
University client B | Customer concentration risk | Revenue | Graduate Program Segment
Segment Information
Revenue	$ 12,900	$ 13,500
Percentage of concentration of credit risk	11.00%	15.00%
University client B | Credit concentration risk | Accounts receivable, net | Graduate Program Segment
Segment Information
Percentage of concentration of credit risk	13.00%	36.00%
Accounts receivable, net	$ 8,900		$ 11,800
Four University Clients [Member] | Customer concentration risk | Revenue segment | Alternative Credit Segment
Segment Information
Percentage of concentration of credit risk	88.00%
University client C | Customer concentration risk | Revenue | Graduate Program Segment
Segment Information
Revenue	$ 12,700	$ 9,600
Percentage of concentration of credit risk	10.00%	10.00%
Three University Clients [Member] | Customer concentration risk | Revenue segment | Alternative Credit Segment
Segment Information
Percentage of concentration of credit risk		83.00%

Segment and Geographic Inform_4

Segment and Geographic Information - Revenue and Total Assets by Segment (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018	Dec. 31, 2018
Segment Information
Total segment revenue	$ 122,234	$ 92,288
Total segment profitability	$ (3,206)	$ (1,522)
Total segment profitability margin	(2.60%)	(1.60%)
Net loss	$ (21,554)	$ (14,871)
Adjustments
Interest income	(2,349)	(342)
Interest expense	55	27
Foreign currency loss	370	395
Depreciation and amortization expense	9,698	7,375
Income tax benefit	(941)	(1,228)
Transaction Costs	1,931	0
Stock-based compensation expense	9,584	7,122
Total adjustments	18,348	13,349
Total assets	864,410		$ 807,354
Trade accounts receivable
Accounts receivable, net	70,262		32,636
Total trade accounts receivable	70,261		32,357
Contract liabilities	24,531		8,345
Graduate Program Segment
Segment Information
Total segment revenue	104,174	80,559
Total segment profitability	$ 710	$ (274)
Total segment profitability margin	0.70%	(0.30%)
Adjustments
Total assets	$ 754,419		702,827
Trade accounts receivable
Graduate Program Segment unbilled revenue	8,299		265
Accounts receivable, net	60,319		31,110
Allowance for doubtful accounts receivable	0		0
Contract liabilities	15,104		2,864
Deferred revenue	2,400	$ 2,500
Alternative Credit Segment
Segment Information
Total segment revenue	18,060	11,729
Total segment profitability	$ (3,916)	$ (1,248)
Total segment profitability margin	(21.70%)	(10.60%)
Adjustments
Total assets	$ 109,991		104,527
Trade accounts receivable
Accounts receivable, net	1,643		982
Allowance for doubtful accounts receivable	345		257
Contract liabilities	9,427		$ 5,481
Deferred revenue	5,400	$ 4,500
Non-US | Alternative Credit Segment
Segment Information
Total segment revenue	$ 7,700

Segment and Geographic Inform_5

Segment and Geographic Information - Contract Acquisition Costs (Details) - Graduate Program Segment - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Segment Information
Capitalized contract cost	$ 0.4	$ 0.3
Capitalized contract cost, additional costs capitalized	$ 0.1	$ 0.1

Segment and Geographic Inform_6

Segment and Geographic Information - Geographical Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018	Dec. 31, 2018
Geographical Information
Revenue	$ 122,234	$ 92,288
Alternative Credit Segment
Geographical Information
Revenue	18,060	11,729
Alternative Credit Segment | Non-US
Geographical Information
Revenue	7,700
Revenues		$ 7,400
Long-lived assets	$ 1,500		$ 1,200

Subsequent Event (Details)

Subsequent Event (Details) - Subsequent Event	Apr. 07, 2019USD ($)
Trilogy Education Services, Inc.
Subsequent Event [Line Items]
Cash consideration	$ 400,000,000
Equity consideration	$ 350,000,000
Consecutive trading days	10 days
Owl Rock Capital Corporation | Letter of Credit
Subsequent Event [Line Items]
Aggregate principal amount	$ 250,000,000
Debt instrument term	5 years
Base Rate | Owl Rock Capital Corporation | Letter of Credit
Subsequent Event [Line Items]
Interest rate floor	2.00%
Variable rate, applicable margin	4.75%
LIBOR | Owl Rock Capital Corporation | Letter of Credit
Subsequent Event [Line Items]
Interest rate floor	1.00%
Variable rate, applicable margin	5.75%