2U (TWOUQ) 10-Q 2 May 24 2024 Q1 Quarterly report Financial data

Cover

Cover - shares	3 Months Ended
	Mar. 31, 2024	Apr. 30, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2024
Document Transition Report	false
Entity File Number	001-36376
Entity Registrant Name	2U, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	26-2335939
Entity Address, Address Line One	7900 Harkins Road
Entity Address, City or Town	Lanham,
Entity Address, State or Province	MD
Entity Address, Postal Zip Code	20706
City Area Code	301
Local Phone Number	892-4350
Title of 12(b) Security	Common stock, $0.001 par value per share
Trading Symbol	TWOU
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		84,159,626
Entity Central Index Key	0001459417
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q1

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Current assets
Cash and cash equivalents	$ 124,728	$ 60,689
Restricted cash	12,710	12,710
Accounts receivable, net	67,235	115,944
Other receivables, net	24,196	28,293
Prepaid expenses and other assets	30,521	33,828
Total current assets	259,390	251,464
Other receivables, net, non-current	14,955	12,507
Property and equipment, net	37,978	40,233
Right-of-use assets	61,813	63,986
Goodwill	650,008	651,498
Intangible assets, net	357,078	371,198
Other assets, non-current	51,715	68,797
Total assets	1,432,937	1,459,683
Current liabilities
Accounts payable and accrued expenses	114,000	103,378
Deferred revenue	102,286	81,949
Lease liability	14,472	15,158
Accrued restructuring liability	7,409	14,506
Other current liabilities	46,598	44,348
Total current liabilities	284,765	259,339
Long-term debt	898,416	896,514
Deferred tax liabilities, net	317	323
Lease liability, non-current	79,724	83,297
Other liabilities, non-current	1,137	1,165
Total liabilities	1,264,359	1,240,638
Commitments and contingencies (Note 5)
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, 83,644,026 shares issued and outstanding as of March 31, 2024; 82,260,619 shares issued and outstanding as of December 31, 2023	84	83
Additional paid-in capital	1,747,529	1,741,657
Accumulated deficit	(1,552,228)	(1,497,579)
Accumulated other comprehensive loss	(26,807)	(25,116)
Total stockholders’ equity	168,578	219,045
Total liabilities and stockholders’ equity	$ 1,432,937	$ 1,459,683

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized (in shares)	5,000,000	5,000,000
Preferred stock, shares issued (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	200,000,000	200,000,000
Common stock, shares issued (in shares)	83,644,026	82,260,619
Common stock, shares outstanding (in shares)	83,644,026	82,260,619

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Income Statement [Abstract]
Revenue	$ 198,377	$ 238,504
Costs and expenses
Curriculum and teaching	31,052	32,840
Servicing and support	25,511	36,109
Technology and content development	34,995	45,484
Marketing and sales	89,712	100,175
General and administrative	39,702	39,250
Restructuring charges	4,727	4,875
Total costs and expenses	225,699	258,733
Loss from operations	(27,322)	(20,229)
Interest income	577	365
Interest expense	(19,267)	(17,957)
Debt modification expense and loss on debt extinguishment	0	(16,735)
Other (expense) income, net	(8,404)	607
Loss before income taxes	(54,416)	(53,949)
Income tax expense	(233)	(113)
Net loss	$ (54,649)	$ (54,062)
Net loss per share, basic (in dollars per share)	$ (0.65)	$ (0.68)
Net loss per share, diluted (in dollars per share)	$ (0.65)	$ (0.68)
Weighted-average shares of common stock outstanding, basic (in shares)	83,448,101	79,310,434
Weighted-average shares of common stock outstanding, diluted (in shares)	83,448,101	79,310,434
Other comprehensive income (loss)
Foreign currency translation adjustments, net of tax of $0 for all periods presented	$ (1,691)	$ (3,303)
Comprehensive loss	$ (56,340)	$ (57,365)

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Operations and Comprehensive Loss (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Other comprehensive income (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 Loss
Balance (in shares) at Dec. 31, 2022		78,334,666
Balance at Dec. 31, 2022	$ 501,516	$ 78	$ 1,700,855	$ (1,179,972)	$ (19,445)
Increase (Decrease) in Stockholders' Equity
Issuance of common stock in connection with employee stock purchase plan (in shares)		207,160
Issuance of common stock in connection with employee stock purchase plan	1,177	$ 1	1,176
Issuance of common stock in connection with settlement of restricted stock units, net of withholdings (in shares)		1,047,765
Issuance of common stock in connection with settlement of restricted stock units, net of withholdings	(361)	$ 1	(362)
Exercise of stock options (in shares)		17,166
Exercise of stock options	110		110
Stock-based compensation expense	14,563		14,563
Net loss	(54,062)			(54,062)
Foreign currency translation adjustment	(3,303)				(3,303)
Balance (in shares) at Mar. 31, 2023		79,606,757
Balance at Mar. 31, 2023	$ 459,640	$ 80	1,716,342	(1,234,034)	(22,748)
Balance (in shares) at Dec. 31, 2023	82,260,619	82,260,619
Balance at Dec. 31, 2023	$ 219,045	$ 83	1,741,657	(1,497,579)	(25,116)
Increase (Decrease) in Stockholders' Equity
Issuance of common stock in connection with employee stock purchase plan (in shares)		627,663
Issuance of common stock in connection with employee stock purchase plan	661		661
Issuance of common stock in connection with settlement of restricted stock units, net of withholdings (in shares)		755,744
Issuance of common stock in connection with settlement of restricted stock units, net of withholdings	$ (112)	$ 1	(113)
Exercise of stock options (in shares)	0
Stock-based compensation expense	$ 5,324		5,324
Net loss	(54,649)			(54,649)
Foreign currency translation adjustment	$ (1,691)				(1,691)
Balance (in shares) at Mar. 31, 2024	83,644,026	83,644,026
Balance at Mar. 31, 2024	$ 168,578	$ 84	$ 1,747,529	$ (1,552,228)	$ (26,807)

Condensed Consolidated Statem_4

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Cash flows from operating activities
Net loss	$ (54,649)	$ (54,062)
Adjustments to reconcile net loss to net cash provided by operating activities:
Non-cash interest expense	3,283	3,532
Depreciation and amortization expense	24,686	30,020
Stock-based compensation expense	5,324	14,563
Non-cash lease expense	4,162	4,457
Provision for credit losses	2,873	2,497
Loss on debt extinguishment	0	12,123
Loss on sale of receivables	8,120	0
Other	284	(598)
Changes in operating assets and liabilities:
Accounts receivable, net	39,186	(11,455)
Other receivables, net	(310)	947
Prepaid expenses and other assets	20,025	(1,213)
Accounts payable and accrued expenses	2,395	11,158
Deferred revenue	20,583	24,674
Other liabilities, net	(3,713)	(9,165)
Net cash provided by operating activities	72,249	27,478
Cash flows from investing activities
Additions of amortizable intangible assets	(7,134)	(10,586)
Purchases of property and equipment	(176)	(1,222)
Net cash used in investing activities	(7,310)	(11,808)
Cash flows from financing activities
Proceeds from debt	0	239,223
Payments on debt	(1,376)	(321,078)
Prepayment premium on extinguishment of senior secured term loan facility	0	(5,666)
Payment of debt issuance costs	0	(2,867)
Tax withholding payments associated with settlement of restricted stock units	(112)	(361)
Proceeds from exercise of stock options	0	110
Proceeds from employee stock purchase plan share purchases	661	1,176
Net cash used in financing activities	(827)	(89,463)
Effect of exchange rate changes on cash	(73)	501
Net increase (decrease) in cash, cash equivalents and restricted cash	64,039	(73,292)
Cash, cash equivalents and restricted cash, beginning of period	73,399	182,578
Cash, cash equivalents and restricted cash, end of period	$ 137,438	$ 109,286

Organization

Organization	3 Months Ended
	Mar. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization	Organization 2U, Inc. (together with its subsidiaries, the “Company”) is a leading online education platform company. The Company’s mission is to expand access to high-quality education and unlock human potential. As a trusted partner to top-ranked nonprofit universities and other leading organizations, the Company delivers technology and services that enable its clients to bring their educational offerings online at scale. The Company provides 86 million people worldwide with access to world-class education in partnership with 260 top-ranked global universities and other leading organizations. Through edX, its education consumer marketplace, the Company offers more than 4,600 high-quality online learning opportunities, including open courses, executive education offerings, boot camps, professional certificates as well as undergraduate and graduate degree programs. The Company’s offerings cover a wide range of topics including artificial intelligence, business, healthcare, education, and social work, and provide learners with an affordable pathway to achieve both short-term and long-term professional and educational goals. The Company’s platform provides its clients with the digital infrastructure to launch world-class online education offerings and allow students to easily access high-quality, job-relevant education without the barriers of cost or location. The Company has two reportable segments: the Degree Program Segment and the Alternative Credential Segment. The Company’s Degree Program Segment provides the technology and services to nonprofit colleges and universities to enable the online delivery of degree programs. Students enrolled in these programs are generally seeking an undergraduate or graduate degree of the same quality they would receive on campus.

Significant Accounting Policies

Significant Accounting Policies	3 Months Ended
	Mar. 31, 2024
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 (the “Exchange Act”), for financial statements required to be filed with the Securities and Exchange Commission (the “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, 2024 and 2023 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, 2023. All significant intercompany accounts and transactions have been eliminated in consolidation. The condensed consolidated balance sheet data as of December 31, 2023 was derived from the audited financial statements, but does not include all disclosures required by U.S. GAAP on an annual reporting basis. Going Concern At each annual and interim period, the Company evaluates whether there are conditions or events, considered in the aggregate, that raise substantial doubt about its ability to continue as a going concern within one year after the date that the consolidated financial statements are issued. The evaluation is based on relevant conditions or events that are known or reasonably knowable at the date that the consolidated financial statements are issued. Pursuant to the Second Amended Credit Agreement, as defined in Note 8, if more than $40 million of the Company’s 2025 Notes, as defined below, remain outstanding on January 30, 2025, the maturity date of the outstanding term loan balance of $372.4 million springs forward to January 30, 2025. The Second Amended Credit Agreement also contains a financial covenant that requires the Company to maintain $900 million minimum Recurring Revenues (as defined by the Second Amended Credit Agreement) as of the last day of any period of four consecutive fiscal quarters. As of March 31, 2024, the Company was in compliance with this covenant and Recurring Revenues exceeded the minimum Recurring Revenue amount by $5.8 million. Management cannot provide assurance that minimum Recurring Revenues will be achieved by the Company in future periods. Based on the Company’s current outlook, it believes Recurring Revenues for the four consecutive quarters ending June 30, 2024 will be less than $900 million. If the Company is unable to comply with this financial covenant and is otherwise unable to cure or obtain a waiver related to this covenant, the obligations under the Second Amended Credit Agreement could accelerate. Refer to Note 8 for further information about the Company’s debt. On March 14, 2024, the Company received a written notification from The Nasdaq Stock Market LLC (“Nasdaq”) that it had failed to comply with Nasdaq’s minimum bid price requirement. In accordance with Nasdaq rules, the Company has a period of 180 calendar days, or until September 10, 2024 (the “Compliance Period”) to regain compliance with the minimum bid price requirement. If the Company fails to regain compliance by September 10, 2024, it may be eligible for a second 180 calendar day compliance period. The Company can regain compliance at any time during the Compliance Period if the Common Stock has a closing bid price of at least $1.00 per share for a minimum of ten consecutive business days (unless the staff of Nasdaq exercises its discretion to extend this ten-day period pursuant to Nasdaq Listing Rule 5810(c)(3)(H)). If the Company fails to regain compliance in a timely manner, the delisting of the Company’s common stock would constitute a “fundamental change” under the terms of (i) the 2025 Notes and (ii) the 2030 Notes (together with the 2025 Notes, the “Convertible Notes”), whereupon holders of the Convertible Notes may require the Company to repurchase for cash all or part of their Convertible Notes at a purchase price equal to the principal amount of the Convertible Notes to be repurchased plus accrued and unpaid interest to, but excluding, the repurchase date. The Company is evaluating options for regaining compliance with the minimum bid price requirement, including by effecting a reverse stock split. The Company’s ability to continue as a going concern is dependent on refinancing its debt or raising capital to reduce its debt in the short term and regaining compliance with the Nasdaq’s minimum bid price requirements or obtaining a waiver related to the fundamental change provisions of the Convertible Notes. If it is unable to complete the foregoing, the Company likely would not have sufficient cash on hand or available liquidity to meet its debt obligations as they become due. The Company is currently evaluating options to refinance its debt in the short term; however, there can be no assurance that such financing would be available to the Company on favorable terms or at all. Given these factors, substantial doubt exists about the Company’s ability to continue as a going concern within one year from the date that the consolidated financial statements are issued. The accompanying condensed consolidated financial statements have been prepared on a going concern basis, which assumes the Company will be able to continue as a going concern and contemplates the realization of assets and satisfaction of liabilities in the normal course of business. These condensed consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty, nor do they include adjustments to reflect the possible future effects of the recoverability and classification of recorded asset amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern. Use of Estimates The preparation of 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. Significant items subject to such estimates include, but are not limited to, the measurement of provisions for credit losses, implied price concessions, acquired intangible assets, the recoverability of goodwill and indefinite-lived intangible assets, deferred tax assets, and the fair value of the convertible senior notes. 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. Fair Value Measurements The carrying amounts of certain assets and liabilities, including cash and cash equivalents, receivables, advances to university clients, accounts payable and accrued expenses and other current liabilities, approximate their respective fair values due to their short-term nature. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, based on the Company’s principal or, in the absence of a principal, most advantageous, market for the specific asset or liability. U.S. GAAP provides for a three-tier fair value hierarchy to classify and disclose all assets and liabilities measured at fair value on a recurring basis, as well as assets and liabilities measured at fair value on a non-recurring basis, in periods subsequent to their initial measurement. Generally, assets are recorded at fair value on a non-recurring basis as a result of impairment charges. The Company remeasures non-financial assets such as goodwill, intangible assets and other long-lived assets at fair value when there is an indicator of impairment, and records them at fair value only when recognizing an impairment loss. The fair value hierarchy requires the Company to use observable inputs when available, and to minimize the use of unobservable inputs when determining fair value. Refer to Note 3 for further discussion of assets measured at fair value on a nonrecurring basis. The three tiers are defined as follows: • Level 1 —Observable inputs that reflect quoted market prices (unadjusted) for identical assets or liabilities in active markets; • Level 2 —Observable inputs, other than quoted prices in active markets, that are observable either directly or indirectly in the marketplace for identical or similar assets and liabilities; and • Level 3 —Unobservable inputs that are supported by little or no market data, which require the Company to develop its own assumptions about the assumptions market participants would use in pricing the asset or liability based on the best information available in the circumstances. The Company has financial instruments, including cash deposits, receivables, accounts payable and debt. The carrying values for such financial instruments, other than the Company’s convertible senior notes, each approximated their fair values as of March 31, 2024 and December 31, 2023. Refer to Note 8 for more information regarding the Company’s convertible senior notes. Goodwill and Other Indefinite-lived Intangible Assets The Company reviews goodwill and other indefinite-lived intangible assets for impairment annually, as of October 1, and more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of goodwill or an indefinite-lived asset below its carrying value. Goodwill Goodwill is the excess of purchase price over the fair value of identified net assets of businesses acquired. The Company’s goodwill balance relates to its acquisitions of GetSmarter in July 2017, Trilogy in May 2019 and edX in November 2021. The Company tests goodwill at the reporting unit level, which is an operating segment or one level below an operating segment. The Company initially assesses qualitative factors to determine if it is necessary to perform a quantitative goodwill impairment review. The Company reviews goodwill for impairment using a quantitative approach if it decides to bypass the qualitative assessment or determines that it is more likely than not that the fair value of a reporting unit is less than its carrying value based on a qualitative assessment. Upon completion of a quantitative assessment, the Company may be required to recognize an impairment based on the difference between the carrying value and the fair value of the reporting unit. During the second quarter of 2023, the Company completed the update of its internal financial reporting structure to better align with the executive structure following the 2022 Strategic Realignment. As a result of this update, the Company’s three reporting units within the Alternative Credential Segment (Executive Education, Boot Camp, and Open Courses) were combined into a single reporting unit (Alternative Credential). The Degree Program Segment continues to have one reporting unit (Degree Program). The Company performed impairment assessments before and after the change in reporting units. Refer to the Interim Impairment Assessments section below for further information regarding the results of these assessments. The Company determines the fair value of a reporting unit by utilizing a weighted combination of the income-based and market-based approaches. The income-based approach requires the Company to make significant assumptions and estimates. These assumptions and estimates primarily include, but are not limited to, discount rates, terminal growth rates, and forecasts of revenue and margins. When determining these assumptions and preparing these estimates, the Company considers each reporting unit’s historical results and current operating trends, revenue, profitability, cash flow results and forecasts, and industry trends. These estimates can be affected by a number of factors including, but not limited to, general economic and regulatory conditions, market capitalization, the continued efforts of competitors to gain market share and prospective student enrollment patterns. In addition, the value of a reporting unit using the market-based approach is estimated by comparing the reporting unit to other publicly traded companies and/or to publicly-disclosed business mergers and acquisitions in similar lines of business. The value of a reporting unit is based on pricing multiples of certain financial parameters observed in the comparable companies. The Company also makes estimates and assumptions for market values to determine a reporting unit’s estimated fair value. Other Indefinite-lived Intangible Assets In November 2021, the Company acquired an indefinite-lived intangible asset, which represented the established edX trade name. The Company concluded that due to changes in facts and circumstances, effective July 1, 2023, the edX trade name should no longer have an indefinite useful life. The Company began amortizing the edX trade name on a straight-line basis over its estimated remaining useful life of 25 years. The Company determined the fair value of its indefinite-lived asset utilizing the income-based approach. The income-based approach requires the Company to make significant assumptions and estimates. These assumptions and estimates primarily include, but are not limited to, discount rates, terminal growth rates, forecasts of revenue and margins, and royalty rates. When determining these assumptions and preparing these estimates, the Company considers historical results and current operating trends, revenue, profitability, cash flow results and forecasts, and industry trends. These estimates can be affected by a number of factors including, but not limited to, general economic and regulatory conditions, the continued efforts of competitors to gain market share and prospective student enrollment patterns. Interim Impairment Assessments During the second quarter of 2023, the Company experienced a significant decline in its market capitalization, which management deemed to be a triggering event related to the Company’s goodwill and indefinite-lived intangible asset. In addition, as a result of the change in the Company’s reporting units in the second quarter of 2023, the Company performed interim impairment assessments before and after the change in reporting units. The Company performed these interim impairment assessments as of May 1, 2023. For the quantitative interim impairment assessment performed as of May 1, 2023, before the change in reporting units, management determined the carrying value of the Open Courses reporting unit and the carrying value of an indefinite-lived intangible asset, both within the Alternative Credential Segment, exceeded their respective estimated fair value. As a result, during the three months ended June 30, 2023, the Company recorded impairment charges of $16.7 million to goodwill, all of which related to the Open Courses reporting unit, and $117.4 million to the indefinite-lived intangible asset. These charges are included within operating expense on the Company’s condensed consolidated statements of operations. The estimated fair value of each of the remaining reporting units exceeded their respective carrying value by approximately 10% or more. For the interim impairment assessment performed as of May 1, 2023, after the change in reporting units, management determined it was not more likely than not that the fair values of the Degree Program reporting unit and the Alternative Credential reporting unit were less than their respective carrying amounts. As such, the Company concluded that the goodwill relating to those reporting units was not impaired and further quantitative impairment assessment was not necessary. During the third quarter of 2023, the Company experienced a significant decline in its market capitalization, which management deemed to be a triggering event related to the Company’s goodwill. The Company performed a quantitative interim impairment assessment as of September 30, 2023. The estimated fair value of each of the Company’s reporting units exceeded their respective carrying value by more than 10%. Based on the qualitative assessment performed as of October 1, 2023, the date of the annual goodwill impairment assessment, the Company had no reporting units whose estimated fair value exceeded their carrying value by less than 10%. During the fourth quarter of 2023, the Company experienced a significant decline in its market capitalization. In addition, the Company made updates to certain long-term financial projections. Management deemed these factors to be triggering events related to the Company’s goodwill. The Company performed a quantitative interim impairment assessment as of December 31, 2023 and determined the carrying value of its Alternative Credential reporting unit exceeded its estimated fair value. As a result, during the three months ended December 31, 2023, the Company recorded impairment charges of $62.8 million to goodwill. This charge is included within operating expense on the Company’s consolidated statements of operations. The estimated fair value of the Degree Program reporting unit exceeded its carrying value by more than 10%. It is possible that future changes in circumstances, such as a decline in our market capitalization, or in the variables associated with the judgments, assumptions and estimates used in assessing the fair value of our reporting units, could require us to record additional impairment charges in the future. For each of the interim impairment assessments, the Company utilized a weighted combination of an income-based approach and market-based approach to determine the fair value of each reporting unit and an income-based approach to determine the fair value of its indefinite-lived intangible asset. Key assumptions used in the income-based approach included discount rates based upon each respective reporting unit’s or indefinite-lived intangible asset’s weighted-average cost of capital adjusted for the risk associated with the operations at the time of the assessment, terminal growth rates, forecasts of revenue and margins, and royalty rates. The income-based approach largely relied on inputs that were not observable to active markets, which would be deemed “Level 3” fair value measurements, as defined in the Fair Value Measurements section above. Key assumptions used in the market-based approach included the selection of appropriate peer group companies. Changes in the estimates and assumptions used to estimate fair value could materially affect the determination of fair value and the impairment test result. Convertible Senior Notes In April 2020, the Company issued 2.25% convertible senior notes due May 1, 2025 (the “2025 Notes”) in an aggregate principal amount of $380 million, including the exercise by the initial purchasers of an option to purchase additional 2025 Notes, in a private offering. Refer to Note 8 for more information regarding the 2025 Notes. In January 2023, the Company issued 4.50% convertible senior notes due February 1, 2030 (the “2030 Notes”) in an aggregate principal amount of $147.0 million in a private offering. Refer to Note 8 for more information regarding the 2030 Notes. Pursuant to ASU No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity , the Company’s convertible senior notes are accounted for as a single instrument. Debt Issuance Costs Debt issuance costs are incurred as a result of entering into certain borrowing transactions and are presented as a reduction from the carrying amount of the debt liability on the Company’s consolidated balance sheets. Debt issuance costs are amortized over the term of the associated debt instrument. The amortization of debt issuance costs is included as a component of interest expense on the Company’s consolidated statements of operations and comprehensive loss. If the Company extinguishes debt prior to the end of the underlying instrument’s full term, some or all of the unamortized debt issuance costs may need to be written off, and a loss on extinguishment may need to be recognized. Refer to Note 8 for further information about the Company’s debt. Recent Accounting Pronouncements In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . This ASU is intended to provide optional expedients and exceptions for applying U.S. GAAP to contract modifications and hedging relationships, subject to meeting certain criteria, to ease the potential accounting and financial reporting burden associated with the expected market transition from the London Interbank Offered Rate (“LIBOR”) and other interbank offered rates to alternative reference rates. This ASU may be applied as of the beginning of any interim period that includes its effective date (i.e., March 12, 2020) through December 31, 2022. On December 21, 2022, the FASB issued ASU No. 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848 . This ASU defers the sunset date from December 31, 2022 to December 31, 2024 and is effective immediately. The Company will adopt the standard when LIBOR is discontinued and does not expect the adoption of this standard to have a material impact on its consolidated financial statements and related disclosures. In November 2023, the FASB issued ASU No 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures . This ASU requires annual and interim disclosures that are expected to improve reportable segment disclosures, primarily through enhanced disclosures about significant segment expenses. This ASU is effective for fiscal years beginning after December 15, 2023 and should be adopted on a retrospective basis. Early adoption is permitted. The Company is currently evaluating the impact of adoption of this standard on its consolidated financial statements and related disclosures. In December 2023, the FASB issued ASU No 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This ASU requires new disclosures about income taxes, primarily focused on the disclosure of income taxes paid and the rate reconciliation table. The ASU is effective for annual periods beginning after December 15, 2024 and should be applied on a prospective basis, with the option to apply the standard retrospectively. Early adoption is permitted. The Company is currently evaluating the impact of adoption of this standard on its consolidated financial statements and related disclosures.

