COVER PAGE
COVER PAGE - shares | 3 Months Ended | |
Jul. 31, 2020 | Sep. 10, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jul. 31, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-38175 | |
Entity Registrant Name | ASPEN GROUP, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 27-1933597 | |
Entity Address, Address Line One | 276 Fifth Avenue | |
Entity Address, Address Line Two | Suite 505 | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10001 | |
City Area Code | 480 | |
Local Phone Number | 407-7365 | |
Title of 12(b) Security | Common Stock, par value $0.001 | |
Trading Symbol | ASPU | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Small Business | true | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding (in shares) | 22,496,502 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --04-30 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2021 | |
Entity Central Index Key | 0001487198 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Jul. 31, 2020 | Apr. 30, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 15,899,293 | $ 14,350,554 |
Restricted cash | 3,060,269 | 3,556,211 |
Accounts receivable, net of allowance of $2,156,645 and $1,758,920, respectively | 14,662,231 | 14,326,791 |
Prepaid expenses | 993,541 | 941,671 |
Other receivables | 0 | 23,097 |
Other current assets | 113,123 | 173,090 |
Total current assets | 34,728,457 | 33,371,414 |
Property and equipment: | ||
Property and equipment, gross | 9,683,928 | 8,988,662 |
Less accumulated depreciation and amortization | (3,314,448) | (2,841,019) |
Total property and equipment, net | 6,369,480 | 6,147,643 |
Goodwill | 5,011,432 | 5,011,432 |
Accounts receivable, net of allowance of $625,963 and $625,963, respectively | 45,329 | 45,329 |
Long term contractual accounts receivable | 8,713,018 | 6,701,136 |
Debt issue cost, net | 43,056 | 182,418 |
Operating lease right of use asset, net | 7,264,584 | 6,412,851 |
Deposits and other assets | 150,406 | 355,831 |
Total assets | 70,328,322 | 66,239,511 |
Current liabilities: | ||
Accounts payable | 1,764,714 | 1,505,859 |
Accrued expenses | 1,127,992 | 537,413 |
Deferred revenue | 4,766,853 | 3,712,994 |
Due to students | 1,891,502 | 2,371,844 |
Operating lease obligations, current portion | 1,542,754 | 1,683,252 |
Other current liabilities | 288,033 | 545,711 |
Total current liabilities | 11,381,848 | 10,357,073 |
Convertible notes, net of discount of $1,409,828 and $1,550,854, respectively | 8,590,172 | 8,449,146 |
Operating lease obligations, less current portion | 6,677,566 | 5,685,335 |
Total liabilities | 26,649,586 | 24,491,554 |
Commitments and contingencies – see Note 10 | ||
Stockholders' equity: | ||
Preferred stock, $0.001 par value; 1,000,000 shares authorized, 0 issued and outstanding at July 31, 2020 and April 30, 2020 | 0 | 0 |
Common stock, $0.001 par value; 40,000,000 shares authorized, 21,727,075 issued and 21,710,408 outstanding at July 31, 2020; 18,665,551 issued and 18,648,884 outstanding at April 30, 2020 | 22,378 | 21,771 |
Additional paid-in capital | 92,378,584 | 89,505,216 |
Treasury stock (16,667 shares) | (70,000) | (70,000) |
Accumulated deficit | (48,652,226) | (47,709,030) |
Total stockholders’ equity | 43,678,736 | 41,747,957 |
Total liabilities and stockholders’ equity | 70,328,322 | 66,239,511 |
Computer equipment and hardware | ||
Property and equipment: | ||
Property and equipment, gross | 690,114 | 649,927 |
Furniture and fixtures | ||
Property and equipment: | ||
Property and equipment, gross | 1,007,099 | 1,007,099 |
Leasehold improvements | ||
Property and equipment: | ||
Property and equipment, gross | 892,279 | 867,024 |
Instructional equipment | ||
Property and equipment: | ||
Property and equipment, gross | 301,842 | 301,842 |
Software | ||
Property and equipment: | ||
Property and equipment, gross | 6,792,594 | 6,162,770 |
Finite-lived intangible assets, net | 4,426,747 | 4,112,961 |
Intangible assets, net | ||
Property and equipment: | ||
Finite-lived intangible assets, net | 7,900,000 | 7,900,000 |
Courseware, net | ||
Property and equipment: | ||
Finite-lived intangible assets, net | $ 102,560 | $ 111,457 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) | Jul. 31, 2020 | Apr. 30, 2020 |
Assets | ||
Accounts receivable, allowance | $ 2,156,645 | $ 1,758,920 |
Accounts receivable, secured, allowance | 625,963 | 625,963 |
Discount on debt instrument | $ 1,409,828 | $ 1,550,854 |
Stockholders' Equity: | ||
Preferred stock par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 1,000,000 | 1,000,000 |
Preferred stock issued (in shares) | 0 | 0 |
Preferred stock outstanding (in shares) | 0 | 0 |
Common stock par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 40,000,000 | 40,000,000 |
Common stock issued (in shares) | 22,377,744 | 21,770,520 |
Common stock outstanding (in shares) | 22,361,077 | 21,753,853 |
Treasury stock (in shares) | 16,667 | 16,667 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) | 3 Months Ended | |
Jul. 31, 2020 | Jul. 31, 2019 | |
Income Statement [Abstract] | ||
Revenues | $ 15,165,562 | $ 10,357,982 |
Operating expenses: | ||
Cost of revenues (exclusive of depreciation and amortization shown separately below) | 5,847,523 | 4,353,058 |
General and administrative | 8,793,756 | 6,796,251 |
Bad debt expense | 400,000 | 240,899 |
Depreciation and amortization | 490,624 | 606,574 |
Total operating expenses | 15,531,903 | 11,996,782 |
Operating loss | (366,341) | (1,638,800) |
Other income (expense): | ||
Other (expense) income, net | (123,298) | 22,802 |
Interest expense | (455,457) | (423,689) |
Total other expense, net | (578,755) | (400,887) |
Loss before income taxes | (945,096) | (2,039,687) |
Income tax (benefit) expense | (1,900) | 35,595 |
Net loss | $ (943,196) | $ (2,075,282) |
Net loss per share - basic and diluted (in dollars per share) | $ (0.04) | $ (0.11) |
Weighted average number of common stock outstanding - basic and diluted (in shares) | 22,094,409 | 18,733,317 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) | Total | Cumulative Effect, Period of Adoption, Adjustment | Common Stock | Additional Paid-In Capital | Treasury Stock | Accumulated Deficit | Accumulated DeficitCumulative Effect, Period of Adoption, Adjustment |
Beginning balance at Apr. 30, 2019 | $ 26,461,428 | $ (136,745) | $ 18,666 | $ 68,562,727 | $ (70,000) | $ (42,049,965) | $ (136,745) |
Beginning balance (in shares) at Apr. 30, 2019 | 18,665,551 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Stock-based compensation | 498,417 | 498,417 | |||||
Common stock issued for cashless stock options exercised | 0 | $ 102 | (102) | ||||
Common stock issued for cashless stock options exercised (in shares) | 101,894 | ||||||
Common stock issued for stock options exercised for cash | 45,190 | $ 22 | 45,168 | ||||
Common stock issued for stock options exercised for cash (in shares) | 21,876 | ||||||
Common stock issued for cashless warrant exercise | 0 | $ 19 | (19) | ||||
Common stock issued for cashless warrant exercise (in shares) | 19,403 | ||||||
Amortization of warrant based cost | 9,440 | 9,440 | |||||
Amortization of restricted stock issued for service | 30,597 | 30,597 | |||||
Restricted Stock Issued for Services, subject to vesting | 0 | $ 105 | (105) | ||||
Restricted Stock Issued for Services, subject to vesting (in shares) | 104,803 | ||||||
Net loss | (2,075,282) | (2,075,282) | |||||
Ending balance at Jul. 31, 2019 | 24,833,045 | $ 18,914 | 69,146,123 | (70,000) | (44,261,992) | ||
Ending balance (in shares) at Jul. 31, 2019 | 18,913,527 | ||||||
Beginning balance at Apr. 30, 2020 | 41,747,957 | $ 21,771 | 89,505,216 | (70,000) | (47,709,030) | ||
Beginning balance (in shares) at Apr. 30, 2020 | 21,770,520 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Stock-based compensation | 487,110 | 487,110 | |||||
Common stock issued for stock options exercised for cash | 1,269,982 | $ 415 | 1,269,567 | ||||
Common stock issued for stock options exercised for cash (in shares) | 415,175 | ||||||
Common stock issued for warrants exercised for cash | 1,081,792 | $ 192 | 1,081,600 | ||||
Common stock issued for warrants exercised for cash (in shares) | 192,049 | ||||||
Modification charge for warrants exercised | 25,966 | 25,966 | |||||
Amortization of warrant based cost | 9,125 | 9,125 | |||||
Net loss | (943,196) | (943,196) | |||||
Ending balance at Jul. 31, 2020 | $ 43,678,736 | $ 22,378 | $ 92,378,584 | $ (70,000) | $ (48,652,226) | ||
Ending balance (in shares) at Jul. 31, 2020 | 22,377,744 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 3 Months Ended | |
Jul. 31, 2020 | Jul. 31, 2019 | |
Cash flows from operating activities: | ||
Net loss | $ (943,196) | $ (2,075,282) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Bad debt expense | 400,000 | 240,899 |
Depreciation and amortization | 490,624 | 606,574 |
Stock-based compensation | 487,110 | 498,417 |
Warrants issued for services | 9,125 | 9,440 |
Loss on asset disposition | 0 | 20,240 |
Amortization of debt discounts | 141,026 | 65,702 |
Amortization of debt issue costs | 139,362 | 29,662 |
Modification charge for warrants exercised | (25,966) | 0 |
Non-cash payments to investor relations firm | 0 | 30,597 |
Other adjustments, net | 10,587 | 0 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (2,747,322) | (1,535,420) |
Prepaid expenses | (51,870) | (136,022) |
Other receivables | 23,097 | 710 |
Other current assets | 59,966 | 0 |
Deposits and other assets | 205,425 | 67,032 |
Accounts payable | 258,855 | (110,890) |
Accrued expenses | 590,579 | (73,663) |
Lease liabilities, net of right of use assets | 0 | 26,993 |
Due to students | (480,342) | 417,131 |
Deferred revenue | 1,053,859 | 224,172 |
Other current liabilities | (257,678) | 8,625 |
Net cash used in operating activities | (636,759) | (1,685,083) |
Cash flows from investing activities: | ||
Purchases of courseware and accreditation | (3,050) | (2,275) |
Purchases of property and equipment | (659,168) | (629,983) |
Net cash used in investing activities | (662,218) | (632,258) |
Cash flows from financing activities: | ||
Proceeds from stock options exercised and warrants exercised | 2,351,774 | 45,190 |
Net cash provided by financing activities | 2,351,774 | 45,190 |
Net increase (decrease) in cash and cash equivalents | 1,052,797 | (2,272,151) |
Cash, restricted cash, and cash equivalents at beginning of period | 17,906,765 | 9,967,752 |
Cash, restricted cash, and cash equivalents at end of period | 18,959,562 | 7,695,601 |
Supplemental disclosure cash flow information | ||
Cash paid for interest | 199,178 | 324,861 |
Cash paid for income taxes | 1,600 | 0 |
Supplemental disclosure of non-cash investing and financing activities | ||
Common stock issued for services | 0 | 178,447 |
Right-of-use lease asset offset against operating lease obligations | 851,733 | 8,196,106 |
Total cash and restricted cash | $ 18,959,562 | $ 7,695,601 |
Nature of Operations and Liquid
Nature of Operations and Liquidity | 3 Months Ended |
Jul. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations and Liquidity | Nature of Operations and Liquidity Overview Aspen Group, Inc. ("AGI") is an educational technology holding company. AGI has five subsidiaries, Aspen University Inc. ("Aspen University" or AUI") organized in 1987, Aspen Nursing of Arizona, Inc. ("ANAI"), Aspen Nursing of Florida, Inc. ("ANFI"), Aspen Nursing of Texas, Inc. ("ANTI"), and United States University Inc. ("United States University" or "USU"). ANAI, ANFI and ANTI are subsidiaries of Aspen University. All references to the “Company”, “AGI”, “Aspen Group”, “we”, “our” and “us” refer to Aspen Group, Inc., unless the context otherwise indicates. AGI leverages its education technology infrastructure and expertise to allow its two universities, Aspen University and United States University, to deliver on the vision of making college affordable again. Because we believe higher education should be a catalyst to our students’ long-term economic success, we exert financial prudence by offering affordable tuition that is one of the greatest values in higher education. AGI’s primary focus relative to future growth is to target the high growth nursing profession. As of July 31, 2020, 10,422 of 12,128 or 86% of all students across both universities are degree-seeking nursing students. Since 1993, Aspen University has been nationally accredited by the Distance Education and Accrediting Council (“DEAC”), a national accrediting agency recognized by the United States Department of Education (the “DOE”) and Council for Higher Education Accreditation ("CHEA"). On February 25, 2019, the DEAC informed Aspen University that it had renewed its accreditation for five years through January 2024. Since 2009, USU has been regionally accredited by WASC Senior College and University Commission. (“WSCUC”). Both universities are qualified to participate under the Higher Education Act of 1965, as amended (HEA) and the Federal student financial assistance programs (Title IV, HEA programs). USU has a provisional certification resulting from the ownership change of control in connection with the acquisition by AGI on December 1, 2017. Basis of Presentation Interim Financial Statements The interim consolidated financial statements included herein have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). In the opinion of the Company’s management, all adjustments (consisting of normal recurring adjustments and reclassifications and non-recurring adjustments) necessary to present fairly our results of operations for the three months ended July 31, 2020 and 2019, our cash flows for the three months ended July 31, 2020 and 2019, and our financial position as of July 31, 2020 have been made. The results of operations for such interim periods are not necessarily indicative of the operating results to be expected for the full year. Certain information and disclosures normally included in the notes to the annual consolidated financial statements have been condensed or omitted from these interim consolidated financial statements. Accordingly, these interim consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended April 30, 2020 as filed with the SEC on July 7, 2020. The April 30, 2020 balance sheet is derived from those statements. COVID-19 Update The COVID-19 crisis did not have a material impact on the Company’s financial results for the first quarter of fiscal year 2021, as evidenced by our increased revenues to $15.2 million. In fact, the Company’s two highest LTV programs, USU’s MSN-FNP and Aspen’s BSN Pre-Licensure program, saw enrollment tailwinds this quarter related to COVID. RN’s, looking to attain their nurse practitioner license to broaden their career options, drove MSN-FNP enrollment. Additionally, millennials, aspiring to become RNs, enrolled in the BSN Pre-Licensure program in Phoenix in record numbers, given that many have been furloughed or laid off since the pandemic first started. COVID-19 has focused a spotlight on the shortage of nurses in the U.S. and, in particular, the need for nurses with four-year and advanced degrees such as USU’s MSN-FNP and Aspen University’s DNP programs. We believe we will be operating in a tailwind environment for many years relative to the planned expansion of our Pre-Licensure BSN hybrid campus business. Liquidity At July 31, 2020, the Company had a cash and cash equivalents balance of $15,899,293 with an additional $3,060,269 in restricted cash. In March 2019, the Company entered into two loan agreements for a principal amount of $5 million each and received total proceeds of $10 million. In connection with the loan agreements, the Company issued 18 month senior secured promissory term notes, with the Company having the right to extend the term of the loans for an additional 12 months by paying a 1% one-time extension fee. On January 22, 2020, the term notes were exchanged for convertible notes maturing January 22, 2023. (See Note 6) On January 22, 2020, the Company closed on an underwritten public offering of common stock for net proceeds of approximately $16 million. The public offering was a condition precedent to the closing of the above refinancing. (See Note 6) On November 5, 2018 the Company entered into a three year, $5,000,000 senior revolving credit facility. There is currently no outstanding balance under that facility. (See Note 6) During the three months ended July 31, 2020 the Company's net cash increased by $1,052,797, which included using $636,759 in operating activities. The Company has analyzed its liquidity position and believes its current resources are adequate to meet anticipated liquidity needs for the next 12 months from the issuance date of this report. |
Significant Accounting Policies
Significant Accounting Policies | 3 Months Ended |