Goodwill and Intangible Assets

Goodwill and Intangible Assets	3 Months Ended
	Mar. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill and Intangible Assets	Goodwill and Intangible Assets The following tables present the changes in the carrying amount of goodwill by reportable segment on the Company’s condensed consolidated balance sheets for the periods indicated. Balance as of December 31, 2023 Foreign Currency Translation Adjustments Balance as of March 31, 2024 (in thousands) Degree Program Segment Gross goodwill $ 192,459 $ — $ 192,459 Accumulated impairments — — — Net goodwill 192,459 — 192,459 Alternative Credential Segment Gross goodwill $ 687,880 $ (1,490) $ 686,390 Accumulated impairments (228,841) — (228,841) Net goodwill 459,039 (1,490) 457,549 Total Gross goodwill $ 880,339 $ (1,490) $ 878,849 Accumulated impairments (228,841) — (228,841) Net goodwill $ 651,498 $ (1,490) $ 650,008 The following table presents the components of intangible assets, net on the Company’s condensed consolidated balance sheets as of each of the dates indicated. March 31, 2024 December 31, 2023 Estimated Gross Accumulated Net Gross Accumulated Net (in thousands) Capitalized technology 3-5 $ 251,689 $ (168,016) $ 83,673 $ 245,867 $ (159,155) $ 86,712 Capitalized content development 4-5 234,688 (181,540) 53,148 233,592 (176,374) 57,218 University client relationships 9-10 208,198 (80,675) 127,523 208,823 (75,849) 132,974 Enterprise client relationships 10 14,300 (3,396) 10,904 14,300 (3,039) 11,261 Trade names and domain names* 5-25 277,706 (195,876) 81,830 284,810 (201,777) 83,033 Total intangible assets $ 986,581 $ (629,503) $ 357,078 $ 987,392 $ (616,194) $ 371,198 * The Company concluded that due to changes in facts and circumstances, the edX trade name, which was classified as indefinite-lived as of June 30, 2023, is now finite-lived. In the third quarter of 2023, the Company began amortizing the trade name on a straight-line basis over its estimated useful life. The gross carrying amount of the edX trade name was $255.0 million as of both March 31, 2024 and December 31, 2023. Accumulated amortization and impairments include $176.7 million of impairment charges related to the edX trade name as both March 31, 2024 and December 31, 2023. Refer to Note 2 for further information about these impairment charges. The amounts presented in the table above include $40.5 million and $43.4 million of in-process capitalized technology and content development as of March 31, 2024 and December 31, 2023, respectively. The Company recorded amortization expense related to amortizable intangible assets of $22.1 million and $27.2 million for the three months ended March 31, 2024 and 2023, respectively. The following table presents the estimated future amortization expense of the Company’s amortizable intangible assets placed in service as of March 31, 2024. Future Amortization Expense (in thousands) Remainder of 2024 $ 57,329 2025 60,127 2026 43,758 2027 30,737 2028 26,012 Thereafter 98,585 Total $ 316,548

Other Balance Sheet Details

Other Balance Sheet Details	3 Months Ended
	Mar. 31, 2024
Payables and Accruals [Abstract]
Other Balance Sheet Details	Other Balance Sheet Details Prepaid Expenses and Other Assets As of March 31, 2024 and December 31, 2023, the Company had balances of $20.5 million and $19.8 million, respectively, of prepaid assets within prepaid expenses and other assets on the condensed consolidated balance sheets. Other Assets, Non-current As of March 31, 2024 and December 31, 2023, the Company had balances of $13.8 million and $13.6 million, respectively, of deferred expenses incurred to integrate the software associated with its cloud computing arrangements, within other assets, non-current on the condensed consolidated balance sheets. Such expenses are subject to amortization over the remaining contractual term of the associated cloud computing arrangement, with a useful life of between three Accounts Payable and Accrued Expenses The following table presents the components of accounts payable and accrued expenses on the Company’s condensed consolidated balance sheets as of each of the dates indicated. March 31, 2024 December 31, 2023 (in thousands) Accrued university and instructional staff compensation $ 28,666 $ 28,339 Accrued marketing expenses 26,271 19,652 Accrued compensation and related benefits 13,613 9,870 Accounts payable and other accrued expenses 45,450 45,517 Total accounts payable and accrued expenses $ 114,000 $ 103,378 Other Current Liabilities As of March 31, 2024 and December 31, 2023, the Company had balances of $13.4 million and $10.5 million, respectively, within other current liabilities on the condensed consolidated balance sheets, which represent proceeds received from students enrolled in certain of the Company’s alternative credential offerings that are payable to an associated university client. As of March 31, 2024 and December 31, 2023, the Company had accrued interest balances of $13.7 million and $13.6 million, respectively, within other current liabilities on the condensed consolidated balance sheets.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Legal Contingencies The Company is involved in various claims and legal proceedings arising in the ordinary course of business. The Company accrues a liability when a loss is considered probable and the amount can be reasonably estimated. While the Company does not expect that the ultimate resolution of any existing claims and proceedings (other than the specific matters described below, if decided adversely), individually or in the aggregate, will have a material adverse effect on its financial position, an unfavorable outcome in some or all of these proceedings could have a material adverse impact on the results of operations or cash flows for a particular period. This assessment is based on the Company’s current understanding of relevant facts and circumstances. With respect to current legal proceedings, the Company does not believe it is probable a material loss exceeding amounts already recognized has been incurred as of the date of the balance sheets presented herein. As such, the Company’s view of these matters is subject to inherent uncertainties and may change in the future. Favell, et al. v. University of Southern California and 2U, Inc. Consumer Class Action On December 20, 2022, Plaintiffs Iola Favell, Sue Zarnowski, and Mariah Cummings filed a putative class action in the Superior Court of the State of California, County of Los Angeles, against the University of Southern California (“USC”) and the Company on behalf of “[a]ll students who were enrolled in an online graduate degree program at USC Rossier, from April 1, 2009 through April 27, 2022.” (“Favell I”) Compl. ¶ 135. Plaintiffs purported to allege violations of California’s False Advertising Law (“FAL”), Cal. Civ. Code § 17500, California’s Unfair Competition Law (“UCL”), Cal. Civ. Code § 17200, California’s Consumers Legal Remedies Act (“CLRA”), Cal. Civ. Code § 1770, as well as for unjust enrichment related to the use of USC Rossier’s rankings in certain marketing materials. On February 3, 2023, the Company removed the case to the United States District Court for the Central District of California. Then, on March 8, 2023, the Company filed a motion to dismiss the lawsuit, arguing, among other things, that all of Plaintiffs’ allegations lacked merit and that certain claims for relief could not be brought in federal court in light of other allegations Plaintiffs had made. On March 28, 2023, before the court could rule on that motion, Plaintiffs filed an amended complaint (the “First Amended Complaint”), dropping the challenged claims for relief and instead asserting only a single cause of action under the CLRA. The First Amended Complaint is based on the same factual allegations as the original complaint but seeks declaratory relief, actual damages, incidental damages, consequential damages, compensatory damages, punitive damages, and attorneys’ fees and costs in connection with their CLRA claim. On March 28, 2023, Plaintiffs also filed a separate class action lawsuit in the Superior Court of the State of California, County of Los Angeles, reasserting the FAL, UCL, and CLRA claims they dropped from the federal lawsuit (“Favell II”). The state court lawsuit is based on the same factual allegations as the federal lawsuit. Plaintiffs seek declaratory and injunctive relief, restitution, and attorneys’ fees and costs in connection with the claims in state court. On April 17, 2023, the Company moved to dismiss the First Amended Complaint in Favell I in its entirety, arguing that all of Plaintiffs’ claims lack merit. On May 4, 2023, the Company removed the Favell II lawsuit from state court to the United States District Court for the Central District of California, and Plaintiffs later filed a motion to remand it back to state court. On July 6, 2023, the Court held a hearing on the Company’s motion to dismiss the First Amended Complaint in Favell I and the Plaintiffs’ motion to remand in Favell II, and issued a ruling granting the Company’s motion to dismiss with leave to amend and denying Plaintiffs’ motion to remand. On July 28, 2023, Plaintiffs filed amended complaints in both Favell I and Favell II, adding an additional plaintiff and more detailed allegations but otherwise reasserting the same claims in each case. 2U moved to dismiss the amended complaints on August 31, 2023, and a hearing was held on November 16, 2023. On January 23, 2024, the Court issued an order dismissing Plaintiffs’ amended complaints in both Favell I and II, but granting Plaintiffs leave to amend within twenty-one days of the order. Plaintiffs did not file an amended complaint within twenty-one days of the order. Therefore, there are no active claims against 2U in the matter any longer. The Company has always maintained that both lawsuits’ claims against 2U were meritless. 2U, Inc., et al. v. Cardona, et al. On April 4, 2023, the Company filed a lawsuit on behalf of itself and its South African subsidiary, Get Educated International Proprietary Ltd., against the Department of Education (the “Department”) and Secretary of Education Miguel Cardona. The suit challenges a Dear Colleague Letter issued by the Department that would treat the Company and other Online Program Managers (OPMs) as highly regulated “Third-Party Servicers” for purposes of the Higher Education Act (“HEA”). The Company contends that the Department has exceeded its authority by seeking to expand the definition of “Third-Party Servicer” contained in the HEA, 20 U.S.C. § 1088(c), as well as in the Department’s regulations and longstanding guidance documents. The Company also argues that the Department violated both the HEA and the Administrative Procedure Act in issuing its new understanding of Third-Party Servicer without following required rulemaking procedures. The case is now pending in the District of D.C., under case number 1:23-cv-00925. On April 7, 2023, the Company filed a motion for a stay and preliminary injunction to block the new Dear Colleague Letter to take effect as planned on September 1, 2023. On April 11, 2023, the Department announced that it would suspend the September 1, 2023 effective date and consider changes to the Dear Colleague Letter. The Department indicated that when it finalizes an updated version of the Dear Colleague Letter, the updated version will not go into effect for at least six months, to give regulated entities sufficient time to comply. Given these developments, the Company withdrew its motion for a stay and preliminary injunction and the court stayed the litigation pending the release of the finalized Dear Colleague Letter. On March 18, 2024, the parties filed a joint status report to the court, in which the government indicated that it was still in the process of developing an updated guidance, and that it did not anticipate issuing an updated guidance in the next 90 days. The Company believes that it has a meritorious claim and intends to vigorously pursue its challenge against the Department if the Department continues seeking to treat the Company as a Third-Party Servicer. Due to the complex nature of the legal issues involved, the outcome of this matter is not presently determinable. Francis v. 2U, Inc. et al; Privacy Class Action On October 10, 2023, plaintiff Chad Francis filed a putative class action against the Company and edX LLC in the United States District Court for the District of Massachuset ts, alleging violations of the federal Video Privacy Protection Act. The plaintiff, who seeks to represent a class of individuals who viewed a video on edX while they had a Facebook account, alleges that 2U and edX disclosed his personal viewing information to Facebook without his consent. Plaintiff seeks damages of $2,500 for each violation, punitive damages, injunctive relief and attorney fees. On December 15, 2023, the Company and edX filed a motion to dismiss the complaint for failure to state a claim. The plaintiff filed a response on February 12, 2024, and the Company and edX filed a reply on March 13, 2024. The motion to dismiss is currently pending before the Court. The Company intends to vigorously defend against these claims. However, due to the complex nature of the legal and factual issues involved, the outcome of the matter is not presently determinable. Marketing and Sales Commitments Certain agreements entered into between the Company and its university clients in the Degree Program Segment require the Company to commit to meet certain staffing and spending investment thresholds related to marketing and sales activities. In addition, certain agreements in the Degree 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. Other Vendor Commitments In September 2023, as part of an effort to consolidate vendors to reduce the cost of launching programs, the Company entered into an agreement with an existing vendor to purchase content development and other services at more favorable pricing, with a total minimum commitment of $30.0 million through December 31, 2026. Future Minimum Payments to University Clients Pursuant to certain of the Company’s contracts in the Degree 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. The following table presents the estimated future minimum payments due to university clients as of March 31, 2024. Future Minimum Payments (in thousands) Remainder of 2024 $ 3,523 2025 3,500 2026 3,500 2027 3,500 2028 3,500 Thereafter — Total future minimum payments to university clients $ 17,523 Contingent Payments The Company has entered into agreements with certain of its university clients in the Degree Program Segment that require the Company 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 to which they relate, and records a liability in other current liabilities on the condensed consolidated balance sheets.

Restructuring Charges

Restructuring Charges	3 Months Ended
	Mar. 31, 2024
Restructuring and Related Activities [Abstract]
Restructuring Charges	Restructuring Charges During the second quarter of 2022, the Company accelerated its planned transition to a platform company (the “2022 Strategic Realignment Plan”). The plan was designed to reorient the Company around a single platform allowing it to pursue a portfolio-based marketing strategy that drives traffic to the edX marketplace. As part of the plan, the Company simplified its executive structure, reduced employee headcount, rationalized its real estate footprint and implemented steps to optimize marketing spend. During the third quarter of 2022, the Company completed the planned headcount reductions and consolidated its in-person operations to its offices in Lanham, Maryland and Cape Town, South Africa. In furtherance of the 2022 Strategic Realignment Plan, the Company reduced employee headcount during the third quarter of 2023. The Company anticipates that it will incur aggregate restructuring charges associated with the 2022 Strategic Realignment Plan of approximately $70 million to $75 million. The Company recorded $2.9 million and $4.5 million in restructuring charges related to the 2022 Strategic Realignment Plan for the three months ended March 31, 2024 and 2023, respectively. As of March 31, 2024, the Company incurred cumulative restructuring charges of $58.5 million related to the 2022 Strategic Realignment Plan. The majority of the estimated remaining restructuring charges relate to leased facilities and will be recognized as expense over the remaining lease terms, ranging from 1 to 7 years. In late 2023, the Company announced leadership changes and commenced a comprehensive performance improvement exercise aimed at, among other things, further improving its profitability and optimizing its operating model and balance sheet. Part of this exercise includes headcount reductions associated with implementing changes to the Company’s organizational structure, as management works to align staffing levels with business priorities across functional areas. The following table presents restructuring charges by reportable segment on the Company’s condensed consolidated statements of operations for the periods indicated. Three Months Ended Three Months Ended Degree Program Segment Alternative Credential Segment Degree Program Segment Alternative Credential Segment Leadership and organizational structure changes Severance and severance-related costs $ 1,140 $ 308 $ — $ — 2022 Strategic Realignment Plan Severance and severance-related costs — — 1,231 — Lease and lease-related charges 2,011 742 2,143 759 Professional and other fees relating to restructuring activities — 119 340 — Other* — — 13 — 2,011 861 3,727 759 Other restructuring charges** 407 — 380 9 Total restructuring charges $ 3,558 $ 1,169 $ 4,107 $ 768 * Includes the acceleration of certain technology and content development costs. ** Includes severance and severance-related costs and lease-related charges. Summary of Accrued Restructuring Liability The following table presents the additions and adjustments to the accrued restructuring liability on the Company’s condensed consolidated balance sheets for the periods indicated. Balance as of December 31, 2023 Additional Costs Cash Payments Balance as of March 31, 2024 (in thousands) Leadership and organizational structure changes Severance and severance-related costs $ 9,779 $ 1,319 $ (5,219) $ 5,879 2022 Strategic Realignment Plan Severance and severance-related costs 4,093 — (2,786) 1,307 Professional and other fees relating to restructuring activities 363 232 (550) 45 Lease and lease-related charges 28 3,131 (3,132) 27 Other severance and severance-related costs 243 — (92) 151 Total restructuring $ 14,506 $ 4,682 $ (11,779) $ 7,409

Leases

Leases	3 Months Ended
	Mar. 31, 2024
Leases [Abstract]
Leases	Leases The Company leases facilities under non-cancellable operating leases primarily in the United States, South Africa, and the United Kingdom. The Company’s operating leases have remaining lease terms of between less than one The following table presents the components of lease expense on the Company’s condensed consolidated statements of operations and comprehensive loss for each of the periods indicated. Three Months Ended 2024 2023 (in thousands) Operating lease expense $ 4,168 $ 4,457 Short-term lease expense 43 34 Variable lease expense 1,930 1,907 Sublease income (636) (427) Total lease expense $ 5,505 $ 5,971 As of March 31, 2024, for the Company’s operating leases, the weighted-average remaining lease term was 6.0 years and the weighted-average discount rate was 10.7%. For the three months ended March 31, 2024 and 2023, cash paid for amounts included in the measurement of operating lease liabilities was $6.1 million and $6.0 million, respectively. There were no lease liabilities arising from obtaining right-of-use assets for each of the three months ended March 31, 2024 and 2023. The following table presents the maturities of the Company’s operating lease liabilities as of the date indicated, and excludes the impact of future sublease income totaling $4.1 million in aggregate. March 31, 2024 (in thousands) Remainder of 2024 $ 18,106 2025 20,440 2026 20,991 2027 21,564 2028 17,083 Thereafter 32,281 Total lease payments 130,465 Less: imputed interest (36,269) Total lease liability $ 94,196

Debt

Debt	3 Months Ended
	Mar. 31, 2024
Debt Disclosure [Abstract]
Debt	Debt The following table presents the components of outstanding long-term debt on the Company’s condensed consolidated balance sheets as of each of the dates indicated. March 31, 2024 December 31, 2023 (in thousands) Term loan facilities $ 375,250 $ 376,200 Revolving facility 40,000 40,000 Convertible senior notes 527,000 527,000 Deferred government grant obligations 3,500 3,500 Other borrowings 1,273 1,699 Less: unamortized debt discount and issuance costs (40,648) (43,670) Total debt 906,375 904,729 Less: current portion of long-term debt (7,959) (8,215) Total long-term debt $ 898,416 $ 896,514 The Company believes the carrying value of its long-term debt approximates the fair value of the debt as the terms and interest rates approximate the market rates, other than the 2025 Notes, which had an estimated fair value of $177.1 million and $191.7 million as of March 31, 2024 and December 31, 2023, respectively, and the 2030 Notes, which had an estimated fair value of $51.2 million and $55.0 million as of March 31, 2024 and December 31, 2023, respectively. The 2030 Notes, described below, were issued in January 2023. Each of the Company’s long-term debt instruments were classified as Level 2 within the fair value hierarchy. Term Loan Credit and Guaranty Agreement On January 9, 2023, the Company entered into an Extension Amendment, Second Amendment and First Incremental Agreement to Credit and Guaranty Agreement, dated as of January 9, 2023 (the “Second Amended Credit Agreement”), which amended the Company’s existing term loan facilities, previously referred to as the Amended Term Loan Facilities. The provisions of the Second Amended Credit Agreement became effective upon the satisfaction of certain conditions set for therein, including, without limitation, the funding of the 2030 Notes referenced below and the prepayment of certain existing term loans to reduce the outstanding principal amount of term loans outstanding under the Amended Term Loan Facilities from $567 million to $380 million. Pursuant to the Second Amended Credit Agreement, the lenders thereunder agreed to, among other amendments, extend the maturity date of the term loans thereunder from December 28, 2024 to December 28, 2026 (or, if more than $40 million of the Company’s 2025 Notes remain outstanding on January 30, 2025, January 30, 2025) and to provide a senior secured first lien revolving loan facility to the Company in the principal amount of $40 million (the “Revolving Loan Facility”). The termination date for such revolving loans will be June 28, 2026 (or, if more than $50 million of the Company’s 2025 Notes remain outstanding on January 1, 2025, January 1, 2025). If the Company does not refinance or raise capital to reduce its debt in the short term, and in the event that the maturity date of the outstanding term loan balance of $372.4 million springs forward to January 30, 2025, the Company’s liquidity may not be sufficient to pay off the balance on the accelerated maturity date if the Company does not otherwise sufficiently increase revenues, realize additional operating efficiencies and reduce its expenses. As of March 31, 2024, outstanding borrowings under the Revolving Loan Facility were $40 million. In addition, our Second Amended Credit Agreement includes a financial covenant that requires the Company to maintain $900 million minimum Recurring Revenues (as defined by the Second Amended Credit Agreement) as of the last day of any period of four consecutive fiscal quarters, commencing with the fiscal quarter ending September 30, 2021 through the maturity date. Failure to maintain this minimum Recurring Revenue may result in a default under the aforementioned financing facilities and therefore result in the acceleration of due dates. Loans under the Second Amended Credit Agreement bear interest at a per annum rate equal to (i) with respect to term loans, a base rate or the Term SOFR (as defined in the Second Amended Credit Agreement) rate, as applicable, plus a margin of 5.50% in the case of the base rate loans and 6.50% in the case of Term SOFR loans and (ii) with respect to revolving loans, a base rate or the Term SOFR rate, as applicable, plus a margin of 4.50% in the case of the base rate loans and 5.50% in the case of Term SOFR loans. If the term loans under the Second Amended Credit Agreement are prepaid or amended prior to the six month anniversary of the Second Amended Credit Agreement in connection with a Repricing Event (as defined in the Second Amended Credit Agreement), the Company shall pay a prepayment premium of 1.0% of the amount of the loans so prepaid. Prior to the amendment, loans under the Amended Term Loan Facilities bore interest at a per annum rate equal to a base rate or adjusted Eurodollar rate, as applicable, plus the applicable margin of 4.75% in the case of the base rate loans and 5.75% in the case of the Eurodollar loans. The Company is required to make quarterly principal repayments equal to 0.25% of the aggregate principal amount. The obligations under the Second Amended Credit Agreement are guaranteed by certain of the Company’s subsidiaries (the Company and the guarantors, collectively, the “Credit Parties”). The obligations under the Second Amended Credit Agreement are secured, subject to customary permitted liens and other agreed-upon exceptions, by a perfected security interest in all tangible and intangible assets of the Credit Parties, except for certain customary excluded assets. The Second Amended Credit Agreement contains customary affirmative covenants, including, among others, the provision of annual and quarterly financial statements and compliance certificates, maintenance of property, insurance, compliance with laws and environmental matters. The Second Amended Credit Agreement contains customary negative covenants, including, among others, restrictions on the incurrence of indebtedness, granting of liens, making investments and acquisitions, paying dividends, repurchases of equity interests in the Company and entering into affiliate transactions and asset sales. The Second Amended Credit Agreement contains (i) a financial covenant for the benefit of the lenders that requires the Company to maintain minimum Recurring Revenues (as defined in the Second Amended Credit Agreement) as of the last day of any period of four consecutive fiscal quarters of the Company commencing with fiscal quarter ending September 30, 2021 through the maturity date and (ii) three financial covenants solely for the benefit of the revolving lenders, in respect of a maximum consolidated senior secured net leverage ratio, a maximum consolidated total net leverage ratio, and a minimum consolidated fixed charge coverage ratio. The Second Amended Credit Agreement also provides for customary events of default, including, among others: non-payment of obligations; bankruptcy or insolvency event; failure to comply with covenants; breach of representations or warranties; defaults on other material indebtedness; impairment of any lien on any material portion of the Collateral (as defined in the Second Amended Credit Agreement); failure of any material provision of the Second Amended Credit Agreement or any guaranty to remain in full force and effect; a change of control of the Company; and material judgment defaults. The occurrence of an event of default could result in the acceleration of obligations under the Second Amended Credit Agreement. As of March 31, 2024, the Company was in compliance with the covenants under the Second Amended Credit Agreement. If an event of default under the Second Amended Credit Agreement occurs and is continuing, then, at the request (or with the consent) of the lenders holding the applicable requisite amount of commitments and loans under the Second Amended Credit Agreement, upon notice by the administrative agent to the borrowers, the obligations under the Second Amended Credit Agreement shall become immediately due and payable. In addition, if the Credit Parties become the subject of voluntary or involuntary proceedings under any bankruptcy, insolvency or similar law, then any outstanding obligations under the Second Amended Credit Agreement will automatically become immediately due and payable. As of March 31, 2024 and December 31, 2023, the balance of unamortized debt discount and issuance costs related to the term loan under the Second Amended Credit Agreement was $20.0 million and $21.7 million, respectively. For the three months ended March 31, 2024 and 2023, the associated effective interest rate for the term loan under the Second Amended Credit Agreement was approximately 14.7% and 13.8%, respectively. For the three months ended March 31, 2024 and 2023 the associated interest rate for the revolving loan under the Second Amended Credit Agreement was approximately 10.9% and 10.1%, respectively. For the three months ended March 31, 2024 and 2023, the associated interest expense for these facilities was approximately $14.1 million and $13.2 million, respectively. Convertible Senior Notes 2025 Notes In April 2020, the Company issued the 2025 Notes in an aggregate principal amount of $380 million, including the exercise by the initial purchasers of an option to purchase additional 2025 Notes, in a private placement to qualified institutional buyers under Rule 144A of the Securities Act of 1933, as amended. The net proceeds from the offering of the 2025 Notes were approximately $369.6 million after deducting the initial purchasers’ discounts, commissions and offering expenses payable by the Company. The 2025 Notes are governed by an indenture (the “2025 Indenture”) between the Company and Wilmington Trust, National Association, as trustee. The 2025 Notes bear interest at a rate of 2.25% per annum, payable semi-annually in arrears on May 1 and November 1 of each year, beginning on November 1, 2020. The 2025 Notes will mature on May 1, 2025, unless earlier repurchased, redeemed or converted and contain a cross-acceleration provision tied to the acceleration of other material debt, including the Second Amended Credit Agreement and the 2030 Notes. The 2025 Notes are the senior, unsecured obligations of the Company and are equal in right of payment with the Company’s senior unsecured indebtedness, senior in right of payment to the Company’s indebtedness that is expressly subordinated to the 2025 Notes, effectively subordinated to the Company’s senior secured indebtedness (including indebtedness under the Second Amended Credit Agreement), to the extent of the value of the collateral securing that indebtedness, and structurally subordinated to all indebtedness and other liabilities, including trade payables, and (to the extent the Company is not a holder thereof) preferred equity, if any, of the Company’s subsidiaries. The net carrying amount of the 2025 Notes consists of the following as of each of the dates indicated: March 31, 2024 December 31, 2023 (in thousands) Principal $ 380,000 $ 380,000 Unamortized issuance costs (2,282) (2,807) Net carrying amount $ 377,718 $ 377,193 Issuance costs are being amortized to interest expense over the contractual term of the 2025 Notes. Subsequent to the adoption of ASU 2020-06 in the first quarter of 2022, the effective interest rate used to amortize the issuance costs was 2.9%. The interest expense related to the 2025 Notes for the three months ended March 31, 2024 and 2023 was $2.7 million and $2.7 million, respectively. Holders may convert their 2025 Notes at their option in the following circumstances: • during any calendar quarter commencing after the calendar quarter ending on September 30, 2020 (and only during such calendar quarter), if the last reported sale price per share of the Company’s common stock, exceeds 130% of the conversion price for each of at least 20 trading days, whether or not consecutive, during the 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter; • during the five consecutive business days immediately after any 10 consecutive trading day period (such 10 consecutive trading day period, the “measurement period”) in which the trading price per $1,000 principal amount of 2025 Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price per share of the Company’s common stock on such trading day and the conversion rate on such trading day; • upon the occurrence of certain corporate events or distributions on the Company’s common stock, as provided in the 2025 Indenture; • if the Company calls such 2025 Notes for redemption; and • at any time from, and including, November 1, 2024 until the close of business on the second scheduled trading day immediately before the maturity date. The initial conversion rate for the 2025 Notes is 35.3773 shares of the Company’s common stock per $1,000 principal amount of 2025 Notes, which represents an initial conversion price of approximately $28.27 per share of the Company’s common stock, and is subject to adjustment upon the occurrence of certain specified events as set forth in the 2025 Indenture. Upon conversion, the Company will pay or deliver, as applicable, cash, shares of the Company’s common stock or a combination of cash and shares of the Company’s common stock, at the Company’s election. In the event of the Company calling the 2025 Notes for redemption or the holders of the 2025 Notes electing to convert their 2025 Notes, the Company will determine whether to settle in cash, common stock or a combination thereof. Upon the occurrence of a “make-whole fundamental change” (as defined in the 2025 Indenture), the Company will in certain circumstances increase the conversion rate for a specified period of time. In addition, upon the occurrence of a “fundamental change” (as defined in the 2025 Indenture), holders of the 2025 Notes may require the Company to repurchase their 2025 Notes at a cash repurchase price equal to the principal amount of the 2025 Notes to be repurchased, plus accrued and unpaid interest, if any. The 2025 Notes will be redeemable, in whole or in part, at the Company’s option at any time, and from time to time, on or after May 5, 2023 and on or before the 40th scheduled trading day immediately before the maturity date, at a cash redemption price equal to the principal amount of the 2025 Notes to be redeemed, plus accrued and unpaid interest, if any, but only if the last reported sale price per share of the Company’s common stock exceeds 130% of the conversion price on (i) each of at least 20 trading days, whether or not consecutive, during the 30 consecutive trading days ending on, and including, the trading day immediately before the date the Company sends the related redemption notice, and (ii) the trading day immediately before the date the Company sends such notice. In addition, calling any Note for redemption will constitute a “make-whole fundamental change” with respect to that Note, in which case the conversion rate applicable to the conversion of that Note will be increased in certain circumstances if such Note is converted after it is called for redemption. No sinking fund is provided for the 2025 Notes. As of March 31, 2024, the conditions allowing holders of the 2025 Notes to convert had not been met and the Company has the right under the 2025 Indenture to determine the method of settlement at the time of conversion. Therefore, the 2025 Notes are classified as non-current on the condensed consolidated balance sheets. In connection with the 2025 Notes, the Company entered into privately negotiated capped call transactions (the “Capped Call Transactions”) with certain counterparties. The Capped Call Transactions are generally expected to reduce potential dilution to the Company’s common stock upon any conversion of 2025 Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of converted 2025 Notes, as the case may be, with such reduction and/or offset subject to a cap, based on the cap price of the Capped Call Transactions. The cap price of the Capped Call Transactions is initially $44.34 per share. The cost of the Capped Call Transactions was approximately $50.5 million. In April 2020, the Company used a portion of the proceeds from the sale of the 2025 Notes to repay in full all amounts outstanding, and discharge all obligations in respect of, the $250 million senior secured term loan facility. The Company intends to use the remaining net proceeds from the sale of the 2025 Notes for working capital or other general corporate purposes, which may include capital expenditures, potential acquisitions and strategic transactions. 2030 Notes On January 11, 2023, the Company issued the 2030 Notes in an aggregate principal amount of $147.0 million. The 2030 Notes are governed by an indenture (the “2030 Indenture” and together with the 2025 Indenture, the Indentures) between the Company and Wilmington Trust, National Association, as trustee. The 2030 Notes bear interest at a rate of 4.50% per annum, payable semi-annually in arrears on February 1 and August 1 of each year, beginning on August 1, 2023. The 2030 Notes mature on February 1, 2030, unless earlier redeemed or repurchased by the Company or converted and contain a cross-acceleration provision tied to the acceleration of other material debt, including the Second Amended Credit Agreement and the 2025 Notes. The net proceeds from the issuance of the 2030 Notes was $127.1 million. The 2030 Notes are the senior, unsecured obligations of the Company and are equal in right of payment with the Company’s senior indebtedness, senior in right of payment to the Company’s indebtedness that is expressly subordinated to the 2030 Notes, effectively subordinated to the Company’s senior secured indebtedness, to the extent of the value of the collateral securing that indebtedness, and structurally subordinated to all indebtedness and other liabilities, including trade payables, and (to the extent the Company is not a holder thereof) preferred equity, if any, of the Company’s subsidiaries. The net carrying amount of the 2030 Notes consist of the following as of the date indicated: March 31, 2024 December 31, 2023 (in thousands) Principal $ 147,000 $ 147,000 Unamortized debt discount and issuance costs (18,402) (19,136) Net carrying amount $ 128,598 $ 127,864 Issuance costs are being amortized to interest expense over the contractual term of the 2030 Notes. The effective interest rate used to amortize the issuance costs was 7.5% and 7.2% for three months ended March 31, 2024 and 2023, respectively. The interest expense related to the 2030 Notes for the three months ended March 31, 2024 and 2023 was $2.4 million and $2.0 million, respectively. Holders may convert their 2030 Notes at their option in the following circumstances: • at any time from, and after January 11, 2023 until the close of business on the second scheduled trading day immediately before the maturity date; • upon the occurrence of certain corporate events or distributions on the Common Stock as provided in the Indenture; • if the Company calls such 2030 Notes for redemption; subject to the right of certain holders to elect a delayed conversion period for any such 2030 Notes called for redemption that would cause such holders to beneficially own shares of Common Stock, in excess of the Ownership Cap (as defined in the 2030 Indenture), over which threshold a settlement of such conversion could be made in cash; and • upon the occurrence of a default with regard to the Company’s financial covenants under the 2030 Indenture. The initial conversion rate for the 2030 Notes is 111.1111 shares of Common Stock per $1,000 principal amount of 2030 Notes, which represents an initial conversion price of approximately $9.00 per share, and is subject to adjustment upon the occurrence of certain specified events as set forth in the 2030 Indenture. Upon conversion, the Company will pay or deliver, as applicable, cash, shares of Common Stock or a combination of cash and shares of Common Stock, at the Company’s election (subject to aforementioned Ownership Cap). Upon the occurrence of a “Make-Whole Fundamental Change” (as defined in the 2030 Indenture) the Company will in certain circumstances increase the conversion rate for a specified period of time. In addition, upon the occurrence of a “Fundamental Change” (as defined in the 2030 Indenture), holders of the 2030 Notes may require the Company to repurchase their 2030 Notes at a cash repurchase price equal to the principal amount of the 2030 Notes to be repurchased, plus accrued and unpaid interest, if any. The 2030 Notes are redeemable, in whole or in part, at the Company’s option at any time, and from time to time, subject to limited exceptions with respect to 2030 Notes that cannot be immediately physically settled due to the Ownership Cap, on or after January 11, 2026 and on or before the 30th scheduled trading day immediately before the maturity date, at a cash redemption price equal to the principal amount of the 2030 Notes to be redeemed, plus accrued and unpaid interest, if any, but only if the last reported sale price per share of Common Stock exceeds 130% of the conversion price on each of at least 20 trading days, whether or not consecutive, during the 30 consecutive trading days ending on, and including, the trading day immediately before the date the Company sends the related redemption notice. In addition, calling any Note for redemption will constitute a Make-Whole Fundamental Change with respect to that Note, in which case the conversion rate applicable to the conversion of that Note will be increased in certain circumstances if such Note is converted after it is called for redemption. No sinking fund is provided for the 2030 Notes. The Company used cash on hand and the proceeds from the offering of the 2030 Notes to repay a portion of the amounts outstanding under the Amended Term Loan Facilities. The Company has the right under the 2030 Indenture to determine the method of settlement at the time of conversion. Therefore, the 2030 Notes are classified as non-current on the condensed consolidated balance sheets. Deferred Government Grant Obligations The Company has 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 2U’s Lanham, Maryland headquarters. The conditional loan with Prince George’s County has a maturity date of June 22, 2027 and the conditional loan agreement with the State of Maryland has a maturity date of June 30, 2028. The interest expense related to these loans for the three months ended March 31, 2024 and 2023 was immaterial. Letters of Credit Certain of the Company’s operating lease agreements entered into require security deposits in the form of cash or an unconditional, irrevocable letter of credit. As of March 31, 2024, the Company has entered into standby letters of credit totaling $12.1 million as security deposits for the applicable leased facilities and in connection with the deferred government grant obligations. The Company maintains restricted cash as collateral for standby letters of credit for the Company’s leased facilities and in connection with the deferred government grant obligations. Future Principal Payments Future principal payments for the term loan under the Second Amended Credit Agreement, the 2025 Notes, the 2030 Notes, and the government grants, as of the date indicated are as follows: March 31, 2024 (in thousands) Remainder of 2024* $ 6,350 2025 383,800 2026 368,600 2027 — 2028 — Thereafter 147,000 Total future principal payments $ 905,750 * Amounts due in 2024 include $1.5 million and $2.0 million of conditional loan obligations that may be forgiven, provided that the Company attains certain conditions related to employment levels at 2U’s Lanham, Maryland headquarters. Debt Refinancing Costs