Jul. 31, 2020 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Basis of Presentation and Consolidation The Company prepares its consolidated financial statements in accordance with U.S. generally accepted accounting principles ("GAAP"). The consolidated financial statements include the accounts of AGI and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Accounting Estimates Management of the Company is required to make certain estimates, judgments and assumptions during the preparation of its consolidated financial statements in accordance with GAAP. These estimates, judgments and assumptions impact the reported amounts of assets, liabilities, revenue and expenses and the related disclosure of contingent assets and liabilities. Actual results could differ from those estimates. Significant estimates in the accompanying consolidated financial statements include the allowance for doubtful accounts and other receivables, the valuation of lease liabilities and the carrying value of the related right-of-use ("ROU") assets, depreciable lives of property and equipment, amortization periods and valuation of courseware, intangibles and software development costs, valuation of beneficial conversion features in convertible debt, valuation of goodwill, valuation of loss contingencies, valuation of stock-based compensation and the valuation allowance on deferred tax assets. Cash, Cash Equivalents, and Restricted Cash For the purposes of the consolidated statements of cash flows, the Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. As of July 31, 2020, restricted cash of $3,060,269 consists of $1,365,384 which is collateral for letters of credit for the Aspen University and USU facility operating leases and $255,708, which is collateral for a letter of credit issued by the bank. Also included are funds held for students for unbilled educational services that were received from Title IV and non-Title IV programs totaling $1,439,177. As an administrator of these Title IV program funds, the Company is required to maintain and restrict these funds pursuant to the terms of the program participation agreement with the U.S. Department of Education. As of April 30, 2020, restricted cash of $3,556,211 consists of $692,293 which is collateral for letters of credit for the Aspen University and USU facility operating leases and $255,708, which is collateral for a letter of credit issued by the bank and $71,828 which is related to USU’s receipt of Title IV funds and is required by the Department of Education ("DOE") in connection with the change of control of USU. Also included are funds held for students for unbilled educational services that were received from Title IV and non-Title IV programs totaling $2,536,382. As an administrator of these Title IV program funds, the Company is required to maintain and restrict these funds pursuant to the terms of the program participation agreement with the U.S. Department of Education. Concentration of Credit Risk The Company maintains its cash in bank and financial institution deposits that at times may exceed federally insured limits of $250,000 per financial institution. The Company has not experienced any losses in such accounts from inception through July 31, 2020. As of July 31, 2020 and April 30, 2020, the Company maintained deposits totaling $18,075,181 and $16,742,603, respectively, held in two separate institutions. Goodwill and Intangibles Goodwill currently represents the excess of purchase price over the fair market value of assets acquired and liabilities assumed from Educacion Significativa, LLC. Goodwill has an indefinite life and is not amortized. Goodwill is tested annually for impairment or if indicators are present. Intangible assets represent both indefinite lived and definite lived assets. Accreditation and regulatory approvals, trade name and trademarks are deemed to have indefinite useful lives and accordingly are not amortized but are tested annually for impairment. Student relationships and curriculums are deemed to have definite lives and are amortized accordingly. Fair Value Measurements Fair value is the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants. The Company classifies assets and liabilities recorded at fair value under the fair value hierarchy based upon the observability of inputs used in valuation techniques. Observable inputs (highest level) reflect market data obtained from independent sources, while unobservable inputs (lowest level) reflect internally developed market assumptions. The fair value measurements are classified under the following hierarchy: Level 1—Observable inputs that reflect quoted market prices (unadjusted) for identical assets and liabilities in active markets; Level 2—Observable inputs, other than quoted market prices, that are either directly or indirectly observable in the marketplace for identical or similar assets and liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets and liabilities; and Level 3—Unobservable inputs that are supported by little or no market activity that are significant to the fair value of assets or liabilities. The estimated fair value of certain financial instruments, including cash and cash equivalents, accounts receivable, accounts payable and accrued expenses are carried at historical cost basis, which approximates their fair values because of the short-term nature of these instruments. Accounts Receivable and Allowance for Doubtful Accounts Receivable All students are required to select both a primary and secondary payment option with respect to amounts due to AGI for tuition, fees and other expenses. As of July 31, 2020, the monthly payment plan represents approximately 64% of the payments that are made by active students, making it the most common payment type. In instances where a student selects financial aid as the primary payment option, he or she often selects personal cash as the secondary option. If a student who has selected financial aid as his or her primary payment option withdraws prior to the end of a course but after the date that AGI’s institutional refund period has expired, the student will have incurred the obligation to pay the full cost of the course. If the withdrawal occurs before the date at which the student has earned 100% of his or her financial aid, AGI may have to return all or a portion of the Title IV funds to the DOE and the student will owe AGI all amounts incurred that are in excess of the amount of financial aid that the student earned, and that AGI is entitled to retain. In this case, AGI must collect the receivable using the student’s second payment option. For accounts receivable from students, AGI records an allowance for doubtful accounts for estimated losses resulting from the inability, failure or refusal of its students to make required payments, which includes the recovery of financial aid funds advanced to a student for amounts in excess of the student’s cost of tuition and related fees. AGI determines the adequacy of its allowance for doubtful accounts using an allowance method based on an analysis of its historical bad debt experience, current economic trends, aging of the accounts receivable and each student’s status. AGI estimates the amounts to increase the allowance based upon the risk presented by the age of the receivables and student status. AGI writes off accounts receivable balances at the time the balances are deemed uncollectible. AGI continues to reflect accounts receivable with an offsetting allowance as long as management believes there is a reasonable possibility of collection. For accounts receivable from primary payors other than students, AGI estimates its allowance for doubtful accounts by evaluating specific accounts where information indicates the primary payors may have an inability to meet financial obligations, such as bankruptcy proceedings and receivable amounts outstanding for an extended period beyond contractual terms. In these cases, AGI uses assumptions and judgment, based on the best available facts and circumstances, to record a specific allowance for those primary payors against amounts due to reduce the receivable to the amount expected to be collected. These specific allowances are re-evaluated and adjusted as additional information is received. The amounts calculated are analyzed to determine the total amount of the allowance. AGI may also record a general allowance as necessary. Direct write-offs are taken in the period when AGI has exhausted its efforts to collect overdue and unpaid receivables or otherwise evaluate other circumstances that indicate that AGI should abandon such efforts. (See Note 8) When a student signs up for the monthly payment plan, there is a contractual amount that the Company can expect to earn over the life of the student’s program. This contractual amount cannot be recorded as an accounts receivable because, the student does have the option to stop attending. As a student takes a class, revenue is earned over the class term. Some students accelerate their program, taking two or more classes every eight week period, which increases the student’s accounts receivable balance. If any portion of that balance will be paid in a period greater than 12 months, that portion is reflected as long-term accounts receivable. At July 31, 2020 and April 30, 2020, those balances were $8,713,018 and $6,701,136, respectively, which amounts are evaluated and included in the allowance analysis as discussed above. The Company has determined that the long term accounts receivable do not constitute a significant financing component as the list price, cash selling price and promised consideration are equal. Further, the interest free financing portion of the monthly payment plans are not considered significant to the contract. Property and Equipment Property and equipment are recorded at cost less accumulated depreciation and amortization. Depreciation and amortization is computed using the straight-line method over the estimated useful lives of the related assets per the following table. Category Useful Life Computer equipment and hardware 3 years Software 5 years Instructional equipment 5 years Furniture and fixtures 7 years Leasehold improvements The lesser of 8 years or lease term Costs incurred to develop internal-use software during the preliminary project stage are expensed as incurred. Internal-use software development costs are capitalized during the application development stage, which is after: (i) the preliminary project stage is completed; and (ii) management authorizes and commits to funding the project and it is probable the project will be completed and used to perform the function intended. Capitalization ceases at the point the software project is substantially complete and ready for its intended use, and after all substantial testing is completed. Upgrades and enhancements are capitalized if it is probable that those expenditures will result in additional functionality. Amortization is provided for on a straight-line basis over the expected useful life of five years of the internal-use software development costs and related upgrades and enhancements. When existing software is replaced with new software, the unamortized costs of the old software are expensed when the new software is ready for its intended use. Leasehold improvements are amortized using the straight-line method over the lesser of eight years or lease term. Upon the retirement or disposition of property and equipment, the related cost and accumulated depreciation or amortization are removed and a gain or loss is recorded in the consolidated statements of operations. Repairs and maintenance costs are expensed in the period incurred. Courseware and Accreditation The Company records the costs of courseware and accreditation in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 350 “Intangibles - Goodwill and Other”. Generally, costs of courseware creation and enhancement are capitalized. Accreditation renewal or extension costs related to intangible assets are capitalized as incurred. Courseware is stated at cost less accumulated amortization. Amortization is provided for on a straight-line basis over the expected useful life of five years. Long-Lived Assets The Company assesses potential impairment to its long-lived assets when there is evidence that events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Events and circumstances considered by the Company in determining whether the carrying value of identifiable intangible assets and other long-lived assets may not be recoverable include, but are not limited to: significant changes in performance relative to expected operating results, significant changes in the use of the assets, significant negative industry or economic trends, a significant decline in the Company’s stock price for a sustained period of time, and changes in the Company’s business strategy. An impairment loss is recorded when the carrying amount of the long-lived asset is not recoverable and exceeds its fair value. The carrying amount of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. Any required impairment loss is measured as the amount by which the carrying amount of a long-lived asset exceeds fair value and is recorded as a reduction in the carrying value of the related asset and an expense to operating results. Due to Students The Company receives Title IV funds from the Department of Education to cover tuition and living expenses. After deducting tuition and fees, the Company sends checks for the remaining balances to the students. Leases The Company enters into various lease agreements in conducting its business. At the inception of each lease, the Company evaluates the lease agreement to determine whether the lease is an operating or financing lease. Leases may contain initial periods of free rent and/or periodic escalations. When such items are included in a lease agreement, the Company records rent expense on a straight-line basis over the initial term of a lease. The difference between the rent payment and the straight-line rent expense is recorded as additional amortization. The Company expenses any additional payments under its operating leases for taxes, insurance or other operating expenses as incurred. In February 2016, the FASB issued Accounting Standards Update ("ASU") No. 2016-2, Leases (Topic 842). This standard requires entities to recognize most operating leases on their balance sheets as right-of-use assets with a corresponding lease liability, along with disclosing certain key information about leasing arrangements. The Company adopted the standard effective May 1, 2019 using the cumulative effect adjustment transition method, which applies the provisions of the standard at the effective date without adjusting the comparative periods presented. The Company adopted the following practical expedients and elected the following accounting policies related to this standard: • Carry forward of historical lease classification; • Short-term lease accounting policy election allowing lessees to not recognize right-of-use assets and lease liabilities for leases with a term of 12 months or less; and • Not separate lease and non-lease components for office space and campus leases. The adoption of this standard resulted in the recognition of an initial operating lease right-of-use assets (“ROU’s”) and corresponding lease liabilities of approximately $8 million, on the unaudited consolidated balance sheet as of May 1, 2019. There was no impact to the Company’s net income or liquidity as a result of the adoption of this ASU. Additionally, the standard did not materially impact the Company's unaudited consolidated statements of cash flows. Disclosures related to the amount, timing, and uncertainty of cash flows arising from leases are included in Note 9. Treasury Stock Purchases and sales of treasury stock are accounted for using the cost method. Under this method, shares acquired are recorded at the acquisition price directly to the treasury stock account. Upon sale, the treasury stock account is reduced by the original acquisition price of the shares and any difference is recorded in equity. This method does not allow the company to recognize a gain or loss to income from the purchase and sale of treasury stock. Revenue Recognition and Deferred Revenue The Company follows Accounting Standards Codification 606 (ASC 606). ASC 606 is based on the principle that revenue is recognized to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This ASC also requires additional disclosure about the nature, amount, timing, and uncertainty of revenue and cash flows arising from customer purchase orders, including significant judgments. Our adoption of this ASC resulted in no change to our consolidated results of operations or our consolidated balance sheet and there was no cumulative effect adjustment. Revenues consist primarily of tuition and course fees derived from courses taught by the Company online as well as from related educational resources and services that the Company provides to its students. Under ASC 606, tuition fee revenue is recognized pro-rata over the applicable period of instruction and are not considered separate performance obligations. Non-tuition related revenue and fees are recognized as services are provided or when the goods are received by the student. (See Note 8) Deferred revenue represents the amount of tuition, fees, and other student payments received in excess of the portion recognized as revenue and it is included in current liabilities in the accompanying consolidated balance sheets. Other revenue may be recognized as sales occur or services are performed. Cost of Revenues Cost of revenues consists of two categories of cost, instructional costs and services, and marketing and promotional costs. Instructional Costs and Services Instructional costs and services consist primarily of costs related to the administration and delivery of the Company's educational programs. This expense category includes compensation costs associated with online faculty, technology license costs and costs associated with other support groups that provide services directly to the students and are included in cost of revenues. Marketing and Promotional Costs Marketing and promotional costs include costs associated with producing marketing materials and advertising. Such costs are generally affected by the cost of advertising media, the efficiency of the Company's marketing and recruiting efforts, and expenditures on advertising initiatives for new and existing academic programs. Non-direct response advertising activities are expensed as incurred, or the first time the advertising takes place, depending on the type of advertising activity. Total marketing and promotional costs was $2,790,810 and $2,209,239, for the three months ended July 31, 2020 and 2019, respectively, and are included in cost of revenue. General and Administrative General and administrative expenses include compensation of employees engaged in corporate management, finance, human resources, information technology, academic operations, compliance and other corporate functions. General and administrative expenses also include professional services fees, financial aid processing costs, non-capitalizable courseware and software costs, travel and entertainment expenses and facility costs. Legal Expenses All legal costs for litigation are charged to expense as incurred. Income Tax The Company uses the asset and liability method to compute the differences between the tax basis of assets and liabilities and the related financial statement amounts. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount that more likely than not will be realized. The Company has deferred tax assets and liabilities that reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Deferred tax assets are subject to periodic recoverability assessments. Realization of the deferred tax assets, net of deferred tax liabilities, is principally dependent upon achievement of projected future taxable income. The Company records a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. The Company accounts for uncertainty in income taxes using a two-step approach for evaluating tax positions. Step one, recognition, occurs when the Company concludes that a tax position, based solely on its technical merits, is more likely than not to be sustained upon examination. Step two, measurement, is only addressed if the position is more likely than not to be sustained. Under step two, the tax benefit is measured as the largest amount of benefit, determined on a cumulative probability basis, which is more likely than not to be realized upon ultimate settlement. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits in income tax expense. Accounting for Derivatives The Company evaluates its convertible instruments, options, warrants or other contracts to determine if those contracts or embedded components of those contracts qualify as derivatives to be separately accounted for under ASC Topic 815, “Derivatives and Hedging”. The result of this accounting treatment is that the fair value of the derivative is marked-to-market each balance sheet date and recorded as a liability. In the event that the fair value is recorded as a liability, the change in fair value is recorded in the statement of operations as other income (expense). Upon conversion, exercise, or other extinguishment (transaction) of a derivative instrument, the instrument is marked to fair value at the transaction date and then that fair value is recognized as an extinguishment gain or loss. Equity instruments that are initially classified as equity that become subject to reclassification under ASC Topic 815 are reclassified to liability at the fair value of the instrument on the reclassification date. The Company follows FASB ASU 2017-11, which simplifies the accounting for certain equity-linked financial instruments and embedded features with down round features that reduce the exercise price when the pricing of a future round of financing is lower. This allows the company to treat such instruments or their embedded features as equity instead of considering them as a derivative. If such a feature is triggered in a stand-alone instrument treated as equity, the value is measured pre-trigger and post-trigger. The difference in these two measurements is treated as a dividend, reducing income. The value recognized as a dividend is not subsequently remeasured, but in instances where the feature is triggered multiple times each instance is recognized. Stock-Based Compensation Stock-based compensation expense is measured at the grant date fair value of the award and is expensed over the requisite service period. For employee stock-based awards, the Company calculates the fair value of the award on the date of grant using the Black-Scholes option pricing model. Determining the fair value of stock-based awards at the grant date under this model requires judgment, including estimating volatility, employee stock option exercise behaviors and forfeiture rates. The assumptions used in calculating the fair value of stock-based awards represent the Company's best estimates, but these estimates involve inherent uncertainties and the application of management judgment. For non-employee stock-based awards, the Company follows ASU 2018-7, which substantially aligns share based compensation for employees and non-employees. Business Combinations We include the results of operations of businesses we acquire from the date of the respective acquisition. We allocate the purchase price of acquisitions to the assets acquired and liabilities assumed at fair value. The excess of the purchase price of an acquired business over the amount assigned to the assets acquired and liabilities assumed is recorded as goodwill. We expense transaction costs associated with business combinations as incurred. Net Loss Per Share Net loss per share is based on the weighted average number of shares of common stock outstanding during each period. Options to purchase 2,314,036 and 2,734,899 shares, 801,468 and 643,175 restricted stock units ("RSUs"), warrants to purchase 374,174 and 566,223 shares, unvested restricted stock of 16,448 and 24,672, and $10,000,000 of Convertible Debt (convertible into 1,398,602 common shares) were outstanding at July 31, 2020 and April 30, 2020, respectively, but were not included in the computation of diluted net loss per share because the effects would have been anti-dilutive. The options, warrants and convertible debt are considered to be common stock equivalents and are only included in the calculation of diluted earnings per share of common stock when their effect is dilutive. Segment Information The Company operates in one reportable segment as a single educational delivery operation using a core infrastructure that serves the curriculum and educational delivery needs of its online and campus students regardless of geography. The Company's chief operating decision makers, its Chief Executive Officer and Chief Academic Officer, manage the Company's operations as a whole. Recent Accounting Pronouncement not Yet Adopted ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which significantly changes how entities will measure credit losses for most financial assets, including accounts receivable. ASU No. 2016-13 will replace today’s “incurred loss” approach with an “expected loss” model, under which companies will recognize allowances based on expected rather than incurred losses. On November 15, 2019, the FASB delayed the effective date of Topic 326 for certain small public companies and other private companies until fiscal years beginning after December 15, 2022 for SEC filers that are eligible to be smaller reporting companies under the SEC’s definition, as well as private companies and not-for-profit entities. The Company is currently evaluating the new guidance and has not yet determined whether the adoption of the new standard will have a material impact on its consolidated financial statements or the method of adoption. Reclassifications Certain prior year amounts have been reclassified to conform to the current year presentation. |
Property and Equipment
Property and Equipment | 3 Months Ended |
Jul. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment As property and equipment reach the end of their useful lives, the fully expired assets are written off against the associated accumulated depreciation. There is no expense impact for such write offs. Property and equipment consisted of the following at July 31, 2020 and April 30, 2020: July 31, April 30, Computer equipment and hardware $ 690,114 $ 649,927 Furniture and fixtures 1,007,099 1,007,099 Leasehold improvements 892,279 867,024 Instructional equipment 301,842 301,842 Software 6,792,594 6,162,770 9,683,928 8,988,662 Accumulated depreciation and amortization (3,314,448) (2,841,019) Property and equipment, net $ 6,369,480 $ 6,147,643 Software consisted of the following at July 31, 2020 and April 30, 2020: July 31, April 30, Software $ 6,792,594 $ 6,162,770 Accumulated amortization (2,365,847) (2,049,809) Software, net $ 4,426,747 $ 4,112,961 Depreciation and amortization expense for property and equipment as well as the portion for just software amortization is presented below for the three months ended July 31, 2020 and 2019: Three Months Ended 2020 2019 Depreciation and amortization expense $ 478,677 $ 312,432 Software amortization expense $ 315,107 $ 170,189 The following is a schedule of estimated future amortization expense of software at July 31, 2020 (by fiscal year): Future Expense 2021 (remaining) $ 977,172 2022 1,223,745 2023 1,062,864 2024 775,078 2025 363,858 Thereafter 24,030 Total $ 4,426,747 |
USU Goodwill and Intangibles
USU Goodwill and Intangibles | 3 Months Ended |
Jul. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
USU Goodwill and Intangibles | USU Goodwill and Intangibles In connection with the acquisition of the USU business on December 1, 2017, the amount paid over the estimated fair values of the identifiable net assets was $5,011,432, which has been reflected in the consolidated balance sheet as goodwill. The goodwill resulting from the acquisition may become deductible for tax purposes in the future. The goodwill resulting from the acquisition is principally attributable to the future earnings potential associated with enrollment growth and other intangibles that do not qualify for separate recognition such as the assembled workforce. We assigned an indefinite useful life to the accreditation and regulatory approvals and the trade name and trademarks as we believe they have the ability to generate cash flows indefinitely. In addition, there are no legal, regulatory, contractual, economic or other factors to limit the intangibles’ useful life and the Company intends to renew the intangibles, as applicable, and renewal can be accomplished at little cost. We determined all other acquired intangibles are finite-lived and we are amortizing them on either a straight-line basis or using an accelerated method to reflect the pattern in which the economic benefits of the assets are expected to be consumed. The finite-lived assets became fully amortized during fiscal 2020. Amortization expense for the three months ended July 31, 2020 and 2019 were $0 and $275,000, respectively. Intangible assets consisted of the following at July 31, 2020 and April 30, 2020: July 31, April 30, Intangible assets $ 10,100,000 $ 10,100,000 Accumulated amortization (2,200,000) (2,200,000) Net intangible assets $ 7,900,000 $ 7,900,000 |
Courseware and Accreditation
Courseware and Accreditation | 3 Months Ended |
Jul. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Courseware and Accreditation | Courseware and Accreditation For the three months ended July 31, 2020, additional courseware and accreditation costs capitalized were $3,050. As courseware and accreditation reach the end of their useful life, they are written off against the accumulated amortization. There is no expense impact for such write-offs. Courseware and accreditation consisted of the following: July 31, April 30, Courseware $ 290,863 $ 287,813 Accreditation 59,350 59,350 Accumulated amortization (247,653) (235,706) Courseware and accreditation, net $ 102,560 $ 111,457 Amortization expense of courseware and accreditation for the three months ended July 31, 2020 and 2019 are as follows: Three Months Ended 2020 2019 Amortization expense $ 11,947 $ 19,142 The following is a schedule of estimated future amortization expense of courseware and accreditation at July 31, 2020 (by fiscal year): Future Expense 2021 (remaining) $ 28,050 2022 32,140 2023 26,615 2024 13,068 2025 1,980 Thereafter 707 Total $ 102,560 |
Debt
Debt | 3 Months Ended |
Jul. 31, 2020 | |
Debt Disclosure [Abstract] | |
Debt | Debt Convertible Notes On January 22, 2020, the Company issued $5 million in the principal amount convertible notes (“Convertible Notes”) to each of two lenders in exchange for the two $5 million notes issued under senior secured term loans entered into in March 2019 as discussed below (the “Term Loans”). The Convertible Notes automatically converted on September 14, 2020. See Note 11. “Subsequent Events.” The Company recorded a beneficial conversion feature on these Convertible Notes of $1,692,309. The closing of the refinancing was conditioned upon the Company conducting an equity financing resulting in gross proceeds to the Company of at least $10 million. On January 22, 2020, the Company closed on an underwritten public offering for net proceeds of approximately $16 million and the condition precedent to the closing of the refinancing was satisfied. The key terms of the Convertible Notes are as follows: • After six months from the issuance date, the lenders have the right to convert the principal into our shares of the Company’s common stock at a conversion price of $7.15 per share; • The Convertible Notes automatically convert into shares of the Company’s common stock if the average closing price of our common stock is at least $10.725 over a 20 consecutive trading day period; • The Convertible Notes are due January 22, 2023 or approximately three years from the closing; • The interest rate of the Convertible Notes is 7% per annum (payable monthly in arrears); and • The Convertible Notes are secured. The former notes under the Senior Secured Term Loans were due in September 2020 and were subject to a one-year extension and the payment of an extension fee for each note of $50,000 (total of $100,000). The Company also paid each lender $40,400 at closing of the Convertible Notes offering to cover taxes they would incur as part of the note exchange and paid their legal fees arising from the re-financing. In connection with refinancing of the Term Loans, on January 22, 2020, the Company also entered into an Investors/Registration Rights Agreement with the lenders whereby, upon request of the lenders on or after June 22, 2020, the Company must file and obtain and maintain the effectiveness of a registration statement registering the shares of common stock issued or issuable upon conversion of the Convertible Notes. The Company’s obligations under the Convertible Notes are secured by a first priority lien in certain deposit accounts of the Company, all current and future accounts receivable of Aspen University and USU, certain of the deposit accounts of Aspen University and USU, and all of the outstanding capital stock of Aspen University and USU (the “Collateral”). On March 6, 2019, in connection with entering into the Term Loan Agreements, the Company also entered into an intercreditor agreement (the “Intercreditor Agreement”) among the Company, the Lenders and the Foundation, individually. The Intercreditor Agreement provides among other things that the Company’s obligations under this agreement, and the security interests in the Collateral granted pursuant to the Term Loan Agreements and the Amended and Restated Facility Agreement shall rank pari passu to one another. The Security Agreement was amended on January 22, 2020 to give effect to the Convertible Note issuances. Revolving Credit Facility On November 5, 2018, the Company entered into a loan agreement (the “Credit Facility Agreement”) with the Leon and Toby Cooperman Family Foundation (the “Foundation”). The Credit Facility Agreement provides for a $5,000,000 revolving credit facility (the “Facility”) evidenced by a revolving promissory note (the “Revolving Note”). Borrowings under the Credit Facility Agreement bear interest at 12% per annum. The Facility matures on November 4, 2021. Pursuant to the terms of the Credit Facility Agreement, the Company agreed to pay to the Foundation a $100,000 one-time upfront Facility fee. The Company also agreed to pay the Foundation a commitment fee, payable quarterly at the rate of 2% per annum on the undrawn portion of the Facility. At July 31, 2020 and April 30, 2020, there were no outstanding borrowings under the Revolving Credit Facility. The Credit Facility Agreement contains customary representations and warranties, events of default and covenants. Pursuant to the Loan Agreement and the Revolving Note, all future or contemporaneous indebtedness incurred by the Company, other than indebtedness expressly permitted by the Credit Facility Agreement and the Revolving Note, will be subordinated to the Facility. Pursuant to the