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2024
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes The Company’s income tax provisions for all periods consist of federal, state and foreign income taxes. The income tax provision for the three months ended March 31, 2024 and 2023 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 for each of the three months ended March 31, 2024 and 2023 was less than 1%. For the three months ended March 31, 2024, the Company’s income tax expense was $0.2 million. For the three months ended March 31, 2023, the Company’s income tax expense was $0.1 million. 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, 2024
Equity [Abstract]
Stockholders' Equity	Stockholders’ Equity Common Stock As of March 31, 2024, 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, 2024, there were 83,644,026 shares of common stock outstanding, and the Company had reserved a total of 46,969,043 of its authorized shares of common stock for future issuance as follows: Shares Reserved for Future Issuance Outstanding restricted stock units 3,514,250 Outstanding performance restricted stock units 2,919,288 Outstanding stock options 3,422,446 Reserved for convertible senior notes 37,113,059 Total shares of common stock reserved for future issuance 46,969,043 Stock-Based Compensation The Company maintains a stock-based compensation plan: the Amended and Restated 2014 Equity Incentive Plan (the “2014 Plan”), which became effective in January 2014. The shares available for future issuance under the 2014 Plan increased by 4,113,030 and 3,916,733 on January 1, 2024 and 2023, respectively, pursuant to the automatic share reserve increase provision in the 2014 Plan. The Company also has a 2017 Employee Stock Purchase Plan (the “ESPP”). During the second quarter of 2023, shares available for purchase under the ESPP increased by 2,000,000 shares, pursuant to an amendment to the Company’s ESPP to increase the number of authorized shares available under such plan. As of March 31, 2024, 1,289,678 shares remained available for purchase under the ESPP. The following table presents stock-based compensation expense related to the 2014 Plan and the ESPP, contained on the following line items on the Company’s condensed consolidated statements of operations and comprehensive loss for each of the periods indicated. Three Months Ended 2024 2023 (in thousands) Curriculum and teaching $ 40 $ 40 Servicing and support 1,474 3,277 Technology and content development 609 1,657 Marketing and sales 513 1,154 General and administrative 2,688 8,435 Total stock-based compensation expense $ 5,324 $ 14,563 Restricted Stock Units The 2014 Plan provides for the issuance of restricted stock units (“RSUs”) to eligible participants. Restricted stock units are generally subject to service-based vesting conditions and vest at various times from the date of grant, with most RSUs vesting in equal quarterly or annual tranches, generally over a period of three years. The following table presents a summary of the Company’s RSU activity for the period indicated. No RSUs were granted during the three months ended March 31, 2024. Number of Weighted- Outstanding balance as of December 31, 2023 4,595,630 $ 8.09 Granted — — Vested (681,643) 10.45 Forfeited (399,737) 7.77 Outstanding balance as of March 31, 2024 3,514,250 $ 7.67 The total fair value of RSUs vested during the three months ended March 31, 2024 and 2023 was $0.7 million and $5.2 million, respectively. The total compensation cost related to the unvested RSUs not yet recognized as of March 31, 2024 was $17.1 million, and will be recognized over a weighted-average period of approximately 1.5 years. Performance Restricted Stock Units The 2014 Plan provides for the issuance of performance restricted stock units (“PRSUs”) to eligible participants. PRSUs generally include both service conditions and market conditions related to total shareholder return targets relative to that of companies comprising the Russell 3000 Index and/or conditions based on the Company’s internal financial performance achieving predetermined targets. The terms of the performance restricted stock unit grants under the 2014 Plan, including the vesting periods, are determined by the Company’s board of directors or the compensation committee thereof. During the first quarter of 2022, as part of its annual equity awards cycle, the Company awarded 1.7 million PRSUs with an aggregate intrinsic value of $20.4 million. The PRSU award agreements provide that the quantity of units subject to vesting may range from 200% to 0% of the granted quantities, depending on the achievement of internal financial performance-based targets, which are established annually. Certain of these PRSUs vest at the end of all three one-year performance periods, while others vest at the end of each of three one-year performance periods. Of the PRSUs awarded, 0.6 million were granted in March 2022 with a weighted-average grant date fair value per share of $10.77, 0.6 million were granted in February 2023 with a weighted-average grant date fair value per share of $11.13, and 0.3 million were granted in February 2024 with a weighted-average grant date fair value of $0.40. The expense recognized each period is estimated at the time of grant and is subject to fluctuation due to the achievement of internal financial performance-based targets. For the first and second performance periods, 100% and 27.8% of the eligible PRSUs were earned, respectively. During the first quarter of 2023, as part of its annual equity award cycle, the Company awarded 1.4 million PRSUs with an aggregate intrinsic value of $12.2 million. The PRSU award agreements provide that the quantity of units subject to vesting may range from 150% to 0% of the granted quantities. For the first performance period, which began on January 1, 2023 and ended on December 31, 2023, and the second performance period, which began on January 1, 2024 and ends on December 31, 2024, the quantity of units eligible to be earned ranges from 130% to 0% depending on the achievement of internal financial performance-based targets, which are established annually. Additionally, the actual number of PRSUs earned may be adjusted upward or downward by 20% based upon the Company’s total shareholder return (“TSR”) performance compared to the Russell 3000 Index’s TSR performance over the same period. If the Company’s absolute TSR is negative, the TSR multiplier cannot exceed 0% and the achievement percentage based up on the internal financial performance-based targets is capped at 125%. Of the PRSUs awarded, 0.5 million were granted in March 2023 with a weighted-average grant date fair value per share of $7.15 and 0.4 million were granted in February 2024 with a weighted-average grant date fair value per share of $0.39. These include the fair values per share of the TSR-performance component of the awards, which were determined using a Monte Carlo valuation model, and were $0.39 and $0.00 per share for the first and second performance periods, respectively. For the first performance period, 0% of the eligible PRSUs were earned. During the first quarter of 2024, as part of a one-time award cycle, the Company granted 0.8 million PRSUs with a grant date fair value per share of $0.49. The PRSU award agreements provide that the awards are eligible to vest upon the 30-day average stock price of the Company attaining at least $10.00 on or prior to the two-year anniversary of the grant date. The following tables present a summary of (i) for the three months ended March 31, 2024 and 2023, the assumptions used for estimating the fair values of the TSR-performance component of the PRSUs, and (ii) for the three months ended March 31, 2024, the assumptions used for estimating the fair value of the PRSUs subject to market-based vesting conditions. As of March 31, 2024 and December 31, 2023, there were 0.4 million and 1.2 million outstanding PRSUs for which the performance metrics had not been defined as of each respective date. Accordingly, such awards are not considered granted for accounting purposes as of March 31, 2024 and December 31, 2023, and have been excluded from the tables below. Three Months Ended 2024 2023 Risk-free interest rate 5.11% 4.68% Expected term (years) 1.00 1.00 Expected volatility 162% 108% Dividend yield 0% 0% Three Months Ended March 31, 2024 Risk-free interest rate 4.33% Expected term (years) 1.30 Expected volatility 126% Dividend yield 0% The following table presents a summary of the Company’s PRSU activity for the period indicated. Number of Weighted- Outstanding balance as of December 31, 2023 1,404,125 $ 11.15 Granted 1,780,669 0.44 Vested — — Forfeited (265,506) 0.40 Outstanding balance as of March 31, 2024 2,919,288 $ 5.59 The total compensation expense related to the unvested PRSUs not yet recognized as of March 31, 2024 was $1.9 million, and will be recognized over a weighted-average period of approximately 1.3 years. Stock Options The 2014 Plan provides for the issuance of stock options to eligible participants. Stock options issued under the 2014 Plan generally are exercisable for periods not to exceed 10 years and generally vest over a three-year period. The following table summarizes the assumptions used for estimating the fair value of the stock options granted for the period presented. No stock options were granted during the three months ended March 31, 2024. Three Months Ended Risk-free interest rate 3.6% Expected term (years) 5.69 Expected volatility 87% Dividend yield 0% Weighted-average grant date fair value per share $4.93 The following table presents a summary of the Company’s stock option activity for the period indicated. Number of Weighted-Average Weighted-Average Aggregate Outstanding balance as of December 31, 2023 4,103,758 $ 27.79 4.63 $ — Granted — — 0.00 Exercised — — 0.00 Forfeited (85,812) 10.11 Expired (595,500) 14.58 Outstanding balance as of March 31, 2024 3,422,446 30.53 4.84 — Exercisable as of March 31, 2024 2,799,038 $ 34.23 4.21 $ — The aggregate intrinsic value of options exercised during the three months ended March 31, 2023 was $0.1 million. The total unrecognized compensation cost related to the unvested options as of March 31, 2024 was $3.1 million, and will be recognized over a weighted-average period of approximately 0.9 years.

Net Loss per Share

Net Loss per Share	3 Months Ended
	Mar. 31, 2024
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 each of the periods indicated. Three Months Ended 2024 2023 Stock options 3,422,446 5,138,770 Restricted stock units 3,514,250 7,424,337 Performance restricted stock units 2,919,288 2,181,702 Shares related to convertible senior notes 29,776,706 29,776,706 Total antidilutive securities 39,632,690 44,521,515 The following table presents the calculation of the Company’s basic and diluted net loss per share for each of the periods indicated. Three Months Ended 2024 2023 Numerator (in thousands): Net loss $ (54,649) $ (54,062) Denominator: Weighted-average shares of common stock outstanding, basic and diluted 83,448,101 79,310,434 Net loss per share, basic and diluted $ (0.65) $ (0.68)

Segment and Geographic Informat

Segment and Geographic Information	3 Months Ended
	Mar. 31, 2024
Segment Reporting [Abstract]
Segment and Geographic Information	Segment and Geographic Information The Company has two reportable segments: the Degree Program Segment and the Alternative Credential Segment. The Company’s reportable segments are determined based on (i) financial information reviewed by the chief operating decision maker, the Chief Executive Officer (“CEO”), (ii) internal management and related reporting structure, and (iii) the basis upon which the CEO makes resource allocation decisions. The Company’s Degree Program Segment includes the technology and services provided to nonprofit colleges and universities to enable the online delivery of degree programs. The Company’s Alternative Credential Segment includes the premium online executive education programs and technical skills-based boot camps provided through relationships with nonprofit colleges, universities, and other leading organizations. Significant Customers For each of the three months ended March 31, 2024 and 2023, no university clients accounted for 10% or more of the Company’s consolidated revenue. As of March 31, 2024, no university clients accounted for 10% or more of the Company’s consolidated accounts receivable, net balance. As of December 31, 2023, two university clients in the Degree Program Segment accounted for 10% or more of the Company’s consolidated accounts receivable, net balance, as follows: $36.4 million and $14.3 million, which equaled 31% and 12% of the Company’s consolidated accounts receivable, net balance, respectively. Segment Performance The following table presents financial information regarding each of the Company’s reportable segment’s results of operations for each of the periods indicated. Three Months Ended 2024 2023 (dollars in thousands) Revenue by segment* Degree Program Segment $ 111,546 $ 140,480 Alternative Credential Segment 86,831 98,024 Total revenue $ 198,377 $ 238,504 Segment profitability** Degree Program Segment $ 31,985 $ 47,204 Alternative Credential Segment (14,690) (17,013) Total segment profitability $ 17,295 $ 30,191 Segment profitability margin*** Degree Program Segment 28.7 % 33.6 % Alternative Credential Segment (16.9) (17.4) Total segment profitability margin 8.7 % 12.7 % * The Company has excluded immaterial amounts of intersegment revenues from each of the three months ended March 31, 2024 and 2023. ** The Company defines segment profitability as net income or net loss, as applicable, before net interest income (expense), other income (expense), net, taxes, depreciation and amortization expense, transaction costs, integration costs, performance improvement initiative implementation expense, restructuring-related costs, stockholder activism costs, certain litigation-related costs, consisting of fees for certain non-ordinary course litigation and other proceedings, impairment charges, debt modification expense and losses on debt extinguishment, 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 presents a reconciliation of the Company’s total segment profitability to net loss for each of the periods indicated. Three Months Ended 2024 2023 (in thousands) Net loss $ (54,649) $ (54,062) Adjustments: Stock-based compensation expense 5,324 14,563 Other expense (income), net 8,404 (607) Net interest expense 18,690 17,592 Income tax expense 233 113 Depreciation and amortization expense 24,686 30,020 Debt modification expense and loss on debt extinguishment — 16,735 Restructuring charges 4,727 4,875 Other* 9,880 962 Total adjustments 71,944 84,253 Total segment profitability $ 17,295 $ 30,191 * Includes (i) transaction and integration costs of $0.3 million and $0.1 million for the three months ended March 31, 2024 and 2023, respectively, (ii) litigation-related costs of $2.6 million and $0.8 million for the three months ended March 31, 2024 and 2023, respectively, and (iii) performance improvement initiative implementation expense of $7.0 million and $0 for the three months ended March 31, 2024 and 2023, respectively. The following table presents the Company’s total assets by segment as of each of the dates indicated. March 31, December 31, (in thousands) Total assets Degree Program Segment $ 358,426 $ 377,395 Alternative Credential Segment 1,074,511 1,082,288 Total assets $ 1,432,937 $ 1,459,683 Geographical Information The Company’s non-U.S. revenue is based on the currency of the country in which the university client primarily operates. The Company’s non-U.S. revenue was $28.5 million and $30.7 million for the three months ended March 31, 2024 and 2023, respectively. Substantially all of the Company’s non-U.S. revenue for each of the aforementioned periods was sourced 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, 2024 and December 31, 2023 totaled approximately $3.2 million and $3.5 million, respectively.

Receivables and Contract Liabil

Receivables and Contract Liabilities	3 Months Ended
	Mar. 31, 2024
Receivables And Contract Liabilities Disclosure [Abstract]
Receivables and Contract Liabilities	Receivables and Contract Liabilities Trade Accounts Receivable The Company’s trade accounts receivable balances relate to amounts due from students or customers occurring in the normal course of business. Trade accounts receivable balances have a term of less than one year and are included in accounts receivable, net on the Company’s condensed consolidated balance sheets. The following table presents the Company’s trade accounts receivable in each segment as of each of the dates indicated. March 31, December 31, (in thousands) Degree Program Segment accounts receivable $ 11,483 $ 3,207 Degree Program Segment unbilled revenue 17,584 72,525 Alternative Credential Segment accounts receivable 45,187 47,455 Total 74,254 123,187 Less: Provision for credit losses (7,019) (7,243) Trade accounts receivable, net $ 67,235 $ 115,944 The Company regularly reviews its portfolio of offerings for alignment with its business objectives, including cost to operate, expected enrollments, and other factors, and from time to time, the Company has entered into, and may in the future enter into, agreements to strategically exit certain programs. As of March 31, 2024 and December 31, 2023, the Company had balances of $10.5 million and $68.2 million, respectively, of unbilled revenue associated with portfolio management activities within accounts receivable, net on the condensed consolidated balance sheets. In addition, as of March 31, 2024 and December 31, 2023, the Company had balances of $1.0 million and $16.9 million, respectively, of non-current accounts receivable associated with portfolio management activities within other assets, non-current on the condensed consolidated balance sheets. These non-current accounts receivable are typically due within 12 to 24 months. In January 2024, the Company entered into a receivables factoring transaction whereby a counterparty committed to purchase certain receivables owing to the company related to portfolio management activities at a purchase rate of 88% (the “Factoring Agreement”). Under the Factoring Agreement, the Company could sell eligible receivables without recourse in exchange for cash. In accordance with ASC 860 Transfers and Servicing of Financial Assets , the sold receivables were derecognized from the Company’s balance sheet. The fair value of the sold receivables approximated their book value due to their short-term nature. Proceeds from the sale of receivables are reflected as cash flows from operating activities on the condensed consolidated statement of cash flows. During the three months ended March 31, 2024, the Company sold, without recourse, $82.1 million of receivables under the Factoring Agreement, with net proceeds of $74.0 million. The loss on the sale of these receivables of $8.1 million is included within other income (expense), net on the Company’s condensed consolidated statements of operations. The following table presents the change in provision for credit losses for trade accounts receivable on the Company’s condensed consolidated balance sheets for the period indicated. Provision for Credit Losses (in thousands) Balance as of December 31, 2023 $ 7,243 Current period provision 1,036 Amounts written off (1,245) Foreign currency translation adjustments (15) Balance as of March 31, 2024 $ 7,019 Other Receivables The Company’s other receivables are comprised of amounts due under tuition payment plans with extended payment terms from students enrolled in certain of the Company’s alternative credential offerings. These payment plans, which are managed and serviced by third-party providers, are designed to assist students with paying tuition costs after all other student financial assistance and scholarships have been applied. The associated receivables generally have payment terms that range from 12 to 42 months and are recorded net of any implied pricing concessions, which are determined based on collections history, market data and any time value of money component. There are no fees or origination costs included in these receivables. The carrying value of these receivable balances approximate their fair value. The following table presents the components of the Company’s other receivables, net, as of each of the dates indicated. March 31, December 31, (in thousands) Other receivables, amortized cost $ 49,546 $ 49,358 Less: Provision for credit losses (10,395) (8,558) Other receivables, net $ 39,151 $ 40,800 Other receivables, net, current $ 24,196 $ 28,293 Other receivables, net, non-current $ 14,955 $ 12,507 The following table presents the change in provision for credit losses for other receivables on the Company’s condensed consolidated balance sheets for the period indicated. Provision for Credit Losses (in thousands) Balance as of December 31, 2023 $ 8,558 Current period provision 1,837 Balance as of March 31, 2024 $ 10,395 The Company considers receivables to be past due when amounts contractually due under the extended payment plans have not been paid. As of March 31, 2024, 70% of other receivables, net due under extended payment plans were current. At the time of origination, the Company categorizes its other receivables using a credit quality indicator based on the credit tier rankings obtained from the third-party providers that manage and service the payment plans. The third-party providers utilize credit rating agency data to determine the credit tier rankings. The Company monitors the collectability of its other receivables on an ongoing basis. The adequacy of the allowance for credit losses is determined through analysis of multiple factors, including industry trends, portfolio performance, and delinquency rates. The following tables present other receivables, at amortized cost including interest accretion, by credit quality indicator and year of origination, as of the dates indicated. March 31, 2024 Year of Origination 2024 2023 2022 2021 2020 & Prior Total (in thousands) Credit Quality Tier High $ 3,874 $ 8,184 $ 244 $ 492 $ 1,073 $ 13,867 Mid 4,317 8,755 2,759 2,111 2,867 20,809 Low 2,837 4,906 2,092 2,090 2,945 14,870 Total $ 11,028 $ 21,845 $ 5,095 $ 4,693 $ 6,885 $ 49,546 December 31, 2023 Year of Origination 2023 2022 2021 2020 2019 & Prior Total (in thousands) Credit Quality Tier High $ 12,744 $ 1,229 $ 404 $ 311 $ 205 $ 14,893 Mid 13,178 3,067 2,614 735 674 20,268 Low 7,658 2,464 2,684 734 657 14,197 Total $ 33,580 $ 6,760 $ 5,702 $ 1,780 $ 1,536 $ 49,358 Contract Liabilities The Company’s deferred revenue represents contract liabilities. The Company generally receives payments from Degree Program Segment university clients early in each academic term and from Alternative Credential Segment students, either in full upon registration for the course or in full before the end of the course based on a payment plan, prior to completion of the service period. These payments are recorded as deferred revenue until the services are delivered or until the Company’s obligations are otherwise met, at which time revenue is recognized. The following table presents the Company’s contract liabilities in each segment as of each of the dates indicated. March 31, December 31, (in thousands) Degree Program Segment deferred revenue $ 20,322 $ 1,735 Alternative Credential Segment deferred revenue 81,964 80,214 Total contract liabilities $ 102,286 $ 81,949 For the Degree Program Segment, during the three months ended March 31, 2024 and 2023 the Company recognized $1.7 million and $1.1 million, respectively, of revenue related to deferred revenue balances that existed at the end of each preceding year. For the Alternative Credential Segment, during the three months ended March 31, 2024 and 2023 the Company recognized $54.9 million and $54.9 million, respectively, of revenue related to deferred revenue balances that existed at the end of each preceding year. Contract Acquisition Costs The Degree Program Segment had $1.0 million and $1.0 million of net capitalized contract acquisition costs recorded primarily within other assets, non-current on the condensed consolidated balance sheets as of March 31, 2024 and December 31, 2023, respectively. For each of the three months ended March 31, 2024 and 2023, the Company capitalized an immaterial amount of contract acquisition costs and recorded an immaterial amount of associated amortization expense in the Degree Program Segment.

Supplemental Cash Flow Informat

Supplemental Cash Flow Information	3 Months Ended
	Mar. 31, 2024
Supplemental Cash Flow Elements [Abstract]
Supplemental Cash Flow Information	Supplemental Cash Flow InformationThe Company’s cash interest payments, net of amounts capitalized, were $16.0 million and $13.9 million for the three months ended March 31, 2024 and 2023, respectively. The Company’s accrued but unpaid capital expenditures were $1.4 million and $1.0 million for the three months ended March 31, 2024 and 2023, respectively.

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Pay vs Performance Disclosure
Net loss	$ (54,649)	$ (54,062)

Insider Trading Arrangements

Insider Trading Arrangements	3 Months Ended
	Mar. 31, 2024 shares
Trading Arrangements, by Individual
Material Terms of Trading Arrangement	(c) Information required by Item 408(a) of Regulation S-K. Trading Arrangement Action Date Rule 10b5-1* Non-Rule 10b5-1** Total Shares to be Sold Expiration Date Andrew Hermalyn (President of the Degree Program Segment) Adopt March 8, 2024 X 50,851 February 28, 2025
Name	Andrew Hermalyn
Title	President
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false
Andrew Hermalyn [Member]
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	March 8, 2024
Arrangement Duration	357 days
Aggregate Available	50,851

Significant Accounting Polici_2

Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2024
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 (the “Exchange Act”), for financial statements required to be filed with the Securities and Exchange Commission (the “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, 2024 and 2023 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, 2023. All significant intercompany accounts and transactions have been eliminated in consolidation. The condensed consolidated balance sheet data as of December 31, 2023 was derived from the audited financial statements, but does not include all disclosures required by U.S. GAAP on an annual reporting basis.
Going Concern	Going Concern At each annual and interim period, the Company evaluates whether there are conditions or events, considered in the aggregate, that raise substantial doubt about its ability to continue as a going concern within one year after the date that the consolidated financial statements are issued. The evaluation is based on relevant conditions or events that are known or reasonably knowable at the date that the consolidated financial statements are issued. Pursuant to the Second Amended Credit Agreement, as defined in Note 8, if more than $40 million of the Company’s 2025 Notes, as defined below, remain outstanding on January 30, 2025, the maturity date of the outstanding term loan balance of $372.4 million springs forward to January 30, 2025. The Second Amended Credit Agreement also contains a financial covenant that requires the Company to maintain $900 million minimum Recurring Revenues (as defined by the Second Amended Credit Agreement) as of the last day of any period of four consecutive fiscal quarters. As of March 31, 2024, the Company was in compliance with this covenant and Recurring Revenues exceeded the minimum Recurring Revenue amount by $5.8 million. Management cannot provide assurance that minimum Recurring Revenues will be achieved by the Company in future periods. Based on the Company’s current outlook, it believes Recurring Revenues for the four consecutive quarters ending June 30, 2024 will be less than $900 million. If the Company is unable to comply with this financial covenant and is otherwise unable to cure or obtain a waiver related to this covenant, the obligations under the Second Amended Credit Agreement could accelerate. Refer to Note 8 for further information about the Company’s debt. On March 14, 2024, the Company received a written notification from The Nasdaq Stock Market LLC (“Nasdaq”) that it had failed to comply with Nasdaq’s minimum bid price requirement. In accordance with Nasdaq rules, the Company has a period of 180 calendar days, or until September 10, 2024 (the “Compliance Period”) to regain compliance with the minimum bid price requirement. If the Company fails to regain compliance by September 10, 2024, it may be eligible for a second 180 calendar day compliance period. The Company can regain compliance at any time during the Compliance Period if the Common Stock has a closing bid price of at least $1.00 per share for a minimum of ten consecutive business days (unless the staff of Nasdaq exercises its discretion to extend this ten-day period pursuant to Nasdaq Listing Rule 5810(c)(3)(H)). If the Company fails to regain compliance in a timely manner, the delisting of the Company’s common stock would constitute a “fundamental change” under the terms of (i) the 2025 Notes and (ii) the 2030 Notes (together with the 2025 Notes, the “Convertible Notes”), whereupon holders of the Convertible Notes may require the Company to repurchase for cash all or part of their Convertible Notes at a purchase price equal to the principal amount of the Convertible Notes to be repurchased plus accrued and unpaid interest to, but excluding, the repurchase date. The Company is evaluating options for regaining compliance with the minimum bid price requirement, including by effecting a reverse stock split. The Company’s ability to continue as a going concern is dependent on refinancing its debt or raising capital to reduce its debt in the short term and regaining compliance with the Nasdaq’s minimum bid price requirements or obtaining a waiver related to the fundamental change provisions of the Convertible Notes. If it is unable to complete the foregoing, the Company likely would not have sufficient cash on hand or available liquidity to meet its debt obligations as they become due. The Company is currently evaluating options to refinance its debt in the short term; however, there can be no assurance that such financing would be available to the Company on favorable terms or at all. Given these factors, substantial doubt exists about the Company’s ability to continue as a going concern within one year from the date that the consolidated financial statements are issued. The accompanying condensed consolidated financial statements have been prepared on a going concern basis, which assumes the Company will be able to continue as a going concern and contemplates the realization of assets and satisfaction of liabilities in the normal course of business. These condensed consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty, nor do they include adjustments to reflect the possible future effects of the recoverability and classification of recorded asset amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern.
Use of Estimates	Use of Estimates The preparation of 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. Significant items subject to such estimates include, but are not limited to, the measurement of provisions for credit losses, implied price concessions, acquired intangible assets, the recoverability of goodwill and indefinite-lived intangible assets, deferred tax assets, and the fair value of the convertible senior notes. 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.
Fair Value Measurements	Fair Value Measurements The carrying amounts of certain assets and liabilities, including cash and cash equivalents, receivables, advances to university clients, accounts payable and accrued expenses and other current liabilities, approximate their respective fair values due to their short-term nature. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, based on the Company’s principal or, in the absence of a principal, most advantageous, market for the specific asset or liability. U.S. GAAP provides for a three-tier fair value hierarchy to classify and disclose all assets and liabilities measured at fair value on a recurring basis, as well as assets and liabilities measured at fair value on a non-recurring basis, in periods subsequent to their initial measurement. Generally, assets are recorded at fair value on a non-recurring basis as a result of impairment charges. The Company remeasures non-financial assets such as goodwill, intangible assets and other long-lived assets at fair value when there is an indicator of impairment, and records them at fair value only when recognizing an impairment loss. The fair value hierarchy requires the Company to use observable inputs when available, and to minimize the use of unobservable inputs when determining fair value. Refer to Note 3 for further discussion of assets measured at fair value on a nonrecurring basis. The three tiers are defined as follows: • Level 1 —Observable inputs that reflect quoted market prices (unadjusted) for identical assets or liabilities in active markets; • Level 2 —Observable inputs, other than quoted prices in active markets, that are observable either directly or indirectly in the marketplace for identical or similar assets and liabilities; and • Level 3 —Unobservable inputs that are supported by little or no market data, which require the Company to develop its own assumptions about the assumptions market participants would use in pricing the asset or liability based on the best information available in the circumstances.
Goodwill	Goodwill Goodwill is the excess of purchase price over the fair value of identified net assets of businesses acquired. The Company’s goodwill balance relates to its acquisitions of GetSmarter in July 2017, Trilogy in May 2019 and edX in November 2021. The Company tests goodwill at the reporting unit level, which is an operating segment or one level below an operating segment. The Company initially assesses qualitative factors to determine if it is necessary to perform a quantitative goodwill impairment review. The Company reviews goodwill for impairment using a quantitative approach if it decides to bypass the qualitative assessment or determines that it is more likely than not that the fair value of a reporting unit is less than its carrying value based on a qualitative assessment. Upon completion of a quantitative assessment, the Company may be required to recognize an impairment based on the difference between the carrying value and the fair value of the reporting unit. During the second quarter of 2023, the Company completed the update of its internal financial reporting structure to better align with the executive structure following the 2022 Strategic Realignment. As a result of this update, the Company’s three reporting units within the Alternative Credential Segment (Executive Education, Boot Camp, and Open Courses) were combined into a single reporting unit (Alternative Credential). The Degree Program Segment continues to have one reporting unit (Degree Program). The Company performed impairment assessments before and after the change in reporting units. Refer to the Interim Impairment Assessments section below for further information regarding the results of these assessments. The Company determines the fair value of a reporting unit by utilizing a weighted combination of the income-based and market-based approaches. The income-based approach requires the Company to make significant assumptions and estimates. These assumptions and estimates primarily include, but are not limited to, discount rates, terminal growth rates, and forecasts of revenue and margins. When determining these assumptions and preparing these estimates, the Company considers each reporting unit’s historical results and current operating trends, revenue, profitability, cash flow results and forecasts, and industry trends. These estimates can be affected by a number of factors including, but not limited to, general economic and regulatory conditions, market capitalization, the continued efforts of competitors to gain market share and prospective student enrollment patterns. In addition, the value of a reporting unit using the market-based approach is estimated by comparing the reporting unit to other publicly traded companies and/or to publicly-disclosed business mergers and acquisitions in similar lines of business. The value of a reporting unit is based on pricing multiples of certain financial parameters observed in the comparable companies. The Company also makes estimates and assumptions for market values to determine a reporting unit’s estimated fair value.
Other Indefinite-lived Intangible Assets	Other Indefinite-lived Intangible Assets
Interim Impairment Assessment	Interim Impairment Assessments During the second quarter of 2023, the Company experienced a significant decline in its market capitalization, which management deemed to be a triggering event related to the Company’s goodwill and indefinite-lived intangible asset. In addition, as a result of the change in the Company’s reporting units in the second quarter of 2023, the Company performed interim impairment assessments before and after the change in reporting units. The Company performed these interim impairment assessments as of May 1, 2023. For the interim impairment assessment performed as of May 1, 2023, after the change in reporting units, management determined it was not more likely than not that the fair values of the Degree Program reporting unit and the Alternative Credential reporting unit were less than their respective carrying amounts. As such, the Company concluded that the goodwill relating to those reporting units was not impaired and further quantitative impairment assessment was not necessary. During the third quarter of 2023, the Company experienced a significant decline in its market capitalization, which management deemed to be a triggering event related to the Company’s goodwill. The Company performed a quantitative interim impairment assessment as of September 30, 2023. The estimated fair value of each of the Company’s reporting units exceeded their respective carrying value by more than 10%. Based on the qualitative assessment performed as of October 1, 2023, the date of the annual goodwill impairment assessment, the Company had no reporting units whose estimated fair value exceeded their carrying value by less than 10%. During the fourth quarter of 2023, the Company experienced a significant decline in its market capitalization. In addition, the Company made updates to certain long-term financial projections. Management deemed these factors to be triggering events related to the Company’s goodwill. The Company performed a quantitative interim impairment assessment as of December 31, 2023 and determined the carrying value of its Alternative Credential reporting unit exceeded its estimated fair value. As a result, during the three months ended December 31, 2023, the Company recorded impairment charges of $62.8 million to goodwill. This charge is included within operating expense on the Company’s consolidated statements of operations. The estimated fair value of the Degree Program reporting unit exceeded its carrying value by more than 10%. It is possible that future changes in circumstances, such as a decline in our market capitalization, or in the variables associated with the judgments, assumptions and estimates used in assessing the fair value of our reporting units, could require us to record additional impairment charges in the future. For each of the interim impairment assessments, the Company utilized a weighted combination of an income-based approach and market-based approach to determine the fair value of each reporting unit and an income-based approach to determine the fair value of its indefinite-lived intangible asset. Key assumptions used in the income-based approach included discount rates based upon each respective reporting unit’s or indefinite-lived intangible asset’s weighted-average cost of capital adjusted for the risk associated with the operations at the time of the assessment, terminal growth rates, forecasts of revenue and margins, and royalty rates. The income-based approach largely relied on inputs that were not observable to active markets, which would be deemed “Level 3” fair value measurements, as defined in the Fair Value Measurements section above. Key assumptions used in the market-based approach included the selection of appropriate peer group companies. Changes in the estimates and assumptions used to estimate fair value could materially affect the determination of fair value and the impairment test result.
Convertible Senior Notes and Debt Issuance Costs	Convertible Senior Notes In April 2020, the Company issued 2.25% convertible senior notes due May 1, 2025 (the “2025 Notes”) in an aggregate principal amount of $380 million, including the exercise by the initial purchasers of an option to purchase additional 2025 Notes, in a private offering. Refer to Note 8 for more information regarding the 2025 Notes. In January 2023, the Company issued 4.50% convertible senior notes due February 1, 2030 (the “2030 Notes”) in an aggregate principal amount of $147.0 million in a private offering. Refer to Note 8 for more information regarding the 2030 Notes. Pursuant to ASU No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity , the Company’s convertible senior notes are accounted for as a single instrument. Debt Issuance Costs Debt issuance costs are incurred as a result of entering into certain borrowing transactions and are presented as a reduction from the carrying amount of the debt liability on the Company’s consolidated balance sheets. Debt issuance costs are amortized over the term of the associated debt instrument. The amortization of debt issuance costs is included as a component of interest expense on the Company’s consolidated statements of operations and comprehensive loss. If the Company extinguishes debt prior to the end of the underlying instrument’s full term, some or all of the unamortized debt issuance costs may need to be written off, and a loss on extinguishment may need to be recognized. Refer to Note 8 for further information about the Company’s debt.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . This ASU is intended to provide optional expedients and exceptions for applying U.S. GAAP to contract modifications and hedging relationships, subject to meeting certain criteria, to ease the potential accounting and financial reporting burden associated with the expected market transition from the London Interbank Offered Rate (“LIBOR”) and other interbank offered rates to alternative reference rates. This ASU may be applied as of the beginning of any interim period that includes its effective date (i.e., March 12, 2020) through December 31, 2022. On December 21, 2022, the FASB issued ASU No. 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848 . This ASU defers the sunset date from December 31, 2022 to December 31, 2024 and is effective immediately. The Company will adopt the standard when LIBOR is discontinued and does not expect the adoption of this standard to have a material impact on its consolidated financial statements and related disclosures. In November 2023, the FASB issued ASU No 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures . This ASU requires annual and interim disclosures that are expected to improve reportable segment disclosures, primarily through enhanced disclosures about significant segment expenses. This ASU is effective for fiscal years beginning after December 15, 2023 and should be adopted on a retrospective basis. Early adoption is permitted. The Company is currently evaluating the impact of adoption of this standard on its consolidated financial statements and related disclosures. In December 2023, the FASB issued ASU No 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This ASU requires new disclosures about income taxes, primarily focused on the disclosure of income taxes paid and the rate reconciliation table. The ASU is effective for annual periods beginning after December 15, 2024 and should be applied on a prospective basis, with the option to apply the standard retrospectively. Early adoption is permitted. The Company is currently evaluating the impact of adoption of this standard on its consolidated financial statements and related disclosures.