Credit Facility Agreement, on November 5, 2018 the Company issued to the Foundation warrants to purchase 92,049 shares of the Company’s common stock exercisable for five years from the date of issuance at the exercise price of $5.85 per share which were deemed to have a relative fair value of $255,071 (the "2018 Cooperman Warrants"). These warrants were exercised on June 8, 2020, see Note 7. The relative fair value of the warrants along with the upfront Facility fee were treated as debt issue costs, as the facility has not been drawn on, assets to be amortized over the term of the loan. Total unamortized costs at July 31, 2020 and April 30,2020 were $43,056 and $182,418, respectively. On March 6, 2019, in connection with entering into the Senior Secured Term Loans, the Company amended and restated the Credit Facility Agreement (the “Amended and Restated Facility Agreement”) and the Revolving Note. The Amended and Restated Facility Agreement provides among other things that the Company’s obligations thereunder are secured by a first priority lien in the Collateral, on a pari passu basis with the Lenders. Term Loans On March 6, 2019, the Company entered into two loan agreements (each a “Loan Agreement” and together, the “Loan Agreements”) with the Foundation, of which Mr. Leon Cooperman, a stockholder of the Company, is the trustee, and another stockholder of the Company (each a “Lender” and together, the “Lenders”). Each Loan Agreement provides for a $5,000,000 term loan (each a “Loan” and together, the “Loans”), evidenced by a term promissory note and security agreement (each a “Term Note” and together, the “Term Notes”), for combined total proceeds of $10,000,000 million. The Company borrowed $5,000,000 from each Lender that day. The Term Notes bear interest at 12% per annum and were to mature on September 6, 2020, subject to one 12-month extension upon the Company’s option, and upon payment of a 1% one-time extension fee. Pursuant to the Loan Agreements and the Term Notes, all future or contemporaneous indebtedness incurred by the Company, other than indebtedness expressly permitted by the Loan Agreements and the Term Notes, will be subordinated to the Loans. Pursuant to the Loan Agreements, on March 6, 2019 the Company issued to each Lender warrants to purchase 100,000 shares of the Company’s common stock exercisable for five years from the date of issuance at the exercise price of $6.00 per share. The two warrants were deemed to have a combined relative fair value of $360,516. The relative fair value along with closing costs of $33,693 were treated as debt discounts to be amortized over the term of the Loans. One Lender exercised 100,000 of these warrants (the "2019 Cooperman Warrants") on June 5, 2020, see Note 7. On January 22, 2020, the Senior Secured Term Loans were cancelled and exchanged for convertible notes as discussed above. In connection with this transaction, the Company wrote off approximately $182,000 of unamortized debt issuance costs as the transaction qualified as a debt extinguishment. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Jul. 31, 2020 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | Stockholders’ EquityPreferred Stock The Company is authorized to issue 1,000,000 shares of “blank check” preferred stock with designations, rights and preferences as may be determined from time to time by our Board of Directors. As of July 31, 2020 and April 30, 2020, we had no shares of preferred stock issued and outstanding. Common Stock The Company is authorized to issue 40,000,000 shares of common stock. During the three months ended July 31, 2020, the Company issued 415,175 shares of common stock upon the exercise of stock options for cash and received proceeds of $1,269,982. During the three months ended July 31, 2020, the Company issued 192,049 shares of common stock upon the exercise of warrants for cash and received proceeds of $1,081,792. Restricted Stock As of July 31, 2020 and 2019, there were 16,448 and 49,672 unvested shares of restricted common stock outstanding, respectively. Total unrecognized compensation expense related to the unvested shares as of July 31, 2020 and 2019 amounted to $59,651 and $225,129 respectively. Restricted Stock Units "RSUs" A summary of the Company’s Restricted Stock Unit activity which were granted under the 2012 and 2018 equity incentive plans during the three months ended July 31, 2020 is presented below: Restricted Stock Units Number of Shares Weighted Average Grant Price Unvested Balance Outstanding, April 30,2020 643,175 $ 5.64 Granted 158,793 9.12 Exercised — — Forfeits (500) 6.09 Vested — — Expired — — Unvested Balance Outstanding, July 31,2020 801,468 $ 6.33 In connection with 158,793 RSU grants, the grant date fair value of these awards range from $6.95 to $10.62 per share and the awards vest annually over three years. There were approximately 800,000 unvested RSUs as of July 31, 2020 including 375,000 RSUs described below. Total unrecognized compensation expense related to the unvested RSUs as of July 31, 2020 is approximately $4.4 million which will be amortized over the remaining vesting periods. On February 4, 2020, the Compensation Committee approved a 375,000 RSU grant to executives under the Company’s 2018 Equity Incentive Plan. As modified on June 18, 2020, one-half of the RSUs vest four years from the grant date, subject to accelerated vesting for all RSUs as follows: (i) if the closing price of the Company’s common stock is at least $9 for 20 consecutive trading days, 10% of the RSUs will vest immediately; (ii) if the closing price of the Company’s common stock is at least $10 for 20 consecutive trading days, 25% of the RSUs will vest immediately; and (iii) if the closing price of the Company’s common stock is at least $12 for 20 consecutive trading days, all of the unvested RSUs will vest immediately. On the grant date, the closing price of the Company’s common stock on The Nasdaq Global Market was $9.49 per share. The grants have a four year vesting period. For the three months ended July 31, 2020, amortization expense related to these RSUs was $111,211. See "Subsequent Events" Note for additional information on the accelerated vesting of 35% of the RSUs. Warrants A summary of the Company’s warrant activity during the three months ended July 31, 2020 is presented below: Warrants Number of Weighted Weighted Aggregate Balance Outstanding, April 30, 2020 566,223 $ 6.22 3.17 $ 950,100 Granted — $ — — — Exercised (192,049) $ 5.60 — — Surrendered — $ — — — Expired — $ — — — Balance Outstanding, July 31, 2020 374,174 $ 6.37 2.64 $ 908,156 Exercisable, July 31, 2020 374,174 $ 6.37 2.64 $ 908,156 OUTSTANDING WARRANTS EXERCISABLE WARRANTS Exercise Weighted Outstanding Weighted Weighted Exercisable $ 4.89 $ 4.89 50,000 $ 4.89 3.70 50,000 $ 6.00 $ 6.00 100,000 $ 6.00 3.60 100,000 $ 6.87 $ 6.87 224,174 $ 6.87 1.98 224,174 374,174 374,174 On June 5, 2020, the Company, as an inducement to exercise, reduced by 5% the exercise price of the common stock purchase warrants issued to The Leon and Toby Cooperman Family Foundation (the “Foundation”), of which Mr. Leon Cooperman, a stockholder of the Company, is the trustee. The warrants were issued on November 5, 2018 (the “2018 Cooperman Warrants”) and on March 5, 2019 (the “2019 Cooperman Warrants”). The 2018 Cooperman Warrants exercise price was reduced from $5.85 to $5.56 per share. The 2019 Cooperman Warrants exercise price was reduced from $6.00 to $5.70 per share. On June 8, 2020, the Foundation immediately exercised the 2018 and 2019 Cooperman Warrants paying the Company $1,081,792 and the Company issued 192,049 shares of common stock to the Foundation. The warrant modification and acceleration charge related to this transaction in the first quarter of fiscal year 2021 was approximately $26,000. Stock Incentive Plan and Stock Option Grants to Employees and Directors On March 13, 2012, the Company adopted the Aspen Group, Inc. 2012 Equity Incentive Plan (the “2012 Plan”) that provides for the grant of 3,500,000 shares in the form of incentive stock options, non-qualified stock options, restricted shares, stock appreciation rights and RSUs to employees, consultants, officers and directors. On December 13, 2018, the stockholders of the Company approved the Aspen Group, Inc. 2018 Equity Incentive Plan (the “2018 Plan”) that provides for the grant of 500,000 shares in the form of incentive stock options, non-qualified stock options, restricted shares, stock appreciation rights and RSUs to employees, consultants, officers and directors. On December 30, 2019, the Company held its Annual Meeting of Shareholders at which the shareholders voted to amend the 2018 Plan to increase the number of shares of common stock available for issuance under the 2018 Plan from 500,000 to 1,100,000 shares. As of July 31, 2020 and 2019, there were 74,032 and 10,852 shares remaining available for future issuance under the 2012 Plan and the 2018 Plan. The Company estimates the fair value of share-based compensation utilizing the Black-Scholes option pricing model, which is dependent upon several variables such as the expected option term, expected volatility of the Company’s stock price over the expected term, expected risk-free interest rate over the expected option term and expected dividend yield rate over the expected option term. The Company believes this valuation methodology is appropriate for estimating the fair value of stock options granted to employees and directors which are subject to ASC Topic 718 requirements. These amounts are estimates and thus may not be reflective of actual future results, nor amounts ultimately realized by recipients of these grants. The Company recognizes compensation on a straight-line basis over the requisite service period for each award. The following table summarizes the assumptions the Company utilized to record compensation expense for stock options granted to employees during the three months ended April 30, 2020. There were no options granted to employees during the three months ended July 31, 2020. July 31, April 30, Expected life (years) n/a 3.5 Expected volatility n/a 57.0 % Risk-free interest rate n/a 0.24 % Dividend yield n/a 0.00 % Expected forfeiture rate n/a n/a The Company utilized the simplified method to estimate the expected life for stock options granted to employees. The simplified method was used as the Company does not have sufficient historical data regarding stock option exercises. The expected volatility is based on historical volatility. The risk-free interest rate is based on the U.S. Treasury yields with terms equivalent to the expected life of the related option at the time of the grant. Dividend yield is based on historical trends. While the Company believes these estimates are reasonable, the compensation expense recorded would increase if the expected life was increased, a higher expected volatility was used, or if the expected dividend yield increased. A summary of the Company’s stock option activity for employees and directors during the three months ended July 31, 2020, is presented below: Options Number of Weighted Weighted Aggregate Balance Outstanding, April 30, 2020 2,732,899 $ 4.62 1.97 $ 9,146,198 Granted — — — — Exercised (415,175) 9.18 — — Forfeited (3,688) 6.94 — — Expired — — — — Balance Outstanding, July 31, 2020 2,314,036 $ 4.89 1.89 $ 9,073,489 Exercisable, July 31, 2020 1,884,793 $ 4.68 1.65 $ 7,797,166 OUTSTANDING OPTIONS EXERCISABLE OPTIONS Exercise Weighted Outstanding Weighted Weighted Exercisable $1.57 to $2.10 $ 2.02 306,166 $ 2.02 0.56 261,771 $2.28 to $2.76 $ 2.30 307,779 $ 2.30 0.27 307,779 $3.24 to $4.38 $ 3.90 318,174 $ 3.87 1.32 262,507 $4.50 to $5.20 $ 4.93 665,195 $ 4.91 1.98 536,597 $5.95 to $6.28 $ 6.08 75,751 $ 6.11 1.96 61,195 $7.17 to $7.55 $ 7.44 481,639 $ 7.41 3.16 342,056 $8.57 to $9.07 $ 8.98 159,332 $ 8.98 2.44 112,888 Options only 2,314,036 1,884,793 For the three months ended July 31, 2020, the Company recorded compensation expense of $168,734, $307,852 and $10,524, respectively, in connection with stock option, restricted stock units and restricted stock grants. As of July 31, 2020, there was approximately $550,000 of unrecognized compensation costs related to non-vested share-based option arrangements. That cost is expected to be recognized over a weighted-average period of approximately 2.0 years. As of July 31, 2020, there was approximately $4.4 million of unrecognized compensation costs related to non-vested RSU grants. That cost is expected to be recognized over a weighted-average period of approximately 4.0 years. As of July 31, 2020, there was approximately $60,000 of unrecognized compensation costs related to non-vested share-based common and restricted stock arrangements. That cost is expected to be recognized over a weighted-average period of approximately 1.5 years. |
Revenues
Revenues | 3 Months Ended |
Jul. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenues | Revenues Revenues consist primarily of tuition and fees derived from courses taught by the Company online as well as from related educational resources that the Company provides to its students, such as access to our online materials and learning management system. The Company’s educational programs have starting and ending dates that differ from its fiscal quarters. Therefore, at the end of each fiscal quarter, a portion of revenue from these programs is not yet earned and is therefore deferred. The Company also charges students fees for library and technology costs, which are recognized over the related service period and are not considered separate performance obligations. Other services, books, and exam fees are recognized as services are provided or when goods are received by the student. The Company’s contract liabilities are reported as deferred revenue and due to students. Deferred revenue represents the amount of tuition, fees, and other student invoices in excess of the portion recognized as revenue and it is included in current liabilities in the accompanying unaudited consolidated balance sheets. The following table represents our revenues disaggregated by the nature and timing of services: Three Months Ended 2020 2019 Tuition - recognized over period of instruction $ 13,367,308 $ 9,290,952 Course fees - recognized over period of instruction 1,599,693 925,954 Book fees - recognized at a point in time 39,138 20,785 Exam fees - recognized at a point in time 70,655 60,100 Service fees - recognized at a point in time 88,768 60,191 $ 15,165,562 $ 10,357,982 Contract Balances and Performance Obligations The Company recognizes deferred revenue as a student participates in a course which continues past the consolidated balance sheet date. Deferred revenue at July 31, 2020 was $4,766,853 which is future revenue that has not yet been earned for courses in progress. The Company has $1,891,502 of funds due to students, which mainly represents Title IV funds due to students after deducting their tuition payments. Of the total revenue earned during the three months ended July 31, 2020, approximately $3.7 million came from revenues which were deferred at April 30, 2020. When the Company begins providing the performance obligation by beginning instruction in a course, a contract receivable is created, resulting in accounts receivable. The Company accounts for receivables in accordance with ASC 310, Receivables. The Company uses the portfolio approach, as discussed below. AGI records an allowance for doubtful accounts for estimated losses resulting from the inability, failure or refusal of its students to make required payments, which includes the recovery of financial aid funds advanced to a student for amounts in excess of the student’s cost of tuition and related fees. AGI determines the adequacy of its allowance for doubtful accounts using an allowance method based on an analysis of its historical bad debt experience, current economic trends, and the aging of the accounts receivable and student status. AGI applies reserves to its receivables based upon an estimate of the risk presented by the age of the receivables and student status. AGI writes off accounts receivable balances at the time the balances are deemed uncollectible. AGI continues to reflect accounts receivable with an offsetting allowance as long as management believes there is a reasonable possibility of collection. Cash Receipts Our students finance costs through a variety of funding sources, including, among others, monthly payment plans, installment plans, federal loan and grant programs (Title IV), employer reimbursement, and various veterans and military funding and grants, and cash payments. Most students elect to use our monthly payment plan. This plan allows them to make continuous monthly payments during the length of their program and through the length of their payment plan. Title IV and military funding typically arrives during the period of instruction. Students who receive reimbursement from employers typically do so after completion of a course. Students who choose to pay cash for a class typically do so before beginning the class. Significant Judgments We analyze revenue recognition on a portfolio approach under ASC 606-10-10-4. Significant judgment is utilized in determining the appropriate portfolios to assess for meeting the criteria to recognize revenue under ASC Topic 606. We have determined that all of our students can be grouped into one portfolio. Students behave similarly, regardless of their payment method. Enrollment agreements and refund policies are similar for all of our students. We do not expect that revenue earned for the portfolio is significantly different as compared to revenue that would be earned if we were to assess each student contract separately. The Company maintains institutional tuition refund policies, which provides for all or a portion of tuition to be refunded if a student withdraws during stated refund periods. Certain states in which students reside impose separate, mandatory refund |