Goodwill and Intangible Assets

Goodwill and Intangible Assets (Tables)	3 Months Ended
	Mar. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule Of Goodwill	The following tables present the changes in the carrying amount of goodwill by reportable segment on the Company’s condensed consolidated balance sheets for the periods indicated. Balance as of December 31, 2023 Foreign Currency Translation Adjustments Balance as of March 31, 2024 (in thousands) Degree Program Segment Gross goodwill $ 192,459 $ — $ 192,459 Accumulated impairments — — — Net goodwill 192,459 — 192,459 Alternative Credential Segment Gross goodwill $ 687,880 $ (1,490) $ 686,390 Accumulated impairments (228,841) — (228,841) Net goodwill 459,039 (1,490) 457,549 Total Gross goodwill $ 880,339 $ (1,490) $ 878,849 Accumulated impairments (228,841) — (228,841) Net goodwill $ 651,498 $ (1,490) $ 650,008
Schedule Of Amortizable Intangible Assets	The following table presents the components of intangible assets, net on the Company’s condensed consolidated balance sheets as of each of the dates indicated. March 31, 2024 December 31, 2023 Estimated Gross Accumulated Net Gross Accumulated Net (in thousands) Capitalized technology 3-5 $ 251,689 $ (168,016) $ 83,673 $ 245,867 $ (159,155) $ 86,712 Capitalized content development 4-5 234,688 (181,540) 53,148 233,592 (176,374) 57,218 University client relationships 9-10 208,198 (80,675) 127,523 208,823 (75,849) 132,974 Enterprise client relationships 10 14,300 (3,396) 10,904 14,300 (3,039) 11,261 Trade names and domain names* 5-25 277,706 (195,876) 81,830 284,810 (201,777) 83,033 Total intangible assets $ 986,581 $ (629,503) $ 357,078 $ 987,392 $ (616,194) $ 371,198 * The Company concluded that due to changes in facts and circumstances, the edX trade name, which was classified as indefinite-lived as of June 30, 2023, is now finite-lived. In the third quarter of 2023, the Company began amortizing the trade name on a straight-line basis over its estimated useful life. The gross carrying amount of the edX trade name was $255.0 million as of both March 31, 2024 and December 31, 2023. Accumulated amortization and impairments include $176.7 million of impairment charges related to the edX trade name as both March 31, 2024 and December 31, 2023. Refer to Note 2 for further information about these impairment charges.
Schedule Of Estimated Future Amortization Expense For Amortizable Intangible Assets	The following table presents the estimated future amortization expense of the Company’s amortizable intangible assets placed in service as of March 31, 2024. Future Amortization Expense (in thousands) Remainder of 2024 $ 57,329 2025 60,127 2026 43,758 2027 30,737 2028 26,012 Thereafter 98,585 Total $ 316,548

Other Balance Sheet Details (Ta

Other Balance Sheet Details (Tables)	3 Months Ended
	Mar. 31, 2024
Payables and Accruals [Abstract]
Schedule Of Accounts Payable And Accrued Expenses	The following table presents the components of accounts payable and accrued expenses on the Company’s condensed consolidated balance sheets as of each of the dates indicated. March 31, 2024 December 31, 2023 (in thousands) Accrued university and instructional staff compensation $ 28,666 $ 28,339 Accrued marketing expenses 26,271 19,652 Accrued compensation and related benefits 13,613 9,870 Accounts payable and other accrued expenses 45,450 45,517 Total accounts payable and accrued expenses $ 114,000 $ 103,378

Commitment and Contingencies (T

Commitment and Contingencies (Tables)	3 Months Ended
	Mar. 31, 2024
Commitments and Contingencies Disclosure [Abstract]
Schedule Of Future Minimum Payments To University Clients	The following table presents the estimated future minimum payments due to university clients as of March 31, 2024. Future Minimum Payments (in thousands) Remainder of 2024 $ 3,523 2025 3,500 2026 3,500 2027 3,500 2028 3,500 Thereafter — Total future minimum payments to university clients $ 17,523

Restructuring Charges (Tables)

Restructuring Charges (Tables)	3 Months Ended
	Mar. 31, 2024
Restructuring and Related Activities [Abstract]
Schedule Of Restructuring Charges By Reportable Segment	The following table presents restructuring charges by reportable segment on the Company’s condensed consolidated statements of operations for the periods indicated. Three Months Ended Three Months Ended Degree Program Segment Alternative Credential Segment Degree Program Segment Alternative Credential Segment Leadership and organizational structure changes Severance and severance-related costs $ 1,140 $ 308 $ — $ — 2022 Strategic Realignment Plan Severance and severance-related costs — — 1,231 — Lease and lease-related charges 2,011 742 2,143 759 Professional and other fees relating to restructuring activities — 119 340 — Other* — — 13 — 2,011 861 3,727 759 Other restructuring charges** 407 — 380 9 Total restructuring charges $ 3,558 $ 1,169 $ 4,107 $ 768 * Includes the acceleration of certain technology and content development costs. ** Includes severance and severance-related costs and lease-related charges.
Schedule Of Adjustments To The Accrued Restructuring Liability	The following table presents the additions and adjustments to the accrued restructuring liability on the Company’s condensed consolidated balance sheets for the periods indicated. Balance as of December 31, 2023 Additional Costs Cash Payments Balance as of March 31, 2024 (in thousands) Leadership and organizational structure changes Severance and severance-related costs $ 9,779 $ 1,319 $ (5,219) $ 5,879 2022 Strategic Realignment Plan Severance and severance-related costs 4,093 — (2,786) 1,307 Professional and other fees relating to restructuring activities 363 232 (550) 45 Lease and lease-related charges 28 3,131 (3,132) 27 Other severance and severance-related costs 243 — (92) 151 Total restructuring $ 14,506 $ 4,682 $ (11,779) $ 7,409

Leases (Tables)

Leases (Tables)	3 Months Ended
	Mar. 31, 2024
Leases [Abstract]
Schedule Of Lease Cost	The following table presents the components of lease expense on the Company’s condensed consolidated statements of operations and comprehensive loss for each of the periods indicated. Three Months Ended 2024 2023 (in thousands) Operating lease expense $ 4,168 $ 4,457 Short-term lease expense 43 34 Variable lease expense 1,930 1,907 Sublease income (636) (427) Total lease expense $ 5,505 $ 5,971
Schedule Of Maturities Of Operating Lease Liabilities	The following table presents the maturities of the Company’s operating lease liabilities as of the date indicated, and excludes the impact of future sublease income totaling $4.1 million in aggregate. March 31, 2024 (in thousands) Remainder of 2024 $ 18,106 2025 20,440 2026 20,991 2027 21,564 2028 17,083 Thereafter 32,281 Total lease payments 130,465 Less: imputed interest (36,269) Total lease liability $ 94,196

Debt (Tables)

Debt (Tables)	3 Months Ended
	Mar. 31, 2024
Debt Disclosure [Abstract]
Schedule Of Long-term Debt	The following table presents the components of outstanding long-term debt on the Company’s condensed consolidated balance sheets as of each of the dates indicated. March 31, 2024 December 31, 2023 (in thousands) Term loan facilities $ 375,250 $ 376,200 Revolving facility 40,000 40,000 Convertible senior notes 527,000 527,000 Deferred government grant obligations 3,500 3,500 Other borrowings 1,273 1,699 Less: unamortized debt discount and issuance costs (40,648) (43,670) Total debt 906,375 904,729 Less: current portion of long-term debt (7,959) (8,215) Total long-term debt $ 898,416 $ 896,514 The net carrying amount of the 2025 Notes consists of the following as of each of the dates indicated: March 31, 2024 December 31, 2023 (in thousands) Principal $ 380,000 $ 380,000 Unamortized issuance costs (2,282) (2,807) Net carrying amount $ 377,718 $ 377,193 The net carrying amount of the 2030 Notes consist of the following as of the date indicated: March 31, 2024 December 31, 2023 (in thousands) Principal $ 147,000 $ 147,000 Unamortized debt discount and issuance costs (18,402) (19,136) Net carrying amount $ 128,598 $ 127,864
Schedule Of Maturities Of Long-term Debt	Future principal payments for the term loan under the Second Amended Credit Agreement, the 2025 Notes, the 2030 Notes, and the government grants, as of the date indicated are as follows: March 31, 2024 (in thousands) Remainder of 2024* $ 6,350 2025 383,800 2026 368,600 2027 — 2028 — Thereafter 147,000 Total future principal payments $ 905,750 * Amounts due in 2024 include $1.5 million and $2.0 million of conditional loan obligations that may be forgiven, provided that the Company attains certain conditions related to employment levels at 2U’s Lanham, Maryland headquarters.

Stockholders' Equity (Tables)

Stockholders' Equity (Tables)	3 Months Ended
	Mar. 31, 2024
Equity [Abstract]
Schedule Of Shares Of Common Stock Reserved For Future Issuance	As of March 31, 2024, there were 83,644,026 shares of common stock outstanding, and the Company had reserved a total of 46,969,043 of its authorized shares of common stock for future issuance as follows: Shares Reserved for Future Issuance Outstanding restricted stock units 3,514,250 Outstanding performance restricted stock units 2,919,288 Outstanding stock options 3,422,446 Reserved for convertible senior notes 37,113,059 Total shares of common stock reserved for future issuance 46,969,043
Schedule Of Stock-based Compensation Expense Included In The Consolidated Statements Of Operations And Comprehensive Loss	The following table presents stock-based compensation expense related to the 2014 Plan and the ESPP, contained on the following line items on the Company’s condensed consolidated statements of operations and comprehensive loss for each of the periods indicated. Three Months Ended 2024 2023 (in thousands) Curriculum and teaching $ 40 $ 40 Servicing and support 1,474 3,277 Technology and content development 609 1,657 Marketing and sales 513 1,154 General and administrative 2,688 8,435 Total stock-based compensation expense $ 5,324 $ 14,563
Schedule Of Restricted And Performance Restricted Stock Unit Activity	The following table presents a summary of the Company’s RSU activity for the period indicated. No RSUs were granted during the three months ended March 31, 2024. Number of Weighted- Outstanding balance as of December 31, 2023 4,595,630 $ 8.09 Granted — — Vested (681,643) 10.45 Forfeited (399,737) 7.77 Outstanding balance as of March 31, 2024 3,514,250 $ 7.67 The following table presents a summary of the Company’s PRSU activity for the period indicated. Number of Weighted- Outstanding balance as of December 31, 2023 1,404,125 $ 11.15 Granted 1,780,669 0.44 Vested — — Forfeited (265,506) 0.40 Outstanding balance as of March 31, 2024 2,919,288 $ 5.59
Schedule Of Assumptions Used For Estimating The Fair Value Of The Stock Options Granted	The following tables present a summary of (i) for the three months ended March 31, 2024 and 2023, the assumptions used for estimating the fair values of the TSR-performance component of the PRSUs, and (ii) for the three months ended March 31, 2024, the assumptions used for estimating the fair value of the PRSUs subject to market-based vesting conditions. As of March 31, 2024 and December 31, 2023, there were 0.4 million and 1.2 million outstanding PRSUs for which the performance metrics had not been defined as of each respective date. Accordingly, such awards are not considered granted for accounting purposes as of March 31, 2024 and December 31, 2023, and have been excluded from the tables below. Three Months Ended 2024 2023 Risk-free interest rate 5.11% 4.68% Expected term (years) 1.00 1.00 Expected volatility 162% 108% Dividend yield 0% 0% Three Months Ended March 31, 2024 Risk-free interest rate 4.33% Expected term (years) 1.30 Expected volatility 126% Dividend yield 0% The following table summarizes the assumptions used for estimating the fair value of the stock options granted for the period presented. No stock options were granted during the three months ended March 31, 2024. Three Months Ended Risk-free interest rate 3.6% Expected term (years) 5.69 Expected volatility 87% Dividend yield 0% Weighted-average grant date fair value per share $4.93
Schedule Of Stock Option Activity	The following table presents a summary of the Company’s stock option activity for the period indicated. Number of Weighted-Average Weighted-Average Aggregate Outstanding balance as of December 31, 2023 4,103,758 $ 27.79 4.63 $ — Granted — — 0.00 Exercised — — 0.00 Forfeited (85,812) 10.11 Expired (595,500) 14.58 Outstanding balance as of March 31, 2024 3,422,446 30.53 4.84 — Exercisable as of March 31, 2024 2,799,038 $ 34.23 4.21 $ —

Net Loss per Share (Tables)

Net Loss per Share (Tables)	3 Months Ended
	Mar. 31, 2024
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 each of the periods indicated. Three Months Ended 2024 2023 Stock options 3,422,446 5,138,770 Restricted stock units 3,514,250 7,424,337 Performance restricted stock units 2,919,288 2,181,702 Shares related to convertible senior notes 29,776,706 29,776,706 Total antidilutive securities 39,632,690 44,521,515
Schedule Of Calculation Of Basic And Diluted Net Loss Per Share	The following table presents the calculation of the Company’s basic and diluted net loss per share for each of the periods indicated. Three Months Ended 2024 2023 Numerator (in thousands): Net loss $ (54,649) $ (54,062) Denominator: Weighted-average shares of common stock outstanding, basic and diluted 83,448,101 79,310,434 Net loss per share, basic and diluted $ (0.65) $ (0.68)

Segment and Geographic Inform_2

Segment and Geographic Information (Tables)	3 Months Ended
	Mar. 31, 2024
Segment Reporting [Abstract]
Schedule Of Revenue, Segment Profitability And Segment Profitability Margin By Segment	The following table presents financial information regarding each of the Company’s reportable segment’s results of operations for each of the periods indicated. Three Months Ended 2024 2023 (dollars in thousands) Revenue by segment* Degree Program Segment $ 111,546 $ 140,480 Alternative Credential Segment 86,831 98,024 Total revenue $ 198,377 $ 238,504 Segment profitability** Degree Program Segment $ 31,985 $ 47,204 Alternative Credential Segment (14,690) (17,013) Total segment profitability $ 17,295 $ 30,191 Segment profitability margin*** Degree Program Segment 28.7 % 33.6 % Alternative Credential Segment (16.9) (17.4) Total segment profitability margin 8.7 % 12.7 % * The Company has excluded immaterial amounts of intersegment revenues from each of the three months ended March 31, 2024 and 2023. ** The Company defines segment profitability as net income or net loss, as applicable, before net interest income (expense), other income (expense), net, taxes, depreciation and amortization expense, transaction costs, integration costs, performance improvement initiative implementation expense, restructuring-related costs, stockholder activism costs, certain litigation-related costs, consisting of fees for certain non-ordinary course litigation and other proceedings, impairment charges, debt modification expense and losses on debt extinguishment, 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 presents a reconciliation of the Company’s total segment profitability to net loss for each of the periods indicated. Three Months Ended 2024 2023 (in thousands) Net loss $ (54,649) $ (54,062) Adjustments: Stock-based compensation expense 5,324 14,563 Other expense (income), net 8,404 (607) Net interest expense 18,690 17,592 Income tax expense 233 113 Depreciation and amortization expense 24,686 30,020 Debt modification expense and loss on debt extinguishment — 16,735 Restructuring charges 4,727 4,875 Other* 9,880 962 Total adjustments 71,944 84,253 Total segment profitability $ 17,295 $ 30,191 * Includes (i) transaction and integration costs of $0.3 million and $0.1 million for the three months ended March 31, 2024 and 2023, respectively, (ii) litigation-related costs of $2.6 million and $0.8 million for the three months ended March 31, 2024 and 2023, respectively, and (iii) performance improvement initiative implementation expense of $7.0 million and $0 for the three months ended March 31, 2024 and 2023, respectively.
Schedule Of Total Assets By Segment	The following table presents the Company’s total assets by segment as of each of the dates indicated. March 31, December 31, (in thousands) Total assets Degree Program Segment $ 358,426 $ 377,395 Alternative Credential Segment 1,074,511 1,082,288 Total assets $ 1,432,937 $ 1,459,683

Receivables and Contract Liab_2

Receivables and Contract Liabilities (Tables)	3 Months Ended
	Mar. 31, 2024
Receivables And Contract Liabilities Disclosure [Abstract]
Schedule Of Receivables	The following table presents the Company’s trade accounts receivable in each segment as of each of the dates indicated. March 31, December 31, (in thousands) Degree Program Segment accounts receivable $ 11,483 $ 3,207 Degree Program Segment unbilled revenue 17,584 72,525 Alternative Credential Segment accounts receivable 45,187 47,455 Total 74,254 123,187 Less: Provision for credit losses (7,019) (7,243) Trade accounts receivable, net $ 67,235 $ 115,944 March 31, December 31, (in thousands) Other receivables, amortized cost $ 49,546 $ 49,358 Less: Provision for credit losses (10,395) (8,558) Other receivables, net $ 39,151 $ 40,800 Other receivables, net, current $ 24,196 $ 28,293 Other receivables, net, non-current $ 14,955 $ 12,507
Schedule Of Accounts Receivable, Allowance For Credit Loss	The following table presents the change in provision for credit losses for trade accounts receivable on the Company’s condensed consolidated balance sheets for the period indicated. Provision for Credit Losses (in thousands) Balance as of December 31, 2023 $ 7,243 Current period provision 1,036 Amounts written off (1,245) Foreign currency translation adjustments (15) Balance as of March 31, 2024 $ 7,019
Schedule Of Other Receivable, Allowance For Credit Loss	The following table presents the change in provision for credit losses for other receivables on the Company’s condensed consolidated balance sheets for the period indicated. Provision for Credit Losses (in thousands) Balance as of December 31, 2023 $ 8,558 Current period provision 1,837 Balance as of March 31, 2024 $ 10,395
Schedule Of Other Receivable Credit Quality Indicators	The following tables present other receivables, at amortized cost including interest accretion, by credit quality indicator and year of origination, as of the dates indicated. March 31, 2024 Year of Origination 2024 2023 2022 2021 2020 & Prior Total (in thousands) Credit Quality Tier High $ 3,874 $ 8,184 $ 244 $ 492 $ 1,073 $ 13,867 Mid 4,317 8,755 2,759 2,111 2,867 20,809 Low 2,837 4,906 2,092 2,090 2,945 14,870 Total $ 11,028 $ 21,845 $ 5,095 $ 4,693 $ 6,885 $ 49,546 December 31, 2023 Year of Origination 2023 2022 2021 2020 2019 & Prior Total (in thousands) Credit Quality Tier High $ 12,744 $ 1,229 $ 404 $ 311 $ 205 $ 14,893 Mid 13,178 3,067 2,614 735 674 20,268 Low 7,658 2,464 2,684 734 657 14,197 Total $ 33,580 $ 6,760 $ 5,702 $ 1,780 $ 1,536 $ 49,358
Schedule Of Contract Liabilities By Segment	The following table presents the Company’s contract liabilities in each segment as of each of the dates indicated. March 31, December 31, (in thousands) Degree Program Segment deferred revenue $ 20,322 $ 1,735 Alternative Credential Segment deferred revenue 81,964 80,214 Total contract liabilities $ 102,286 $ 81,949

Organization (Details)

Organization (Details) people in Millions	3 Months Ended
	Mar. 31, 2024 learningOpportunity segment university people
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of registered learners | people	86
Number of universities and other leading institutions that company serves | university	260
Number of learning opportunities offered | learningOpportunity	4,600
Number of reportable segments | segment	2

Significant Accounting Polici_3

Significant Accounting Policies (Details)	3 Months Ended
	Mar. 31, 2024 USD ($) segment	Dec. 31, 2023 USD ($)	Jun. 30, 2023 USD ($) segment	Sep. 30, 2023	Jul. 01, 2023	Jan. 31, 2023 USD ($)	Jan. 09, 2023 USD ($)	Apr. 30, 2020 USD ($)
Property and Equipment, Net
Net carrying amount	$ 906,375,000	$ 904,729,000
Impairment charges		$ 62,800,000	$ 16,700,000
Impairment of indefinite lived intangibles			$ 117,400,000
Reporting unit carrying percentage (as a percent)		10%	10%	10%
Trade names
Property and Equipment, Net
Estimated useful life					25 years
Alternative Credential Segment
Property and Equipment, Net
Number of reporting units | segment			3
Degree Program Segment
Property and Equipment, Net
Number of reporting units | segment	1
Revolving Loan Facility | Line of Credit
Property and Equipment, Net
Principal							$ 40,000,000
Term Loan Agreement | Line of Credit
Property and Equipment, Net
Net carrying amount							$ 372,400,000
Second Amended Credit Agreement | Line of Credit
Property and Equipment, Net
Minimum recurring revenues	$ 900,000,000
Debt instrument, restrictive covenants, minimum recurring revenues	5,800,000
2025 Notes | Convertible senior notes
Property and Equipment, Net
Principal	380,000,000	$ 380,000,000						$ 380,000,000
Net carrying amount	377,718,000	377,193,000
Interest rate (as a percent)								2.25%
2030 Notes | Convertible senior notes
Property and Equipment, Net
Principal	147,000,000	147,000,000				$ 147,000,000
Net carrying amount	$ 128,598,000	$ 127,864,000
Interest rate (as a percent)						4.50%

Goodwill and Intangible Asset_2

Goodwill and Intangible Assets - Goodwill (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2024 USD ($)
Goodwill [Roll Forward]
Beginning balance	$ 880,339
Goodwill, accumulated impairment, beginning balance	(228,841)
Beginning balance	651,498
Foreign Currency Translation Adjustments	(1,490)
Ending balance	878,849
Goodwill, accumulated impairment ending balance	(228,841)
Ending balance	650,008
Degree Program Segment | Operating Segments
Goodwill [Roll Forward]
Beginning balance	192,459
Goodwill, accumulated impairment, beginning balance	0
Beginning balance	192,459
Foreign Currency Translation Adjustments	0
Ending balance	192,459
Goodwill, accumulated impairment ending balance	0
Ending balance	192,459
Alternative Credential Segment | Operating Segments
Goodwill [Roll Forward]
Beginning balance	687,880
Goodwill, accumulated impairment, beginning balance	(228,841)
Beginning balance	459,039
Foreign Currency Translation Adjustments	(1,490)
Ending balance	686,390
Goodwill, accumulated impairment ending balance	(228,841)
Ending balance	$ 457,549

Goodwill and Intangible Asset_3

Goodwill and Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Amortizable Intangible Assets
Gross Carrying Amount	$ 986,581	$ 987,392
Accumulated Amortization and Impairments	(629,503)	(616,194)
Total	357,078	371,198
Capitalized technology
Amortizable Intangible Assets
Gross Carrying Amount	251,689	245,867
Accumulated Amortization and Impairments	(168,016)	(159,155)
Total	$ 83,673	86,712
Capitalized technology | Minimum
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	3 years
Capitalized technology | Maximum
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	5 years
Capitalized content development
Amortizable Intangible Assets
Gross Carrying Amount	$ 234,688	233,592
Accumulated Amortization and Impairments	(181,540)	(176,374)
Total	$ 53,148	57,218
Capitalized content development | Minimum
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	4 years
Capitalized content development | Maximum
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	5 years
University client relationships
Amortizable Intangible Assets
Gross Carrying Amount	$ 208,198	208,823
Accumulated Amortization and Impairments	(80,675)	(75,849)
Total	$ 127,523	132,974
University client relationships | Minimum
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	9 years
University client relationships | Maximum
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	10 years
Enterprise client relationships
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	10 years
Amortizable Intangible Assets
Gross Carrying Amount	$ 14,300	14,300
Accumulated Amortization and Impairments	(3,396)	(3,039)
Total	10,904	11,261
Trade names and domain names
Amortizable Intangible Assets
Gross Carrying Amount	277,706	284,810
Accumulated Amortization and Impairments	(195,876)	(201,777)
Total	$ 81,830	83,033
Trade names and domain names | Minimum
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	5 years
Trade names and domain names | Maximum
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	25 years
Trade names
Amortizable Intangible Assets
Gross Carrying Amount	$ 255,000	255,000
Accumulated Amortization and Impairments	$ (176,700)	$ (176,700)

Goodwill and Intangible Asset_4

Goodwill and Intangible Assets - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Finite-Lived Intangible Assets [Line Items]
In process capitalized technology and content development	$ 357,078		$ 371,198
Amortization of intangible assets	22,100	$ 27,200
In Process Capitalized Technology and Content Development
Finite-Lived Intangible Assets [Line Items]
In process capitalized technology and content development	$ 40,500		$ 43,400

Goodwill and Intangible Asset_5

Goodwill and Intangible Assets - Estimated Future Amortization Expense and License agreement (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Future Amortization Expense
Total	$ 357,078	$ 371,198
Excluding In Process Capitalized Technology And Content Development
Future Amortization Expense
Remainder of 2024	57,329
2025	60,127
2026	43,758
2027	30,737
2028	26,012
Thereafter	98,585
Total	$ 316,548

Other Balance Sheet Details - N

Other Balance Sheet Details - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Prepaid assets	$ 20,500		$ 19,800
Deferred expenses incurred to integrate software	13,800		13,600
Amortization of capitalized software implementation costs	1,200	$ 800
Other current liabilities	46,598		44,348
Interest payable	13,700		13,600
Related Party
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Other current liabilities	$ 13,400		$ 10,500
Minimum | Capitalized technology
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Estimated useful life	3 years
Maximum | Capitalized technology
Research and Development Arrangement, Contract to Perform for Others [Line Items]
Estimated useful life	5 years

Other Balance Sheet Details - A

Other Balance Sheet Details - Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Payables and Accruals [Abstract]
Accrued university and instructional staff compensation	$ 28,666	$ 28,339
Accrued marketing expenses	26,271	19,652
Accrued compensation and related benefits	13,613	9,870
Accounts payable and other accrued expenses	45,450	45,517
Total accounts payable and accrued expenses	$ 114,000	$ 103,378

Commitments and Contingencies -

Commitments and Contingencies - Narrative (Details) - USD ($)	Oct. 10, 2023	Sep. 30, 2023
Commitments and Contingencies Disclosure [Abstract]
Plaintiff violation damages	$ 2,500
Purchase obligation		$ 30,000,000

Commitments and Contingencies_2

Commitments and Contingencies - Future Minimum Payments Due to University Clients (Details) $ in Thousands	Mar. 31, 2024 USD ($)
Future Minimum Payments
Remainder of 2024	$ 3,523
2025	3,500
2026	3,500
2027	3,500
2028	3,500
Thereafter	0
Total future minimum payments to university clients	$ 17,523

Restructuring Charges - Additio

Restructuring Charges - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Restructuring Cost and Reserve [Line Items]
Restructuring charges	$ 4,727	$ 4,875
2022 Strategic Realignment Plan
Restructuring Cost and Reserve [Line Items]
Restructuring charges	2,900	$ 4,500
Cumulative charges	58,500
Minimum | 2022 Strategic Realignment Plan
Restructuring Cost and Reserve [Line Items]
Additional restructuring charges	$ 70,000
Estimated remaining costs	1 year
Maximum | 2022 Strategic Realignment Plan
Restructuring Cost and Reserve [Line Items]
Additional restructuring charges	$ 75,000
Estimated remaining costs	7 years

Restructuring Charges - Schedul

Restructuring Charges - Schedule of Restructuring Charges by Reportable Segment (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Degree Program Segment
Restructuring Cost and Reserve [Line Items]
Total restructuring charges	$ 3,558	$ 4,107
Degree Program Segment | 2022 Strategic Realignment Plan
Restructuring Cost and Reserve [Line Items]
Total restructuring charges	2,011	3,727
Degree Program Segment | Severance and severance-related costs | Leadership and organizational structure changes
Restructuring Cost and Reserve [Line Items]
Total restructuring charges	1,140	0
Degree Program Segment | Severance and severance-related costs | 2022 Strategic Realignment Plan
Restructuring Cost and Reserve [Line Items]
Total restructuring charges	0	1,231
Degree Program Segment | Lease and lease-related charges | 2022 Strategic Realignment Plan
Restructuring Cost and Reserve [Line Items]
Total restructuring charges	2,011	2,143
Degree Program Segment | Professional and other fees relating to restructuring activities | 2022 Strategic Realignment Plan
Restructuring Cost and Reserve [Line Items]
Total restructuring charges	0	340
Degree Program Segment | Other | 2022 Strategic Realignment Plan
Restructuring Cost and Reserve [Line Items]
Total restructuring charges	0	13
Degree Program Segment | Other restructuring charges | Other restructuring charges
Restructuring Cost and Reserve [Line Items]
Total restructuring charges	407	380
Alternative Credential Segment
Restructuring Cost and Reserve [Line Items]
Total restructuring charges	1,169	768
Alternative Credential Segment | 2022 Strategic Realignment Plan
Restructuring Cost and Reserve [Line Items]
Total restructuring charges	861	759
Alternative Credential Segment | Severance and severance-related costs | Leadership and organizational structure changes
Restructuring Cost and Reserve [Line Items]
Total restructuring charges	308	0
Alternative Credential Segment | Severance and severance-related costs | 2022 Strategic Realignment Plan
Restructuring Cost and Reserve [Line Items]
Total restructuring charges	0	0
Alternative Credential Segment | Lease and lease-related charges | 2022 Strategic Realignment Plan
Restructuring Cost and Reserve [Line Items]
Total restructuring charges	742	759
Alternative Credential Segment | Professional and other fees relating to restructuring activities | 2022 Strategic Realignment Plan
Restructuring Cost and Reserve [Line Items]
Total restructuring charges	119	0
Alternative Credential Segment | Other | 2022 Strategic Realignment Plan
Restructuring Cost and Reserve [Line Items]
Total restructuring charges	0	0
Alternative Credential Segment | Other restructuring charges | Other restructuring charges
Restructuring Cost and Reserve [Line Items]
Total restructuring charges	$ 0	$ 9

Restructuring Charges - Sched_2

Restructuring Charges - Schedule of Adjustments to the Accrued Restructuring Liability (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2024 USD ($)
Restructuring Reserve [Roll Forward]
Beginning Balance	$ 14,506
Additional Costs	4,682
Cash Payments	(11,779)
Ending Balance	7,409
Other severance and severance-related costs
Restructuring Reserve [Roll Forward]
Beginning Balance	243
Additional Costs	0
Cash Payments	(92)
Ending Balance	151
Leadership and organizational structure changes | Leadership and organizational structure changes
Restructuring Reserve [Roll Forward]
Beginning Balance	9,779
Additional Costs	1,319
Cash Payments	(5,219)
Ending Balance	5,879
2022 Strategic Realignment Plan | Severance and severance-related costs
Restructuring Reserve [Roll Forward]
Beginning Balance	4,093
Additional Costs	0
Cash Payments	(2,786)
Ending Balance	1,307
2022 Strategic Realignment Plan | Professional and other fees relating to restructuring activities
Restructuring Reserve [Roll Forward]
Beginning Balance	363
Additional Costs	232
Cash Payments	(550)
Ending Balance	45
2022 Strategic Realignment Plan | Lease and lease-related charges
Restructuring Reserve [Roll Forward]
Beginning Balance	28
Additional Costs	3,131
Cash Payments	(3,132)
Ending Balance	$ 27

Leases - Narrative (Details)

Leases - Narrative (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Lessee, Lease, Description [Line Items]
Renewal term (in years)	5 years
Option to terminate, term (in years)	1 year
Weighted average remaining lease term (in years)	6 years
Weighted average discount rate	10.70%
Operating lease payments	$ 6.1	$ 6
Lease liabilities arising from obtaining right-of-use assets	0	$ 0
Future sublease income expected to be earned	$ 4.1
Minimum
Lessee, Lease, Description [Line Items]
Contract term (in years)	1 year
Maximum
Lessee, Lease, Description [Line Items]
Contract term (in years)	10 years

Leases - Lease Cost (Details)

Leases - Lease Cost (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Leases [Abstract]
Operating lease expense	$ 4,168	$ 4,457
Short-term lease expense	43	34
Variable lease expense	1,930	1,907
Sublease income	(636)	(427)
Total lease expense	$ 5,505	$ 5,971

Leases - Maturities of Operatin

Leases - Maturities of Operating Lease Liabilities (Details) $ in Thousands	Mar. 31, 2024 USD ($)
Leases [Abstract]
Remainder of 2024	$ 18,106
2025	20,440
2026	20,991
2027	21,564
2028	17,083
Thereafter	32,281
Total lease payments	130,465
Less: imputed interest	(36,269)
Total lease liability	$ 94,196

Debt - Long-Term Debt (Details)

Debt - Long-Term Debt (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Debt Instrument [Line Items]
Less: unamortized debt discount and issuance costs	$ (40,648)	$ (43,670)
Total debt	906,375	904,729
Less: current portion of long-term debt	(7,959)	(8,215)
Total long-term debt	898,416	896,514
Term loan facilities
Debt Instrument [Line Items]
Net carrying amount	375,250	376,200
Revolving facility
Debt Instrument [Line Items]
Net carrying amount	40,000	40,000
Convertible senior notes
Debt Instrument [Line Items]
Net carrying amount	527,000	527,000
Deferred government grant obligations
Debt Instrument [Line Items]
Net carrying amount	3,500	3,500
Other borrowings
Debt Instrument [Line Items]
Net carrying amount	$ 1,273	$ 1,699

Debt - Narrative (Details)

Debt - Narrative (Details)				1 Months Ended	3 Months Ended
	Jan. 11, 2023 USD ($) day $ / shares	Jan. 09, 2023 USD ($)	Apr. 30, 2020 USD ($) $ / shares	Apr. 30, 2020 USD ($) day $ / shares	Mar. 31, 2024 USD ($) day agreement	Mar. 31, 2023 USD ($)	Sep. 30, 2021 USD ($)	Dec. 31, 2023 USD ($)	Jan. 31, 2023 USD ($)	Jan. 08, 2023 USD ($)
Debt Instrument [Line Items]
Total debt					$ 906,375,000			$ 904,729,000
Debt instrument, unamortized debt discount and issuance costs					40,648,000			43,670,000
Proceeds from debt					0	$ 239,223,000
Loss on debt extinguishment					$ 0	12,123,000
Prince Georges County Maryland
Debt Instrument [Line Items]
Interest rate (as a percent)					3%
Standby Letters of Credit
Debt Instrument [Line Items]
Maximum borrowing capacity					$ 12,100,000
Prince Georges County Maryland
Debt Instrument [Line Items]
Number of contracts (in contracts) | agreement					2
Convertible Debt
Debt Instrument [Line Items]
Net carrying amount					$ 527,000,000			527,000,000
Revolving facility
Debt Instrument [Line Items]
Net carrying amount					40,000,000			40,000,000
Second Amended Credit Agreement
Debt Instrument [Line Items]
Debt instrument, restrictive covenants, minimum recurring revenues							$ 900,000,000
Deferred government grant obligations
Debt Instrument [Line Items]
Net carrying amount					3,500,000			3,500,000
Deferred government grant obligations | Prince Georges County Maryland
Debt Instrument [Line Items]
Net carrying amount					3,500,000
2025 Notes | Convertible Debt
Debt Instrument [Line Items]
Principal			$ 380,000,000	$ 380,000,000	380,000,000			380,000,000
Total debt					377,718,000			377,193,000
Interest rate (as a percent)			2.25%	2.25%
Interest expense, debt					$ 2,700,000	2,700,000
Proceeds from debt				$ 369,600,000
Debt instrument, effective interest rate (as a percent)					2.90%
Debt instrument, convertible, threshold consecutive trading days, sale price per share				130%
Debt instrument, convertible, threshold trading days | day				20
Debt instrument, convertible, threshold consecutive trading days | day				30
Debt instrument, convertible, threshold consecutive trading days, sale price per share | day				5
Debt instrument, convertible, measurement period | day				10
Debt instrument, threshold percentage of sales price per share				98%
Debt instrument, convertible, conversion ratio				0.0353773
Debt instrument, convertible, conversion price (in dollars per share) | $ / shares			$ 28.27	$ 28.27
2025 Notes | Convertible Debt | Minimum | Outstanding on January 30, 2025
Debt Instrument [Line Items]
Principal		$ 40,000,000
2025 Notes | Line of Credit | Minimum | Outstanding on January 1, 2025
Debt Instrument [Line Items]
Long-term debt, average amount outstanding		50,000,000
2025 Notes | Fair Value, Inputs, Level 2 | Convertible Debt
Debt Instrument [Line Items]
Long-term debt, fair value					$ 177,100,000			191,700,000
2030 Notes | Convertible Debt
Debt Instrument [Line Items]
Principal					147,000,000			147,000,000	$ 147,000,000
Total debt					128,598,000			127,864,000
Interest rate (as a percent)									4.50%
Interest expense, debt					$ 2,400,000	$ 2,000,000
Proceeds from debt	$ 127,100,000
Debt instrument, convertible, threshold consecutive trading days, sale price per share	130%
Debt instrument, convertible, threshold trading days | day	20
Debt instrument, convertible, threshold consecutive trading days | day					30
Debt instrument, convertible, conversion ratio	0.1111111
Debt instrument, convertible, conversion price (in dollars per share) | $ / shares	$ 9
Interest rate during period (as a percent)					7.50%	7.20%
2030 Notes | Fair Value, Inputs, Level 2 | Convertible Debt
Debt Instrument [Line Items]
Long-term debt, fair value					$ 51,200,000			55,000,000
Term Loan Agreement
Debt Instrument [Line Items]
Debt instrument, unamortized debt discount and issuance costs					$ 20,000,000			$ 21,700,000
Debt instrument, effective interest rate percentage					14.70%	13.80%
Term Loan Agreement | Line of Credit
Debt Instrument [Line Items]
Net carrying amount		380,000,000								$ 567,000,000
Total debt		$ 372,400,000
Prepayment premium (as a percent)		1%
Principal repayments					0.25%
Interest expense, debt					$ 14,100,000	$ 13,200,000
Loss on debt extinguishment						12,100,000
Unamortized issuance costs						$ 4,600,000
Term Loan Agreement | Line of Credit | Base Rate
Debt Instrument [Line Items]
Variable rate, applicable margin (as a percent)		5.50%
Interest rate (as a percent)					4.75%
Term Loan Agreement | Line of Credit | SOFR
Debt Instrument [Line Items]
Variable rate, applicable margin (as a percent)		6.50%
Term Loan Agreement | Line of Credit | Eurodollar
Debt Instrument [Line Items]
Interest rate (as a percent)					5.75%
Revolving Loan Facility
Debt Instrument [Line Items]
Debt instrument, effective interest rate percentage					10.90%	10.10%
Revolving Loan Facility | Line of Credit
Debt Instrument [Line Items]
Principal		$ 40,000,000
Revolving Loan Facility | Line of Credit | Base Rate
Debt Instrument [Line Items]
Variable rate, applicable margin (as a percent)		4.50%
Revolving Loan Facility | Line of Credit | SOFR
Debt Instrument [Line Items]
Variable rate, applicable margin (as a percent)		5.50%
The Notes | Convertible Debt
Debt Instrument [Line Items]
Capped call, cap price (in dollars per share) | $ / shares			$ 44.34
Cost of derivative				$ 50,500,000
Senior Secured Term Loan Facility | Line of Credit
Debt Instrument [Line Items]
Senior secured term loan facility				$ 250,000,000

Debt - Net Carrying Amount (Det

Debt - Net Carrying Amount (Details) - USD ($)	Mar. 31, 2024	Dec. 31, 2023	Jan. 31, 2023	Apr. 30, 2020
Debt Instrument [Line Items]
Total debt	$ 906,375,000	$ 904,729,000
2025 Notes | Convertible Debt
Debt Instrument [Line Items]
Principal	380,000,000	380,000,000		$ 380,000,000
Unamortized issuance costs	(2,282,000)	(2,807,000)
Total debt	377,718,000	377,193,000
2030 Notes | Convertible Debt
Debt Instrument [Line Items]
Principal	147,000,000	147,000,000	$ 147,000,000
Unamortized issuance costs	(18,402,000)	(19,136,000)
Total debt	$ 128,598,000	$ 127,864,000

Debt - Future Principal Payment

Debt - Future Principal Payments (Details) $ in Thousands	Mar. 31, 2024 USD ($)
Term Loan Facility, Convertible Notes And Government Grants
Debt Instrument [Line Items]
Remainder of 2024	$ 6,350
2025	383,800
2026	368,600
2027	0
2028	0
Thereafter	147,000
Total future principal payments	905,750
Conditional Loan Obligations | Lanham, Amount One
Debt Instrument [Line Items]
Remainder of 2024	1,500
Conditional Loan Obligations | Lanham, Amount Two
Debt Instrument [Line Items]
Remainder of 2024	$ 2,000