Leases
Leases | 3 Months Ended |
Jul. 31, 2020 | |
Lessee Disclosure [Abstract] | |
Leases | Leases We lease approximately 88,600 square feet of office and classroom space in the Phoenix (metropolitan area), San Diego, New York City, Denver, Austin and Moncton, New Brunswick Canada. Operating lease assets are right of use assets ("ROU assets"), which represent the right to use an underlying asset for the lease term. Operating lease liabilities represent the obligation to make lease payments arising from the lease. Operating leases are included in "Operating lease right of use asset, net", "Operating lease obligations, current portion" and "Operating lease obligations" in the consolidated balance sheet at July 31, 2020. These assets and lease liabilities are recognized based on the present value of remaining lease payments over the lease term. When the lease does not provide an implicit interest rate, the Company uses an incremental borrowing rate of 12% to determine the present value of the lease payments. The right-of-use asset includes all lease payments made and excludes lease incentives. Lease expense for operating leases is recognized on a straight-line basis over the lease term. There are no variable lease payments. Lease expense for the three month period ended July 31, 2020 was $397,238. These costs are primarily related to long-term operating leases, but also include amounts for short-term leases with terms greater than 30 days that are not material. ROU assets is summarized below: July 31, 2020 Operating office leases $ 12,356,837 Less accumulated reduction (5,092,253) Balance of ROU assets as of July 31, 2020 $ 7,264,584 Operating lease obligations, related to the ROU assets is summarized below: July 31, 2020 Operating office leases $ 13,312,573 Total lease liabilities 13,312,573 Reduction of lease liabilities (5,092,253) Total as of July 31, 2020 $ 8,220,320 The following is a schedule by fiscal years of future minimum lease payments required under operating leases that have initial or remaining non-cancelable lease terms in excess of one year as of July 31, 2020 (a) . Maturity of Lease Obligations Lease Payments 2021 (remaining) $ 1,809,774 2022 2,253,619 2023 1,703,419 2024 1,466,758 2025 1,134,718 2026 and beyond 3,536,443 Total future minimum lease payments 11,904,731 Less imputed interest (3,684,411) Present value of operating lease obligations $ 8,220,320 _____________________ (a) Lease payments exclude legally binding minimum lease payments for campus leases signed but not yet commenced for the following locations: $10.2 million in Tampa, Florida, $5.2 million in Phoenix, Arizona, and $4.3 million in Austin, Texas. Balance Sheet Classification Operating lease obligations, current $ 1,542,754 Operating lease obligations, long-term 6,677,566 Total operating lease obligations $ 8,220,320 Other Information Weighted average remaining lease term (in years) 6.36 Weighted average discount rate 12.00 % |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Jul. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Employment Agreements From time to time, the Company enters into employment agreements with certain of its employees. These agreements typically include bonuses, some of which may or may not be performance-based in nature. Legal Matters From time to time, we may be involved in litigation relating to claims arising out of our operations in the normal course of business. As of July 31, 2020, except as discussed below, there were no other pending or threatened lawsuits that could reasonably be expected to have a material effect on the results of our consolidated operations and there are no proceedings in which any of our directors, officers or affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest. On February 11, 2013, Higher Education Management Group, Inc., (“HEMG”) and its Chairman, Mr. Patrick Spada, sued the Company, certain senior management members and our directors in state court in New York seeking damages arising principally from (i) allegedly false and misleading statements in the filings with the Securities and Exchange Commission (the “SEC”) and the DOE where the Company disclosed that HEMG and Mr. Spada borrowed $2.2 million without board authority, (ii) the alleged breach of an April 2012 agreement whereby the Company had agreed, subject to numerous conditions and time limitations, to purchase certain shares of the Company from HEMG, and (iii) alleged diminution to the value of HEMG’s shares of the Company due to Mr. Spada’s disagreement with certain business transactions the Company engaged in, all with Board approval. On December 10, 2013, the Company filed a series of counterclaims against HEMG and Mr. Spada in the same state court of New York. By order dated August 4, 2014, the New York court denied HEMG and Spada’s motion to dismiss the fraud counterclaim the Company asserted against them. While the Company has been advised by its counsel that HEMG’s and Spada’s claims in the New York lawsuit is baseless, the Company cannot provide any assurance as to the ultimate outcome of the case. Defending the lawsuit maybe expensive and will require the expenditure of time which could otherwise be spent on the Company’s business. While unlikely, if Mr. Spada’s and HEMG’s claims in the New York litigation were to be successful, the damages the Company could pay could potentially be material. In November 2014, the Company and Aspen University sued HEMG seeking to recover sums due under two 2008 Agreements where Aspen University sold course materials to HEMG in exchange for long-term future payments. On September 29, 2015, the Company and Aspen University obtained a default judgment in the amount of $772,793. This default judgment precipitated the bankruptcy petition discussed in the next paragraph. On October 15, 2015, HEMG filed bankruptcy pursuant to Chapter 7. As a result, the remaining claims and Aspen’s counterclaims in the New York lawsuit are currently stayed. The bankrupt estate’s sole asset consisted of 208,000 shares of AGI common stock, plus a claim filed by the bankruptcy trustee against Spada’s brother and a third party to recover approximately 167,000 shares. On February 8, 2019, the bankruptcy court issued an order reducing AGI’s claim to $888,638 which consisted of the judgment and a $200,000 claim for failure to disclose certain liabilities. Subsequently, the trustee sold the AGI common stock and has $924,486 available for distribution. However, priorities are an unknown amount of income taxes due from the sale of the common stock, and as of June 2, 2020 $346,480 in fees due the trustee and his counsel and $574,145 due arising from settlements with the secured creditor and Spada’s brother and the third party. While we do not know how much the Company will receive, it will be substantially less than the judgement due. Regulatory Matters The Company’s subsidiaries, Aspen University and United States University, are subject to extensive regulation by Federal and State governmental agencies and accrediting bodies. In particular, the Higher Education Act (the “HEA”) and the regulations promulgated thereunder by the DOE subject the subsidiaries to significant regulatory scrutiny on the basis of numerous standards that schools must satisfy to participate in the various types of federal student financial assistance programs authorized under Title IV of the HEA. On August 22, 2017, the DOE informed Aspen University of its determination that the institution has qualified to participate under the HEA and the Federal student financial assistance programs (Title IV, HEA programs) and set a subsequent program participation agreement reapplication date of March 31, 2021. USU currently has provisional certification to participate in the Title IV Programs due to its acquisition by the Company. The provisional certification allows the school to continue to receive Title IV funding as it did prior to the change of ownership. The HEA requires accrediting agencies to review many aspects of an institution's operations in order to ensure that the education offered is of sufficiently high quality to achieve satisfactory outcomes and that the institution is complying with accrediting standards. Failure to demonstrate compliance with accrediting standards may result in the imposition of probation, the requirements to provide periodic reports, the loss of accreditation or other penalties if deficiencies are not remediated. Because our subsidiaries operate in a highly regulated industry, each may be subject from time to time to audits, investigations, claims of noncompliance or lawsuits by governmental agencies or third parties, which allege statutory violations, regulatory infractions or common law causes of action. Return of Title IV Funds An institution participating in Title IV Programs must correctly calculate the amount of unearned Title IV Program funds that have been disbursed to students who withdraw from their educational programs before completion and must return those unearned funds in a timely manner, no later than 45 days of the date the school determines that the student has withdrawn. Under the DOE regulations, failure to make timely returns of Title IV Program funds for 5% or more of students sampled on the institution's annual compliance audit in either of its two most recently completed fiscal years can result in the institution having to post a letter of credit in an amount equal to 25% of its required Title IV returns during its most recently completed fiscal year. If unearned funds are not properly calculated and returned in a timely manner, an institution is also subject to monetary liabilities or an action to impose a fine or to limit, suspend or terminate its participation in Title IV Programs. The DOE informed USU that it is required to post a letter of credit in the amount of $255,708 based on the audited same day balance sheet requirements that apply in a change of control, which was funded by AGI. Pursuant to USU’s provisional Program Participation Agreement ("PPA"), DOE indicated that USU must agree to participate in Title IV under the HCM1 funding process; however, DOE does retain discretion on whether or not to implement that term of the agreement. Although DOE has not, to date, notified USU that it has been placed in the HCM1 funding process, nor does DOE’s public disclosure website identify USU as being on HCM1, it is possible that prior to the end of the PPA term, DOE may notify USU that it must begin funding under the HCM1 procedure. If this occurs, the Company believes this will not have a material impact on the consolidated financial statements. Approval to Confer Degrees Aspen University is a Delaware corporation and is approved to operate in the State of Delaware. Aspen University is authorized by the Colorado Commission on Education in the State of Colorado and the Arizona State Board for Private Post-Secondary Education in the State of Arizona to operate as a degree granting institution for all degrees. Aspen University is authorized to operate as a degree granting institution for bachelor degrees only by the Texas Higher Education Coordinating Board in the State of Texas. USU is also a Delaware corporation and received initial approval from the Delaware DOE to confer degrees through June 2023. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Jul. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On September 14, 2020, after the closing price of our common stock was at least $10.725 over a 20 consecutive trading day period the Convertible Notes automatically converted into 1,398,602 shares of the Company’s common stock at a conversion price of $7.15 per share. The Company expects the accelerated amortization charge related to this transaction in the second quarter of fiscal year 2021 will be approximately $1.4 million, which will be included in interest expense in the consolidated statement of operations. On August 31, 2020, the closing price of the Company’s common stock was at least $9 for 20 consecutive trading days, resulting in, 10% or 37,500 of the February 4, 2020 RSU grants to executives vesting immediately. Additionally, on September 2, 2020, the Company’s common stock was at least $10 for 20 consecutive trading days and 25% or 93,750 of the RSUs granted vested immediately. On the grant date, the closing price of the Company's common stock on The Nasdaq Global Market was $9.49 per share. See "Stockholders' Equity" Note for additional information on the vesting terms for these RSUs. The accelerated amortization expense related to this transaction in the second quarter of fiscal year 2021 will be approximately $1.6 million for the vesting of these 131,250 RSUs, which will be included in General and Administrative expense in the consolidated statement of operations. On August 31, 2020, the Company entered into an Equity Distribution Agreement (the “Agreement”) with Canaccord Genuity LLC (“Canaccord”), pursuant to which the Company may issue and sell from time to time, through Canaccord, up to $12,309,750 of shares of the Company’s common stock (the “Shares”). Sales of the Shares, if any, may be made by any method permitted by law deemed to be an “at-the-market” offering as defined in Rule 415 of the Securities Act of 1933, including without limitation sales made directly on or through The Nasdaq Global Market, the trading market for the Company’s common stock, on any other existing trading market in the United States for the Company’s common stock, or to or through a market maker. Canaccord may also sell the Shares by any other method permitted by law, including in privately negotiated transactions. Canaccord will use commercially reasonable efforts to sell on the Company’s behalf all of the Shares requested to be sold by the Company, consistent with its normal trading and sales practices, subject to the terms of the Agreement. Under the Agreement, Canaccord will be entitled to compensation of 3% of the gross proceeds from the sales of the Shares sold under the Agreement. The Company also reimbursed Canaccord for certain specified expenses, including the fees and disbursements of its legal counsel, in an amount of $50,000. The Company estimates that the total expenses for the offering, excluding compensation and reimbursement payable to Canaccord under the terms of the Agreement, will be approximately $35,000. As of the date of this filing, approximately 130,000 shares have been sold under the agreement. The Shares are being offered and sold pursuant to a prospectus supplement filed with the Securities and Exchange Commission on August 31, 2020. On August 27, 2020, the Company announced that it had received the final required state regulatory approvals for their new Pre-Licensure Bachelor of Science in Nursing (BSN) campuses in Austin, Texas and Tampa, Florida, giving Aspen University the go ahead to commence marketing and begin to enroll students immediately. In August 2020, former employees exercised 4,666 stock options. Total proceeds received by the Company were approximately $11,000 upon the issuance of 3,296 shares. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 3 Months Ended |
Jul. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Consolidation | Basis of Presentation and Consolidation The Company prepares its consolidated financial statements in accordance with U.S. generally accepted accounting principles ("GAAP"). The consolidated financial statements include the accounts of AGI and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. |
Accounting Estimates | Accounting Estimates Management of the Company is required to make certain estimates, judgments and assumptions during the preparation of its consolidated financial statements in accordance with GAAP. These estimates, judgments and assumptions impact the reported amounts of assets, liabilities, revenue and expenses and the related disclosure of contingent assets and liabilities. Actual results could differ from those estimates. Significant estimates in the accompanying consolidated financial statements include the allowance for doubtful accounts and other receivables, the valuation of lease liabilities and the carrying value of the related right-of-use ("ROU") assets, depreciable lives of property and equipment, amortization periods and valuation of courseware, intangibles and software development costs, valuation of beneficial conversion features in convertible debt, valuation of goodwill, valuation of loss contingencies, valuation of stock-based compensation and the valuation allowance on deferred tax assets. |