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Income Tax Disclosure [Abstract]
U.S. statutory federal income tax rate (less than )	1%	1%
Income tax expense	$ 233	$ 113

Stockholders' Equity - Common S

Stockholders' Equity - Common Stock (Details) - shares	Mar. 31, 2024	Dec. 31, 2023
Stockholders' Equity
Capital stock shares, authorized (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
Common stock, shares outstanding (in shares)	83,644,026	82,260,619
Common stock, shares issued (in shares)	83,644,026	82,260,619
Available shares of common stock reserved for future issuance (in shares)	46,969,043
Outstanding restricted stock units
Stockholders' Equity
Available shares of common stock reserved for future issuance (in shares)	3,514,250
Outstanding performance restricted stock units
Stockholders' Equity
Available shares of common stock reserved for future issuance (in shares)	2,919,288
Outstanding stock options
Stockholders' Equity
Available shares of common stock reserved for future issuance (in shares)	3,422,446
Reserved for convertible senior notes
Stockholders' Equity
Available shares of common stock reserved for future issuance (in shares)	37,113,059

Stockholders' Equity - Stock-ba

Stockholders' Equity - Stock-based Compensation Narrative (Details) - shares	Mar. 31, 2024	Jan. 01, 2024	Jun. 30, 2023	Jan. 01, 2023
Stockholders' Equity
Available shares of common stock reserved for future issuance (in shares)	46,969,043
Employee Stock
Stockholders' Equity
Available shares of common stock reserved for future issuance (in shares)	1,289,678
Equity Incentive Plan 2014
Stockholders' Equity
Increase in shares in available for future issuance (in shares)		4,113,030		3,916,733
Equity Incentive Plan 2017
Stockholders' Equity
Increase in shares in available for future issuance (in shares)			2,000,000

Stockholders' Equity - Stock-_2

Stockholders' Equity - Stock-based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Stock-based compensation expense included in the unaudited condensed consolidated statements of operations
Total stock-based compensation expense	$ 5,324	$ 14,563
Curriculum and teaching
Stock-based compensation expense included in the unaudited condensed consolidated statements of operations
Total stock-based compensation expense	40	40
Servicing and support
Stock-based compensation expense included in the unaudited condensed consolidated statements of operations
Total stock-based compensation expense	1,474	3,277
Technology and content development
Stock-based compensation expense included in the unaudited condensed consolidated statements of operations
Total stock-based compensation expense	609	1,657
Marketing and sales
Stock-based compensation expense included in the unaudited condensed consolidated statements of operations
Total stock-based compensation expense	513	1,154
General and administrative
Stock-based compensation expense included in the unaudited condensed consolidated statements of operations
Total stock-based compensation expense	$ 2,688	$ 8,435

Stockholders' Equity - Restrict

Stockholders' Equity - Restricted Stock Units Narrative (Details) - RSUs - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total fair value of RSUs and PRSUs vested	$ 0.7	$ 5.2
Total unrecognized compensation cost related to unvested RSUs	$ 17.1
Unrecognized compensation cost period expected to be realized	1 year 6 months
Granted (in shares)	0
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	3 years

Stockholders' Equity - Restri_2

Stockholders' Equity - Restricted Stock Units and Performance Restricted Stock Units (Details)	3 Months Ended
	Mar. 31, 2024 $ / shares shares
RSUs
Number of Units
Outstanding balance at the beginning of the period (in shares) | shares	4,595,630
Granted (in shares) | shares	0
Vested (in shares) | shares	(681,643)
Forfeited (in shares) | shares	(399,737)
Outstanding balance at the end of the period (in shares) | shares	3,514,250
Weighted- Average Grant Date Fair Value per Share
Outstanding at the beginning of the period (in dollars per share) | $ / shares	$ 8.09
Granted (in dollars per share) | $ / shares	0
Vested (in dollars per share) | $ / shares	10.45
Forfeited (in dollars per share) | $ / shares	7.77
Outstanding at the end of the period (in dollars per share) | $ / shares	$ 7.67
PRSUs
Number of Units
Outstanding balance at the beginning of the period (in shares) | shares	1,404,125
Granted (in shares) | shares	1,780,669
Vested (in shares) | shares	0
Forfeited (in shares) | shares	(265,506)
Outstanding balance at the end of the period (in shares) | shares	2,919,288
Weighted- Average Grant Date Fair Value per Share
Outstanding at the beginning of the period (in dollars per share) | $ / shares	$ 11.15
Granted (in dollars per share) | $ / shares	0.44
Vested (in dollars per share) | $ / shares	0
Forfeited (in dollars per share) | $ / shares	0.40
Outstanding at the end of the period (in dollars per share) | $ / shares	$ 5.59

Stockholders' Equity - Performa

Stockholders' Equity - Performance Restricted Stock Units Narrative (Details) $ / shares in Units, $ in Millions	1 Months Ended				3 Months Ended
	Feb. 29, 2024 $ / shares shares	Mar. 31, 2023 USD ($) $ / shares shares	Feb. 28, 2023 $ / shares shares	Mar. 31, 2022 USD ($) installment $ / shares shares	Mar. 31, 2024 USD ($) $ / shares shares	Mar. 31, 2023 USD ($) $ / shares shares	Mar. 31, 2022 USD ($) installment shares	Dec. 31, 2023 shares
Monte Carlo Valuation Model
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in dollars per share) | $ / shares	$ 0.39
First Performance Period | Monte Carlo Valuation Model
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in dollars per share) | $ / shares						$ 0.39
Second Performance Period | Monte Carlo Valuation Model
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in dollars per share) | $ / shares						$ 0
PRSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Awarded (in shares) | shares						1,400,000
Aggregate grant date fair value | $		$ 12.2				$ 12.2
Granted (in shares) | shares					1,780,669
Granted (in dollars per share) | $ / shares					$ 0.44
Share-based compensation, adjustment upon company's total shareholder return						20%
Total shareholder return multiplier maximum percent						0%
Percent of the award earned						0%
Expiration period					2 years
Outstanding balance (in shares) | shares					2,919,288			1,404,125
Total unrecognized compensation cost related to unvested RSUs | $					$ 1.9
Unrecognized compensation cost period expected to be realized					1 year 3 months 18 days
PRSUs | Monte Carlo Valuation Model
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in dollars per share) | $ / shares					$ 0.49
PRSUs | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
PRSU award vesting (as a percent)						150%	200%
Eligible vesting rights, percentage						130%
PRSUs | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
PRSU award vesting (as a percent)						0%	0%
Eligible vesting rights, percentage						0%
PRSUs | One And Three Year Performance Based Vesting, Stock Price Achievement
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Awarded (in shares) | shares							1,700,000
Aggregate grant date fair value | $				$ 20.4			$ 20.4
Share-based compensation number of installment | installment				3			3
Vesting period							1 year
Granted (in shares) | shares	300,000		600,000	600,000
Granted (in dollars per share) | $ / shares	$ 0.40	$ 7.15	$ 11.13	$ 10.77
Granted (in shares) | shares	400,000	500,000			800,000
Average stock price (in dollars per share) | $ / shares					$ 10
PRSUs | First Performance Period
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
PRSU award vesting (as a percent)					100%	125%
PRSUs | Second Performance Period
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
PRSU award vesting (as a percent)					27.80%
Performance Restricted Stock Units, Performance Metrics Not Yet Defined
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Outstanding balance (in shares) | shares					400,000			1,200,000

Stockholders' Equity - Fair Val

Stockholders' Equity - Fair Value Assumptions (Details) - $ / shares	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
PRSUs
Fair value assumptions and methodology
Risk-free interest rate	5.11%	4.68%
Expected term (years)	1 year	1 year
Expected volatility	162%	108%
Dividend yield	0%	0%
Stock Option
Fair value assumptions and methodology
Risk-free interest rate		3.60%
Expected term (years)		5 years 8 months 8 days
Expected volatility		87%
Dividend yield		0%
Weighted average grant date fair value (in dollars per share)		$ 4.93
Market Based PRSU
Fair value assumptions and methodology
Risk-free interest rate	4.33%
Expected term (years)	1 year 3 months 18 days
Expected volatility	126%
Dividend yield	0%

Stockholders' Equity - Stock Op

Stockholders' Equity - Stock Options (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2024	Dec. 31, 2023
Number of Options
Outstanding balance at the beginning of the period (in shares)	4,103,758
Granted (in shares)	0
Exercised (in shares)	0
Forfeited (in shares)	(85,812)
Expired (in shares)	(595,500)
Outstanding balance at the end of the period (in shares)	3,422,446	4,103,758
Exercisable at the end of the period (in shares)	2,799,038
Weighted-Average Exercise Price per Share
Outstanding balance at the beginning of the period (in dollars per share)	$ 27.79
Granted (in dollars per share)	0
Exercised (in dollars per share)	0
Forfeited (in dollars per share)	10.11
Expired (in dollars per share)	14.58
Outstanding balance at the end of the period (in dollars per share)	30.53	$ 27.79
Exercisable at the end of the period (in dollars per share)	$ 34.23
Weighted-Average Remaining Contractual Term (in years)
Outstanding balance (in years)	4 years 10 months 2 days	4 years 7 months 17 days
Granted (in years)	0 years
Exercised (in years)	0 years
Exercisable (in years)	4 years 2 months 15 days
Aggregate Intrinsic Value (in thousands)
Outstanding balance at the end of the period	$ 0	$ 0
Exercisable at the end of the period	$ 0

Stockholders' Equity - Stock _2

Stockholders' Equity - Stock Option Narrative (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Stock-Based Compensation
Granted (in shares)	0
Stock Option
Stock-Based Compensation
Expiration period	10 years
Vesting period	3 years
Aggregate intrinsic value of employee options exercised		$ 0.1
Compensation cost related to the nonvested awards not yet recognized	$ 3.1
Unrecognized compensation cost period expected to be realized	10 months 24 days

Net Loss per Share (Details)

Net Loss per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Potential dilutive securities that would have been anti-dilutive
Potential dilutive securities that would have been anti-dilutive due to net loss (in shares)	39,632,690	44,521,515
Numerator:
Net loss	$ (54,649)	$ (54,062)
Denominator:
Weighted-average shares of common stock outstanding, basic (in shares)	83,448,101	79,310,434
Weighted-average shares of common stock outstanding, diluted (in shares)	83,448,101	79,310,434
Net loss per share, basic (in dollars per share)	$ (0.65)	$ (0.68)
Net loss per share, diluted (in dollars per share)	$ (0.65)	$ (0.68)
Stock Option
Potential dilutive securities that would have been anti-dilutive
Potential dilutive securities that would have been anti-dilutive due to net loss (in shares)	3,422,446	5,138,770
Restricted stock units
Potential dilutive securities that would have been anti-dilutive
Potential dilutive securities that would have been anti-dilutive due to net loss (in shares)	3,514,250	7,424,337
Performance restricted stock units
Potential dilutive securities that would have been anti-dilutive
Potential dilutive securities that would have been anti-dilutive due to net loss (in shares)	2,919,288	2,181,702
Shares related to convertible senior notes
Potential dilutive securities that would have been anti-dilutive
Potential dilutive securities that would have been anti-dilutive due to net loss (in shares)	29,776,706	29,776,706

Segment and Geographic Inform_3

Segment and Geographic Information - Narrative (Details) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2024 USD ($) segment	Dec. 31, 2023 USD ($)
Segment Reporting Information [Line Items]
Number of reportable segments | segment	2
Accounts receivable, net	$ 67,235	$ 115,944
University Client 1 | Accounts Receivable, Net | Credit Concentration Risk | Degree Program Segment
Segment Reporting Information [Line Items]
Accounts receivable, net		$ 36,400
Percentage of concentration of credit risk		31%
University Client 2 | Accounts Receivable, Net | Credit Concentration Risk | Degree Program Segment
Segment Reporting Information [Line Items]
Accounts receivable, net		$ 14,300
Percentage of concentration of credit risk		12%

Segment and Geographic Inform_4

Segment and Geographic Information - Segment Results of Operations (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Segment Reporting Information [Line Items]
Total revenue	$ 198,377	$ 238,504
Total segment profitability	$ 17,295	$ 30,191
Total segment profitability margin	8.70%	12.70%
Degree Program Segment
Segment Reporting Information [Line Items]
Total revenue	$ 111,546	$ 140,480
Total segment profitability	$ 31,985	$ 47,204
Total segment profitability margin	28.70%	33.60%
Alternative Credential Segment
Segment Reporting Information [Line Items]
Total revenue	$ 86,831	$ 98,024
Total segment profitability	$ (14,690)	$ (17,013)
Total segment profitability margin	(16.90%)	(17.40%)

Segment and Geographic Inform_5

Segment and Geographic Information - Reconciliation of Net Loss to Total Segment Profitability (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Segment Reporting [Abstract]
Net loss	$ (54,649)	$ (54,062)
Adjustments:
Stock-based compensation expense	5,324	14,563
Other expense (income), net	8,404	(607)
Net interest expense	18,690	17,592
Income tax expense	233	113
Depreciation and amortization expense	24,686	30,020
Debt modification expense and loss on debt extinguishment	0	16,735
Restructuring charges	4,727	4,875
Other	9,880	962
Total adjustments	71,944	84,253
Total segment profitability	17,295	30,191
Transaction and integration costs	300	100
Stockholder activism costs	2,600	800
Performance improvement plan implementation expense	$ 7,000	$ 0

Segment and Geographic Inform_6

Segment and Geographic Information - Total Assets by Segment (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Segment Reporting Information [Line Items]
Total assets	$ 1,432,937	$ 1,459,683
Degree Program Segment
Segment Reporting Information [Line Items]
Total assets	358,426	377,395
Alternative Credential Segment
Segment Reporting Information [Line Items]
Total assets	$ 1,074,511	$ 1,082,288

Segment and Geographic Inform_7

Segment and Geographic Information - Geographical Information Narrative (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Geographical Information
Total revenue	$ 198,377	$ 238,504
Assets	1,432,937		$ 1,459,683
Alternative Credential Segment
Geographical Information
Total revenue	86,831	98,024
Assets	1,074,511		1,082,288
Non-US
Geographical Information
Total revenue	28,500	$ 30,700
Non-US | Alternative Credential Segment
Geographical Information
Assets	$ 3,200		$ 3,500

Receivables and Contract Liab_3

Receivables and Contract Liabilities - Trade Accounts Receivable and Contract Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Segment Reporting Information [Line Items]
Degree Program Segment and Alternative Credential Segment accounts receivable	$ 74,254	$ 123,187
Less: Provision for credit losses	(7,019)	(7,243)
Trade accounts receivable, net	67,235	115,944
Degree Program Segment
Segment Reporting Information [Line Items]
Degree Program Segment and Alternative Credential Segment accounts receivable	11,483	3,207
Degree Program Segment unbilled revenue	17,584	72,525
Alternative Credential Segment
Segment Reporting Information [Line Items]
Degree Program Segment and Alternative Credential Segment accounts receivable	$ 45,187	$ 47,455

Receivables and Contract Liab_4

Receivables and Contract Liabilities - Narrative (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended
	Jan. 31, 2024	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Segment Reporting Information [Line Items]
Accounts receivable, factored receivable purchase rate	88%
Accounts receivable, sale		$ 82,100
Proceeds from sale of accounts receivable		74,000
Loss on sale of receivables		$ 8,120	$ 0
Percentage of other receivables that are current (as a percent)		70%
Degree Program Segment
Segment Reporting Information [Line Items]
Degree Program Segment unbilled revenue		$ 17,584		$ 72,525
Contract with customer, liability, revenue recognized		1,700	1,100
Capitalized contract cost		1,000		1,000
Alternative Credential Segment
Segment Reporting Information [Line Items]
Contract with customer, liability, revenue recognized		$ 54,900	$ 54,900
Minimum
Segment Reporting Information [Line Items]
Trade receivables, term		12 months
Term of other receivables		12 months
Maximum
Segment Reporting Information [Line Items]
Trade receivables, term		24 months
Term of other receivables		42 months
Portfolio Management Agreement
Segment Reporting Information [Line Items]
Degree Program Segment unbilled revenue		$ 10,500		68,200
Accounts receivable noncurrent		$ 1,000		$ 16,900

Receivables and Contract Liab_5

Receivables and Contract Liabilities - Change in Provision for Credit Losses for Trade Receivables (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2024 USD ($)
Provision for Credit Losses
Beginning balance	$ 7,243
Current period provision	1,036
Amounts written off	(1,245)
Foreign currency translation adjustments	(15)
Ending balance	$ 7,019

Receivables and Contract Liab_6

Receivables and Contract Liabilities - Other Receivables (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Receivables And Contract Liabilities Disclosure [Abstract]
Other receivables, amortized cost	$ 49,546	$ 49,358
Less: Provision for credit losses	(10,395)	(8,558)
Other receivables, net	39,151	40,800
Other receivables, net, current	24,196	28,293
Other receivables, net, non-current	$ 14,955	$ 12,507

Receivables and Contract Liab_7

Receivables and Contract Liabilities - Change in Provision for Credit Losses for Other Receivables (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2024 USD ($)
Other Receivable, Allowance for Credit Loss [Roll Forward]
Balance as of December 31, 2023	$ 8,558
Current period provision	1,837
Balance as of March 31, 2024	$ 10,395

Receivables and Contract Liab_8

Receivables and Contract Liabilities - Other Receivables Credit Quality Indicators (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Financing Receivable, Credit Quality Indicator [Line Items]
Origination year	$ 11,028	$ 33,580
Origination year, one year before current fiscal year	21,845	6,760
Origination year, two years before current fiscal year	5,095	5,702
Origination year, three years before current fiscal year	4,693	1,780
Origination year, four years before current fiscal year	6,885	1,536
Total	49,546	49,358
High
Financing Receivable, Credit Quality Indicator [Line Items]
Origination year	3,874	12,744
Origination year, one year before current fiscal year	8,184	1,229
Origination year, two years before current fiscal year	244	404
Origination year, three years before current fiscal year	492	311
Origination year, four years before current fiscal year	1,073	205
Total	13,867	14,893
Mid
Financing Receivable, Credit Quality Indicator [Line Items]
Origination year	4,317	13,178
Origination year, one year before current fiscal year	8,755	3,067
Origination year, two years before current fiscal year	2,759	2,614
Origination year, three years before current fiscal year	2,111	735
Origination year, four years before current fiscal year	2,867	674
Total	20,809	20,268
Low
Financing Receivable, Credit Quality Indicator [Line Items]
Origination year	2,837	7,658
Origination year, one year before current fiscal year	4,906	2,464
Origination year, two years before current fiscal year	2,092	2,684
Origination year, three years before current fiscal year	2,090	734
Origination year, four years before current fiscal year	2,945	657
Total	$ 14,870	$ 14,197

Receivables and Contract Liab_9

Receivables and Contract Liabilities - Contract Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Segment Reporting Information [Line Items]
Total contract liabilities	$ 102,286	$ 81,949
Degree Program Segment
Segment Reporting Information [Line Items]
Total contract liabilities	20,322	1,735
Alternative Credential Segment
Segment Reporting Information [Line Items]
Total contract liabilities	$ 81,964	$ 80,214

Supplemental Cash Flow Inform_2

Supplemental Cash Flow Information (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Supplemental Cash Flow Elements [Abstract]
Cash interest payments	$ 16	$ 13.9
Unpaid capital expenditures	$ 1.4	$ 1