Cash, Cash Equivalents, and Restricted Cash | Cash, Cash Equivalents, and Restricted Cash For the purposes of the consolidated statements of cash flows, the Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. As of July 31, 2020, restricted cash of $3,060,269 consists of $1,365,384 which is collateral for letters of credit for the Aspen University and USU facility operating leases and $255,708, which is collateral for a letter of credit issued by the bank. Also included are funds held for students for unbilled educational services that were received from Title IV and non-Title IV programs totaling $1,439,177. As an administrator of these Title IV program funds, the Company is required to maintain and restrict these funds pursuant to the terms of the program participation agreement with the U.S. Department of Education. As of April 30, 2020, restricted cash of $3,556,211 consists of $692,293 which is collateral for letters of credit for the Aspen University and USU facility operating leases and $255,708, which is collateral for a letter of credit issued by the bank and $71,828 which is related to USU’s receipt of Title IV funds and is required by the Department of Education ("DOE") in connection with the change of control of USU. Also included are funds held for students for unbilled educational services that were received from Title IV and non-Title IV programs totaling $2,536,382. As an administrator of these Title IV program funds, the Company is required to maintain and restrict these funds pursuant to the terms of the program participation agreement with the U.S. Department of Education. |
Concentration of Credit Risk | Concentration of Credit RiskThe Company maintains its cash in bank and financial institution deposits that at times may exceed federally insured limits of $250,000 per financial institution. The Company has not experienced any losses in such accounts from inception through July 31, 2020. |
Goodwill and Intangibles | Goodwill and Intangibles Goodwill currently represents the excess of purchase price over the fair market value of assets acquired and liabilities assumed from Educacion Significativa, LLC. Goodwill has an indefinite life and is not amortized. Goodwill is tested annually for impairment or if indicators are present. |
Fair Value Measurements | Fair Value Measurements Fair value is the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants. The Company classifies assets and liabilities recorded at fair value under the fair value hierarchy based upon the observability of inputs used in valuation techniques. Observable inputs (highest level) reflect market data obtained from independent sources, while unobservable inputs (lowest level) reflect internally developed market assumptions. The fair value measurements are classified under the following hierarchy: Level 1—Observable inputs that reflect quoted market prices (unadjusted) for identical assets and liabilities in active markets; Level 2—Observable inputs, other than quoted market prices, that are either directly or indirectly observable in the marketplace for identical or similar assets and liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets and liabilities; and Level 3—Unobservable inputs that are supported by little or no market activity that are significant to the fair value of assets or liabilities. |
Accounts Receivable and Allowance for Doubtful Accounts Receivable | Accounts Receivable and Allowance for Doubtful Accounts Receivable All students are required to select both a primary and secondary payment option with respect to amounts due to AGI for tuition, fees and other expenses. As of July 31, 2020, the monthly payment plan represents approximately 64% of the payments that are made by active students, making it the most common payment type. In instances where a student selects financial aid as the primary payment option, he or she often selects personal cash as the secondary option. If a student who has selected financial aid as his or her primary payment option withdraws prior to the end of a course but after the date that AGI’s institutional refund period has expired, the student will have incurred the obligation to pay the full cost of the course. If the withdrawal occurs before the date at which the student has earned 100% of his or her financial aid, AGI may have to return all or a portion of the Title IV funds to the DOE and the student will owe AGI all amounts incurred that are in excess of the amount of financial aid that the student earned, and that AGI is entitled to retain. In this case, AGI must collect the receivable using the student’s second payment option. For accounts receivable from students, AGI records an allowance for doubtful accounts for estimated losses resulting from the inability, failure or refusal of its students to make required payments, which includes the recovery of financial aid funds advanced to a student for amounts in excess of the student’s cost of tuition and related fees. AGI determines the adequacy of its allowance for doubtful accounts using an allowance method based on an analysis of its historical bad debt experience, current economic trends, aging of the accounts receivable and each student’s status. AGI estimates the amounts to increase the allowance based upon the risk presented by the age of the receivables and student status. AGI writes off accounts receivable balances at the time the balances are deemed uncollectible. AGI continues to reflect accounts receivable with an offsetting allowance as long as management believes there is a reasonable possibility of collection. For accounts receivable from primary payors other than students, AGI estimates its allowance for doubtful accounts by evaluating specific accounts where information indicates the primary payors may have an inability to meet financial obligations, such as bankruptcy proceedings and receivable amounts outstanding for an extended period beyond contractual terms. In these cases, AGI uses assumptions and judgment, based on the best available facts and circumstances, to record a specific allowance for those primary payors against amounts due to reduce the receivable to the amount expected to be collected. These specific allowances are re-evaluated and adjusted as additional information is received. The amounts calculated are analyzed to determine the total amount of the allowance. AGI may also record a general allowance as necessary. Direct write-offs are taken in the period when AGI has exhausted its efforts to collect overdue and unpaid receivables or otherwise evaluate other circumstances that indicate that AGI should abandon such efforts. (See Note 8) When a student signs up for the monthly payment plan, there is a contractual amount that the Company can expect to earn over the life of the student’s program. This contractual amount cannot be recorded as an accounts receivable because, the student does have the option to stop attending. As a student takes a class, revenue is earned over the class term. Some students accelerate their program, taking two or more classes every eight week period, which increases the student’s accounts receivable balance. If any portion of that balance will be paid in a period greater than 12 months, that portion is reflected as long-term accounts receivable. At July 31, 2020 and April 30, 2020, those balances were $8,713,018 and $6,701,136, respectively, which amounts are evaluated and included in the allowance analysis as discussed above. The Company has determined that the long term accounts receivable do not constitute a significant financing component as the list price, cash selling price and promised consideration are equal. Further, the interest free financing portion of the monthly payment plans are not considered significant to the contract. |
Property and Equipment | Property and Equipment Property and equipment are recorded at cost less accumulated depreciation and amortization. Depreciation and amortization is computed using the straight-line method over the estimated useful lives of the related assets per the following table. Category Useful Life Computer equipment and hardware 3 years Software 5 years Instructional equipment 5 years Furniture and fixtures 7 years Leasehold improvements The lesser of 8 years or lease term Costs incurred to develop internal-use software during the preliminary project stage are expensed as incurred. Internal-use software development costs are capitalized during the application development stage, which is after: (i) the preliminary project stage is completed; and (ii) management authorizes and commits to funding the project and it is probable the project will be completed and used to perform the function intended. Capitalization ceases at the point the software project is substantially complete and ready for its intended use, and after all substantial testing is completed. Upgrades and enhancements are capitalized if it is probable that those expenditures will result in additional functionality. Amortization is provided for on a straight-line basis over the expected useful life of five years of the internal-use software development costs and related upgrades and enhancements. When existing software is replaced with new software, the unamortized costs of the old software are expensed when the new software is ready for its intended use. Leasehold improvements are amortized using the straight-line method over the lesser of eight years or lease term. Upon the retirement or disposition of property and equipment, the related cost and accumulated depreciation or amortization are removed and a gain or loss is recorded in the consolidated statements of operations. Repairs and maintenance costs are expensed in the period incurred. |
Courseware and Accreditation | Courseware and Accreditation The Company records the costs of courseware and accreditation in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 350 “Intangibles - Goodwill and Other”. |
Long-Lived Assets | Long-Lived Assets The Company assesses potential impairment to its long-lived assets when there is evidence that events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Events and circumstances considered by the Company in determining whether the carrying value of identifiable intangible assets and other long-lived assets may not be recoverable include, but are not limited to: significant changes in performance relative to expected operating results, significant changes in the use of the assets, significant negative industry or economic trends, a significant decline in the Company’s stock price for a sustained period of time, and changes in the Company’s business strategy. An impairment loss is recorded when the carrying amount of the long-lived asset is not recoverable and exceeds its fair value. The carrying amount of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. Any required impairment loss is measured as the amount by which the carrying amount of a long-lived asset exceeds fair value and is recorded as a reduction in the carrying value of the related asset and an expense to operating results. |
Due to Students | Due to Students The Company receives Title IV funds from the Department of Education to cover tuition and living expenses. After deducting tuition and fees, the Company sends checks for the remaining balances to the students. |
Leases | Leases The Company enters into various lease agreements in conducting its business. At the inception of each lease, the Company evaluates the lease agreement to determine whether the lease is an operating or financing lease. Leases may contain initial periods of free rent and/or periodic escalations. When such items are included in a lease agreement, the Company records rent expense on a straight-line basis over the initial term of a lease. The difference between the rent payment and the straight-line rent expense is recorded as additional amortization. The Company expenses any additional payments under its operating leases for taxes, insurance or other operating expenses as incurred. In February 2016, the FASB issued Accounting Standards Update ("ASU") No. 2016-2, Leases (Topic 842). This standard requires entities to recognize most operating leases on their balance sheets as right-of-use assets with a corresponding lease liability, along with disclosing certain key information about leasing arrangements. The Company adopted the standard effective May 1, 2019 using the cumulative effect adjustment transition method, which applies the provisions of the standard at the effective date without adjusting the comparative periods presented. The Company adopted the following practical expedients and elected the following accounting policies related to this standard: • Carry forward of historical lease classification; • Short-term lease accounting policy election allowing lessees to not recognize right-of-use assets and lease liabilities for leases with a term of 12 months or less; and • Not separate lease and non-lease components for office space and campus leases. The adoption of this standard resulted in the recognition of an initial operating lease right-of-use assets (“ROU’s”) and corresponding lease liabilities of approximately $8 million, on the unaudited consolidated balance sheet as of May 1, 2019. There was no impact to the Company’s net income or liquidity as a result of the adoption of this ASU. Additionally, the standard did not materially impact the Company's unaudited consolidated statements of cash flows. Disclosures related to the amount, timing, and uncertainty of cash flows arising from leases are included in Note 9. |
Treasury Stock | Treasury Stock Purchases and sales of treasury stock are accounted for using the cost method. Under this method, shares acquired are recorded at the acquisition price directly to the treasury stock account. Upon sale, the treasury stock account is reduced by the original acquisition price of the shares and any difference is recorded in equity. This method does not allow the company to recognize a gain or loss to income from the purchase and sale of treasury stock. |
Revenue Recognition and Deferred Revenue | Revenue Recognition and Deferred Revenue The Company follows Accounting Standards Codification 606 (ASC 606). ASC 606 is based on the principle that revenue is recognized to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This ASC also requires additional disclosure about the nature, amount, timing, and uncertainty of revenue and cash flows arising from customer purchase orders, including significant judgments. Our adoption of this ASC resulted in no change to our consolidated results of operations or our consolidated balance sheet and there was no cumulative effect adjustment. Revenues consist primarily of tuition and course fees derived from courses taught by the Company online as well as from related educational resources and services that the Company provides to its students. Under ASC 606, tuition fee revenue is recognized pro-rata over the applicable period of instruction and are not considered separate performance obligations. Non-tuition related revenue and fees are recognized as services are provided or when the goods are received by the student. (See Note 8) Deferred revenue represents the amount of tuition, fees, and other student payments received in excess of the portion recognized as revenue and it is included in current liabilities in the accompanying consolidated balance sheets. Other revenue may be recognized as sales occur or services are performed. |
Cost of Revenues | Cost of RevenuesCost of revenues consists of two categories of cost, instructional costs and services, and marketing and promotional costs. |
Instructional Costs and Services | Instructional Costs and Services Instructional costs and services consist primarily of costs related to the administration and delivery of the Company's educational programs. This expense category includes compensation costs associated with online faculty, technology license costs and costs associated with other support groups that provide services directly to the students and are included in cost of revenues. |
Marketing and Promotional Costs | Marketing and Promotional CostsMarketing and promotional costs include costs associated with producing marketing materials and advertising. Such costs are generally affected by the cost of advertising media, the efficiency of the Company's marketing and recruiting efforts, and expenditures on advertising initiatives for new and existing academic programs. Non-direct response advertising activities are expensed as incurred, or the first time the advertising takes place, depending on the type of advertising activity. |
General and Administrative | General and Administrative General and administrative expenses include compensation of employees engaged in corporate management, finance, human resources, information technology, academic operations, compliance and other corporate functions. General and administrative expenses also include professional services fees, financial aid processing costs, non-capitalizable courseware and software costs, travel and entertainment expenses and facility costs. |
Legal Expenses | Legal Expenses All legal costs for litigation are charged to expense as incurred. |
Income Tax | Income Tax The Company uses the asset and liability method to compute the differences between the tax basis of assets and liabilities and the related financial statement amounts. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount that more likely than not will be realized. The Company has deferred tax assets and liabilities that reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Deferred tax assets are subject to periodic recoverability assessments. Realization of the deferred tax assets, net of deferred tax liabilities, is principally dependent upon achievement of projected future taxable income. The Company records a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. The Company accounts for uncertainty in income taxes using a two-step approach for evaluating tax positions. Step one, recognition, occurs when the Company concludes that a tax position, based solely on its technical merits, is more likely than not to be sustained upon examination. Step two, measurement, is only addressed if the position is more likely than not to be sustained. Under step two, the tax benefit is measured as the largest amount of benefit, determined on a cumulative probability basis, which is more likely than not to be realized upon ultimate settlement. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits in income tax expense. |
Accounting for Derivatives | Accounting for Derivatives The Company evaluates its convertible instruments, options, warrants or other contracts to determine if those contracts or embedded components of those contracts qualify as derivatives to be separately accounted for under ASC Topic 815, “Derivatives and Hedging”. The result of this accounting treatment is that the fair value of the derivative is marked-to-market each balance sheet date and recorded as a liability. In the event that the fair value is recorded as a liability, the change in fair value is recorded in the statement of operations as other income (expense). Upon conversion, exercise, or other extinguishment (transaction) of a derivative instrument, the instrument is marked to fair value at the transaction date and then that fair value is recognized as an extinguishment gain or loss. Equity instruments that are initially classified as equity that become subject to reclassification under ASC Topic 815 are reclassified to liability at the fair value of the instrument on the reclassification date. The Company follows FASB ASU 2017-11, which simplifies the accounting for certain equity-linked financial instruments and embedded features with down round features that reduce the exercise price when the pricing of a future round of financing is lower. This allows the company to treat such instruments or their embedded features as equity instead of considering them as a derivative. If such a feature is triggered in a stand-alone instrument treated as equity, the value is measured pre-trigger and post-trigger. The difference in these two measurements is treated as a dividend, reducing income. The value recognized as a dividend is not subsequently remeasured, but in instances where the feature is triggered multiple times each instance is recognized. |
Stock-Based Compensation | Stock-Based Compensation Stock-based compensation expense is measured at the grant date fair value of the award and is expensed over the requisite service period. For employee stock-based awards, the Company calculates the fair value of the award on the date of grant using the Black-Scholes option pricing model. Determining the fair value of stock-based awards at the grant date under this model requires judgment, including estimating volatility, employee stock option exercise behaviors and forfeiture rates. The assumptions used in calculating the fair value of stock-based awards represent the Company's best estimates, but these estimates involve inherent uncertainties and the application of management judgment. For non-employee stock-based awards, the Company follows ASU 2018-7, which substantially aligns share based compensation for employees and non-employees. |
Business Combinations | Business Combinations We include the results of operations of businesses we acquire from the date of the respective acquisition. We allocate the purchase price of acquisitions to the assets acquired and liabilities assumed at fair value. The excess of the purchase price of an acquired business over the amount assigned to the assets acquired and liabilities assumed is recorded as goodwill. We expense transaction costs associated with business combinations as incurred. |
Net Loss Per Share | Net Loss Per Share Net loss per share is based on the weighted average number of shares of common stock outstanding during each period. Options to purchase 2,314,036 and 2,734,899 shares, 801,468 and 643,175 restricted stock units ("RSUs"), warrants to purchase 374,174 and 566,223 shares, unvested restricted stock of 16,448 and 24,672, and $10,000,000 of Convertible Debt (convertible into 1,398,602 common shares) were outstanding at July 31, 2020 and April 30, 2020, respectively, but were not included in the computation of diluted net loss per share because the effects would have been anti-dilutive. The options, warrants and convertible debt are considered to be common stock equivalents and are only included in the calculation of diluted earnings per share of common stock when their effect is dilutive. |
Segment Information | Segment Information The Company operates in one reportable segment as a single educational delivery operation using a core infrastructure that serves the curriculum and educational delivery needs of its online and campus students regardless of geography. The Company's chief operating decision makers, its Chief Executive Officer and Chief Academic Officer, manage the Company's operations as a whole. |
Recent Accounting Pronouncement not Yet Adopted | Recent Accounting Pronouncement not Yet Adopted ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which significantly changes how entities will measure credit losses for most financial assets, including accounts receivable. ASU No. 2016-13 will replace today’s “incurred loss” approach with an “expected loss” model, under which companies will recognize allowances based on expected rather than incurred losses. On November 15, 2019, the FASB delayed the effective date of Topic 326 for certain small public companies and other private companies until fiscal years beginning after December 15, 2022 for SEC filers that are eligible to be smaller reporting companies under the SEC’s |
Reclassifications | Reclassifications Certain prior year amounts have been reclassified to conform to the current year presentation. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 3 Months Ended |
Jul. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Property and Equipment Useful Lives | Depreciation and amortization is computed using the straight-line method over the estimated useful lives of the related assets per the following table. Category Useful Life Computer equipment and hardware 3 years Software 5 years Instructional equipment 5 years Furniture and fixtures 7 years Leasehold improvements The lesser of 8 years or lease term |
Property and Equipment (Tables)
Property and Equipment (Tables) | 3 Months Ended |
Jul. 31, 2020 | |
Property, Plant and Equipment [Line Items] | |
Property and Equipment | Property and equipment consisted of the following at July 31, 2020 and April 30, 2020: July 31, April 30, Computer equipment and hardware $ 690,114 $ 649,927 Furniture and fixtures 1,007,099 1,007,099 Leasehold improvements 892,279 867,024 Instructional equipment 301,842 301,842 Software 6,792,594 6,162,770 9,683,928 8,988,662 Accumulated depreciation and amortization (3,314,448) (2,841,019) Property and equipment, net $ 6,369,480 $ 6,147,643 |
Depreciation and Amortization Expense | Depreciation and amortization expense for property and equipment as well as the portion for just software amortization is presented below for the three months ended July 31, 2020 and 2019: Three Months Ended 2020 2019 Depreciation and amortization expense $ 478,677 $ 312,432 Software amortization expense $ 315,107 $ 170,189 |
Software | |
Property, Plant and Equipment [Line Items] | |
Schedule of Software | Software consisted of the following at July 31, 2020 and April 30, 2020: July 31, April 30, Software $ 6,792,594 $ 6,162,770 Accumulated amortization (2,365,847) (2,049,809) Software, net $ 4,426,747 $ 4,112,961 |
Future Amortization Expense | The following is a schedule of estimated future amortization expense of software at July 31, 2020 (by fiscal year): Future Expense 2021 (remaining) $ 977,172 2022 1,223,745 2023 1,062,864 2024 775,078 2025 363,858 Thereafter 24,030 Total $ 4,426,747 |
USU Goodwill and Intangibles (T
USU Goodwill and Intangibles (Tables) | 3 Months Ended |
Jul. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible assets consisted of the following at July 31, 2020 and April 30, 2020: July 31, April 30, Intangible assets $ 10,100,000 $ 10,100,000 Accumulated amortization (2,200,000) (2,200,000) Net intangible assets $ 7,900,000 $ 7,900,000 |
Courseware and Accreditation (T
Courseware and Accreditation (Tables) - Courseware | 3 Months Ended |
Jul. 31, 2020 | |
Finite-Lived Intangible Assets [Line Items] | |
Schedule of Courseware and Accreditation | Courseware and accreditation consisted of the following: July 31, April 30, Courseware $ 290,863 $ 287,813 Accreditation 59,350 59,350 Accumulated amortization (247,653) (235,706) Courseware and accreditation, net $ 102,560 $ 111,457 |
Schedule of Amortization Expense of Courseware and Accreditation | Amortization expense of courseware and accreditation for the three months ended July 31, 2020 and 2019 are as follows: Three Months Ended 2020 2019 Amortization expense $ 11,947 $ 19,142 |
Future Amortization Expense | The following is a schedule of estimated future amortization expense of courseware and accreditation at July 31, 2020 (by fiscal year): Future Expense 2021 (remaining) $ 28,050 2022 32,140 2023 26,615 2024 13,068 2025 1,980 Thereafter 707 Total $ 102,560 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Jul. 31, 2020 | |
Schedule of Restricted Stock Unit Activity | A summary of the Company’s Restricted Stock Unit activity which were granted under the 2012 and 2018 equity incentive plans during the three months ended July 31, 2020 is presented below: Restricted Stock Units Number of Shares Weighted Average Grant Price Unvested Balance Outstanding, April 30,2020 643,175 $ 5.64 Granted 158,793 9.12 Exercised — — Forfeits (500) 6.09 Vested — — Expired — — Unvested Balance Outstanding, July 31,2020 801,468 $ 6.33 |
Summary of Warrant Activity | A summary of the Company’s warrant activity during the three months ended July 31, 2020 is presented below: Warrants Number of Weighted Weighted Aggregate Balance Outstanding, April 30, 2020 566,223 $ 6.22 3.17 $ 950,100 Granted — $ — — — Exercised (192,049) $ 5.60 — — Surrendered — $ — — — Expired — $ — — — Balance Outstanding, July 31, 2020 374,174 $ 6.37 2.64 $ 908,156 Exercisable, July 31, 2020 374,174 $ 6.37 2.64 $ 908,156 |
Warrant | |
Share-based Payment Arrangement, Option, Exercise Price Range | OUTSTANDING WARRANTS EXERCISABLE WARRANTS Exercise Weighted Outstanding Weighted Weighted Exercisable $ 4.89 $ 4.89 50,000 $ 4.89 3.70 50,000 $ 6.00 $ 6.00 100,000 $ 6.00 3.60 100,000 $ 6.87 $ 6.87 224,174 $ 6.87 1.98 224,174 374,174 374,174 |
Stock Incentive Plan and Stock Option Grants to Employees and Directors | |
Share-based Payment Arrangement, Option, Exercise Price Range | OUTSTANDING OPTIONS EXERCISABLE OPTIONS Exercise Weighted Outstanding Weighted Weighted Exercisable $1.57 to $2.10 $ 2.02 306,166 $ 2.02 0.56 261,771 $2.28 to $2.76 $ 2.30 307,779 $ 2.30 0.27 307,779 $3.24 to $4.38 $ 3.90 318,174 $ 3.87 1.32 262,507 $4.50 to $5.20 $ 4.93 665,195 $ 4.91 1.98 536,597 $5.95 to $6.28 $ 6.08 75,751 $ 6.11 1.96 61,195 $7.17 to $7.55 $ 7.44 481,639 $ 7.41 3.16 342,056 $8.57 to $9.07 $ 8.98 159,332 $ 8.98 2.44 112,888 Options only 2,314,036 1,884,793 |
Summary of Valuation Assumptions Used | The following table summarizes the assumptions the Company utilized to record compensation expense for stock options granted to employees during the three months ended April 30, 2020. There were no options granted to employees during the three months ended July 31, 2020. July 31, April 30, Expected life (years) n/a 3.5 Expected volatility n/a 57.0 % Risk-free interest rate n/a 0.24 % Dividend yield n/a 0.00 % Expected forfeiture rate n/a n/a |
Summary of Stock Option Activity | A summary of the Company’s stock option activity for employees and directors during the three months ended July 31, 2020, is presented below: Options Number of Weighted Weighted Aggregate Balance Outstanding, April 30, 2020 2,732,899 $ 4.62 1.97 $ 9,146,198 Granted — — — — Exercised (415,175) 9.18 — — Forfeited (3,688) 6.94 — — Expired — — — — Balance Outstanding, July 31, 2020 2,314,036 $ 4.89 1.89 $ 9,073,489 Exercisable, July 31, 2020 1,884,793 $ 4.68 1.65 $ 7,797,166 |
Revenues (Tables)
Revenues (Tables) | 3 Months Ended |
Jul. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table represents our revenues disaggregated by the nature and timing of services: Three Months Ended 2020 2019 Tuition - recognized over period of instruction $ 13,367,308 $ 9,290,952 Course fees - recognized over period of instruction 1,599,693 925,954 Book fees - recognized at a point in time 39,138 20,785 Exam fees - recognized at a point in time 70,655 60,100 Service fees - recognized at a point in time 88,768 60,191 $ 15,165,562 $ 10,357,982 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Jul. 31, 2020 | |
Lessee Disclosure [Abstract] | |
Schedule of Right-of-Use Assets and Operating Lease Liabilities | ROU assets is summarized below: July 31, 2020 Operating office leases $ 12,356,837 Less accumulated reduction (5,092,253) Balance of ROU assets as of July 31, 2020 $ 7,264,584 Operating lease obligations, related to the ROU assets is summarized below: July 31, 2020 Operating office leases $ 13,312,573 Total lease liabilities 13,312,573 Reduction of lease liabilities (5,092,253) Total as of July 31, 2020 $ 8,220,320 |
Future Minimum Payments Under Operating Leases | The following is a schedule by fiscal years of future minimum lease payments required under operating leases that have initial or remaining non-cancelable lease terms in excess of one year as of July 31, 2020 (a) . Maturity of Lease Obligations Lease Payments 2021 (remaining) $ 1,809,774 2022 2,253,619 2023 1,703,419 2024 1,466,758 2025 1,134,718 2026 and beyond 3,536,443 Total future minimum lease payments 11,904,731 Less imputed interest (3,684,411) Present value of operating lease obligations $ 8,220,320 |
Schedule of Balance Sheet Information Related to Leases | Balance Sheet Classification Operating lease obligations, current $ 1,542,754 Operating lease obligations, long-term 6,677,566 Total operating lease obligations $ 8,220,320 |
Schedule of Other Information Related to Leases | Other Information Weighted average remaining lease term (in years) 6.36 Weighted average discount rate 12.00 % |
Nature of Operations and Liqu_2
Nature of Operations and Liquidity (Details) | Jan. 22, 2020USD ($) | Mar. 06, 2019USD ($)agreement | Nov. 05, 2018USD ($) | Mar. 31, 2019USD ($)agreement | Jul. 31, 2020USD ($)studentsubsidiary | Jul. 31, 2019USD ($) | Apr. 30, 2020USD ($) |
Product Information [Line Items] | |||||||
Number of subsidiaries | subsidiary | 5 | ||||||
Number of degree-seeking nursing students | student | 10,422 | ||||||
Number of students | student | 12,128 | ||||||
Percentage of nursing students seeking degree | 86.00% | ||||||
Revenues | $ 15,165,562 | $ 10,357,982 | |||||
Cash and cash equivalents | 15,899,293 | 7,243,580 | $ 14,350,554 | ||||
Restricted cash | 3,060,269 | 452,021 | $ 3,556,211 | ||||
Number of loan agreements | agreement | 2 | 2 | |||||
Proceeds from issuance or sale of equity | $ 10,000,000 | ||||||
Net proceeds from convertible debt | $ 16,000,000 | ||||||
Net cash provided | 1,052,797 | (2,272,151) | |||||
Cash used in operating activities | $ (636,759) | $ (1,685,083) | |||||
Loan Agreement One | |||||||
Product Information [Line Items] | |||||||
Debt instrument, face amount of loan | $ 5,000,000 | ||||||
Loan Agreement Two | |||||||
Product Information [Line Items] | |||||||
Debt instrument, face amount of loan | 5,000,000 | ||||||
Loan Agreements | |||||||
Product Information [Line Items] | |||||||
Debt instrument, term | 5 years | ||||||
Loan Agreements | Leon and Toby Cooperman Family Foundation | |||||||
Product Information [Line Items] | |||||||
Proceeds from issuance or sale of equity | $ 10,000,000 | $ 10,000,000 | |||||
One-time extension fee (as a percent) | 1.00% | ||||||
Revolving Credit Facility | |||||||
Product Information [Line Items] | |||||||
Debt instrument, term | 3 years | ||||||
Line of credit, maximum borrowing capacity | $ 5,000,000 | $ 5,000,000 | |||||
Line of credit, outstanding balance | $ 0 |
Significant Accounting Polici_4
Significant Accounting Policies (Details) | 3 Months Ended | 12 Months Ended | ||
Jul. 31, 2020USD ($)segmentshares | Jul. 31, 2019USD ($) | Apr. 30, 2020USD ($)shares | May 01, 2019USD ($) | |
Short-term Debt [Line Items] | ||||
Restricted cash | $ 3,060,269 | $ 452,021 | $ 3,556,211 | |
Proceeds from bank debt | 71,828 | |||
Cash, uninsured amount | $ 18,075,181 | 16,742,603 | ||
Percentage of payments from monthly payment plan | 64.00% | |||
Withdrawal from course, percentage of financial aid earned | 100.00% | |||
Long term accounts receivable | $ 8,713,018 | 6,701,136 | ||
Operating lease right of use asset, net | 7,264,584 | $ 6,412,851 | $ 8,000,000 | |
Lease liabilities | 8,220,320 | $ 8,000,000 | ||
Marketing and promotional costs | $ 2,790,810 | $ 2,209,239 | ||
Outstanding (in shares) | shares | 2,314,036 | 2,734,899 | ||
Number of reportable segments | segment | 1 | |||
Software | ||||
Short-term Debt [Line Items] | ||||
Property, plant and equipment, useful life | 5 years | |||
Leasehold improvements | Maximum | ||||
Short-term Debt [Line Items] | ||||
Property, plant and equipment, useful life | 8 years | |||
Restricted Stock Units (RSUs) | ||||
Short-term Debt [Line Items] | ||||
Unvested shares of restricted common stock outstanding (in shares) | shares | 801,468 | 643,175 | ||
Unvested Restricted Stock | ||||
Short-term Debt [Line Items] | ||||
Unvested shares of restricted common stock outstanding (in shares) | shares | 16,448 | 24,672 | ||
Courseware, net | ||||
Short-term Debt [Line Items] | ||||
Finite-lived intangible asset, useful life | 5 years | |||
Warrant | ||||
Short-term Debt [Line Items] | ||||
Outstanding (in shares) | shares | 374,174 | 566,223 | ||
Convertible Debt | ||||
Short-term Debt [Line Items] | ||||
Convertible debt | $ 10,000,000 | $ 10,000,000 | ||
Antidilutive securities excluded from computation of earnings per share, amount | shares | 1,398,602 | 1,398,602 | ||
Letter of Credit | ||||
Short-term Debt [Line Items] | ||||
Restricted cash | $ 1,365,384 | $ 692,293 | ||
Proceeds from bank debt | 255,708 | 255,708 | ||
Restricted cash, current | $ 1,439,177 | $ 2,536,382 |
Significant Accounting Polici_5
Significant Accounting Policies - Schedule of Property and Equipment Useful Lives (Details) | 3 Months Ended |
Jul. 31, 2020 | |
Computer equipment and hardware | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 3 years |
Software | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 5 years |
Instructional equipment | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 5 years |
Furniture and fixtures | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 7 years |
Leasehold improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 8 years |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) | Jul. 31, 2020 | Apr. 30, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 9,683,928 | $ 8,988,662 |
Accumulated depreciation and amortization | (3,314,448) | (2,841,019) |
Total property and equipment, net | 6,369,480 | 6,147,643 |
Computer equipment and hardware | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 690,114 | 649,927 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 1,007,099 | 1,007,099 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 892,279 | 867,024 |
Instructional equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 301,842 | 301,842 |
Software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 6,792,594 | $ 6,162,770 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Software (Details) - Software - USD ($) | Jul. 31, 2020 | Apr. 30, 2020 |
Property, Plant and Equipment [Line Items] | ||
Software | $ 6,792,594 | $ 6,162,770 |
Accumulated amortization | (2,365,847) | (2,049,809) |
Total | $ 4,426,747 | $ 4,112,961 |
Property and Equipment - Deprec
Property and Equipment - Depreciation and Amortization Expense (Details) - USD ($) | 3 Months Ended | |
Jul. 31, 2020 | Jul. 31, 2019 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation and amortization expense | $ 478,677 | $ 312,432 |
Software amortization expense | $ 315,107 | $ 170,189 |
Property and Equipment - Future
Property and Equipment - Future Amortization Expense (Details) - Software - USD ($) | Jul. 31, 2020 | Apr. 30, 2020 |
Property, Plant and Equipment [Line Items] | ||
2021 (remaining) | $ 977,172 | |
2022 | 1,223,745 | |
2023 | 1,062,864 | |
2024 | 775,078 | |
2025 | 363,858 | |
Thereafter | 24,030 | |
Total | $ 4,426,747 | $ 4,112,961 |
USU Goodwill and Intangibles (D
USU Goodwill and Intangibles (Details) - USD ($) | 3 Months Ended | ||
Jul. 31, 2020 | Jul. 31, 2019 | Apr. 30, 2020 | |
Goodwill [Line Items] | |||
Goodwill | $ 5,011,432 | $ 5,011,432 | |
Educacion Significativa, LLC | |||
Goodwill [Line Items] | |||
Amortization expense | $ 0 | $ 275,000 |
USU Goodwill and Intangibles -
USU Goodwill and Intangibles - Intangible Assets (Details) - Educacion Significativa, LLC - USD ($) | Jul. 31, 2020 | Apr. 30, 2020 |
Goodwill [Line Items] | ||
Intangible assets | $ 10,100,000 | $ 10,100,000 |
Accumulated amortization | (2,200,000) | (2,200,000) |
Total | $ 7,900,000 | $ 7,900,000 |
Courseware and Accreditation (D
Courseware and Accreditation (Details) - Courseware - USD ($) | 3 Months Ended | |
Jul. 31, 2020 | Jul. 31, 2019 | |
Finite-Lived Intangible Assets [Line Items] | ||
Courseware costs capitalized | $ 3,050 | |
Amortization expense | $ 11,947 | $ 19,142 |
Courseware and Accreditation -
Courseware and Accreditation - Schedule of Courseware and Accreditation (Details) - USD ($) | Jul. 31, 2020 | Apr. 30, 2020 |
Courseware | ||
Finite-Lived Intangible Assets [Line Items] | ||
Software | $ 290,863 | $ 287,813 |
Accreditation | ||
Finite-Lived Intangible Assets [Line Items] | ||
Software | 59,350 | 59,350 |
Courseware, net | ||
Finite-Lived Intangible Assets [Line Items] | ||
Accumulated amortization | (247,653) | (235,706) |
Total | $ 102,560 | $ 111,457 |
Courseware and Accreditation _2
Courseware and Accreditation - Schedule of Amortization Expense of Courseware and Accreditation (Details) - Courseware, net - USD ($) | Jul. 31, 2020 | Apr. 30, 2020 |
Finite-Lived Intangible Assets [Line Items] | ||
2021 (remaining) | $ 28,050 | |
2022 | 32,140 | |
2023 | 26,615 | |
2024 | 13,068 | |
2025 | 1,980 | |
Thereafter | 707 | |
Total | $ 102,560 | $ 111,457 |
Debt (Details)
Debt (Details) | Jun. 05, 2020$ / sharesshares | Jan. 22, 2020USD ($)lenderdaynote$ / shares | Mar. 06, 2019USD ($)agreement$ / sharesshares | Nov. 05, 2018USD ($)$ / sharesshares | Mar. 31, 2019USD ($)agreement | Jul. 31, 2020USD ($) | Jun. 08, 2020shares | Apr. 30, 2020USD ($) |
Debt Instrument [Line Items] | ||||||||
Proceeds from issuance or sale of equity | $ 10,000,000 | |||||||
Net proceeds from convertible debt | 16,000,000 | |||||||
Number of loan agreements | agreement | 2 | 2 | ||||||
Cooperman Warrants | ||||||||
Debt Instrument [Line Items] | ||||||||
Number of securities called by warrants or rights (in shares) | shares | 192,049 | |||||||
Warrant | Cooperman Warrants | ||||||||
Debt Instrument [Line Items] | ||||||||
Common stock issued for warrants exercised for cash (in shares) | shares | 100,000 | |||||||
Loans Payable | ||||||||
Debt Instrument [Line Items] | ||||||||
Write off of unamortized original issue discount and debt issuance costs | 182,000 | |||||||
Loan Agreements | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, term | 5 years | |||||||
Stock issued during period, conversion of convertible securities (in shares) | shares | 100,000 | |||||||
Warrants granted, exercise price (in dollars per share) | $ / shares | $ 6 | |||||||
Loan Agreements | Cooperman Warrants | ||||||||
Debt Instrument [Line Items] | ||||||||
Warrants granted, exercise price (in dollars per share) | $ / shares | $ 5.70 | $ 6 | ||||||
Loan Agreements | Warrant | ||||||||
Debt Instrument [Line Items] | ||||||||
Number of warrant agreements | agreement | 2 | |||||||
Warrants issued as part of senior secured term loans | $ 360,516 | |||||||
Closing costs treated as debt discounts | 33,693 | |||||||
Revolving Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of credit, maximum borrowing capacity | 5,000,000 | $ 5,000,000 | ||||||
Debt instrument, term | 3 years | |||||||
Leon and Toby Cooperman Family Foundation | Loan Agreements | ||||||||
Debt Instrument [Line Items] | ||||||||
Proceeds from issuance or sale of equity | $ 10,000,000 | $ 10,000,000 | ||||||
Debt instrument, interest rate, stated percentage | 12.00% | |||||||
Debt instrument, extension period | 12 months | |||||||
One-time extension fee (as a percent) | 1.00% | |||||||
Proceeds from issuance of secured debt | $ 5,000,000 | |||||||
One-time extension fee (as a percent) | 1.00% | |||||||
Convertible Notes | Convertible Notes Payable | ||||||||
Debt Instrument [Line Items] | ||||||||
Face value of loan | $ 5,000,000 | |||||||
Number of lenders | lender | 2 | |||||||
Number of notes | note | 2 | |||||||
Conversion period after issuance date | 6 months | |||||||
Conversion price (in dollars per share) | $ / shares | $ 7.15 | |||||||
Average closing price of common stock (in dollars per share) | $ / shares | $ 10.725 | |||||||
Consecutive trading day period | day | 20 | |||||||
Debt instrument, term | 3 years | |||||||
Debt instrument, interest rate, stated percentage | 7.00% | |||||||
Debt instrument, extension period | 1 year | |||||||
Extension fee per note | $ 50,000 | |||||||
Total extension fee | 100,000 | |||||||
Payments to cover taxes | 40,400 | |||||||
Convertible Notes | Revolving Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of credit, maximum borrowing capacity | $ 5,000,000 | |||||||
Beneficial conversion feature on convertible debt | $ 1,692,309 | |||||||
Credit Facility Agreement | Revolving Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of credit, maximum borrowing capacity | $ 5,000,000 | |||||||
Interest rate of debt (as a percent) | 12.00% | |||||||
One-time upfront facility fee | $ 100,000 | |||||||
One-time extension fee (as a percent) | 2.00% | |||||||
Number of securities called by warrants or rights (in shares) | shares | 92,049 | |||||||
Warrant term | 5 years | |||||||
Exercise price of warrants (in dollars per share) | $ / shares | $ 5.85 | |||||||
Fair value of warrants outstanding | $ 255,071 | |||||||
Unamortized costs | $ 43,056 | $ 182,418 | ||||||
Credit Facility Agreement | Revolving Credit Facility | Cooperman Warrants | ||||||||
Debt Instrument [Line Items] | ||||||||
Exercise price of warrants (in dollars per share) | $ / shares | $ 5.56 | $ 5.85 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) | Sep. 02, 2020 | Aug. 31, 2020 | Jun. 18, 2020 | Jun. 08, 2020 | Jun. 05, 2020 | Feb. 04, 2020 | Mar. 06, 2019 | Oct. 31, 2020 | Jul. 31, 2020 | Jul. 31, 2019 | Apr. 30, 2020 | Dec. 30, 2019 | Dec. 13, 2018 | Nov. 05, 2018 | Mar. 13, 2012 |
Stockholders Equity [Line Items] | |||||||||||||||
Preferred stock, shares authorized (in shares) | 1,000,000 | 1,000,000 | |||||||||||||
Preferred stock issued (in shares) | 0 | 0 | |||||||||||||
Preferred stock outstanding (in shares) | 0 | 0 | |||||||||||||
Common stock, shares authorized (in shares) | 40,000,000 | 40,000,000 | |||||||||||||
Common stock issued for stock options exercised for cash | $ 1,269,982 | $ 45,190 | |||||||||||||
Common stock issued for warrants exercised for cash | 1,081,792 | ||||||||||||||
Modification charge for warrants exercised | $ 25,966 | ||||||||||||||
Subsequent Event | |||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||
Share price (in dollars per share) | $ 9.49 | ||||||||||||||
Loan Agreements | |||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||
Warrants granted, exercise price (in dollars per share) | $ 6 | ||||||||||||||
Revolving Credit Facility | Credit Facility Agreement | |||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||
Exercise price of warrants (in dollars per share) | $ 5.85 | ||||||||||||||
Number of securities called by warrants or rights (in shares) | 92,049 | ||||||||||||||
Cooperman Warrants | |||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||
Decrease in exercise price of common stock purchase warrants | 5.00% | ||||||||||||||
Proceeds from warrant exercises | $ 1,081,792 | ||||||||||||||
Number of securities called by warrants or rights (in shares) | 192,049 | ||||||||||||||
Cooperman Warrants | Loan Agreements | |||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||
Warrants granted, exercise price (in dollars per share) | $ 5.70 | $ 6 | |||||||||||||
Cooperman Warrants | Revolving Credit Facility | Credit Facility Agreement | |||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||
Exercise price of warrants (in dollars per share) | $ 5.56 | $ 5.85 | |||||||||||||
Equity Incentive Plan | |||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||
Number of shares authorized (in shares) | 3,500,000 | ||||||||||||||
Common stock, shares remaining for future issuance (in shares) | 74,032 | 10,852 | |||||||||||||
2018 Equity Incentive Plan | |||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||
Number of shares authorized (in shares) | 1,100,000 | 500,000 | |||||||||||||
Common Stock | |||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||
Common stock issued for stock options exercised for cash (in shares) | 415,175 | 21,876 | |||||||||||||
Common stock issued for stock options exercised for cash | $ 415 | $ 22 | |||||||||||||
Common stock issued for warrants exercised for cash (in shares) | 192,049 | ||||||||||||||
Common stock issued for warrants exercised for cash | $ 192 | ||||||||||||||
Share price (in dollars per share) | $ 9.49 | ||||||||||||||
Restricted Stock | |||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||
Unvested shares of restricted common stock outstanding (in shares) | 16,448 | 49,672 | |||||||||||||
Total unrecognized compensation expense | $ 59,651 | $ 225,129 | |||||||||||||
Compensation expense | 10,524 | ||||||||||||||
Unrecognized compensation costs | $ 60,000 | ||||||||||||||
Weighted average recognition period | 1 year 6 months | ||||||||||||||
Stock Incentive Plan and Stock Option Grants to Employees and Directors | |||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||
Options granted (in shares) | 0 | ||||||||||||||
Stock options | |||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||
Compensation expense | $ 168,734 | ||||||||||||||
Unrecognized compensation costs | $ 550,000 | ||||||||||||||
Weighted average recognition period | 2 years | ||||||||||||||
Restricted Stock Units (RSUs) | |||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||
Unvested shares of restricted common stock outstanding (in shares) | 801,468 | 643,175 | |||||||||||||
Total unrecognized compensation expense | $ 4,400,000 | ||||||||||||||
Restricted shares granted (in shares) | 375,000 | 158,793 | |||||||||||||
Vesting period of award (in years) | 3 years | ||||||||||||||
Award vesting rights (as a percent) | 50.00% | ||||||||||||||
Amortization expense | $ 111,211 | ||||||||||||||
Compensation expense | 307,852 | ||||||||||||||
Unrecognized compensation costs | $ 4,400,000 | ||||||||||||||
Weighted average recognition period | 4 years | 4 years | 4 years | ||||||||||||
Restricted Stock Units (RSUs) | Subsequent Event | |||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||
Award vesting rights (as a percent) | 35.00% | ||||||||||||||
Amortization expense | $ 1,600,000 | ||||||||||||||
Restricted Stock Units (RSUs) | Share-based Payment Arrangement, Tranche One | |||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||
Award vesting rights (as a percent) | 10.00% | ||||||||||||||
Minimum closing price of common stock (in dollars per share) | $ 9 | ||||||||||||||
Consecutive trading days | 20 days | ||||||||||||||
Restricted Stock Units (RSUs) | Share-based Payment Arrangement, Tranche One | Subsequent Event | |||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||
Restricted shares granted (in shares) | 37,500 | ||||||||||||||
Award vesting rights (as a percent) | 10.00% | ||||||||||||||
Minimum closing price of common stock (in dollars per share) | $ 9 | ||||||||||||||
Consecutive trading days | 20 days | ||||||||||||||
Restricted Stock Units (RSUs) | Share-based Payment Arrangement, Tranche Two | |||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||
Award vesting rights (as a percent) | 25.00% | ||||||||||||||
Minimum closing price of common stock (in dollars per share) | $ 10 | ||||||||||||||
Consecutive trading days | 20 days | ||||||||||||||
Restricted Stock Units (RSUs) | Share-based Payment Arrangement, Tranche Two | Subsequent Event | |||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||
Restricted shares granted (in shares) | 93,750 | ||||||||||||||
Award vesting rights (as a percent) | 25.00% | ||||||||||||||
Minimum closing price of common stock (in dollars per share) | $ 10 | ||||||||||||||
Consecutive trading days | 20 days | ||||||||||||||
Restricted Stock Units (RSUs) | Share-based Payment Arrangement, Tranche Three | |||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||
Minimum closing price of common stock (in dollars per share) | $ 12 | ||||||||||||||
Consecutive trading days | 20 days | ||||||||||||||
Restricted Stock Units (RSUs) | Minimum | |||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||
Grant price of award (in dollars per share) | $ 6.95 | ||||||||||||||
Restricted Stock Units (RSUs) | Maximum | |||||||||||||||
Stockholders Equity [Line Items] | |||||||||||||||
Grant price of award (in dollars per share) | $ 10.62 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Restricted Stock Unit Activity (Details) - Restricted Stock Units (RSUs) - $ / shares | Feb. 04, 2020 | Jul. 31, 2020 |
Number of Shares | ||
Unvested Balance Outstanding at April 30, 2020 (in shares) | 643,175 | |
Granted (in shares) | 375,000 | 158,793 |
Forfeited (in shares) | (500) | |
Unvested Balance Outstanding, July 31, 2020 (in shares) | 801,468 | |
Weighted Average Grant Price | ||
Unvested Balance Outstanding at April 30, 2020 (in dollars per share) | $ 5.64 | |
Granted (in dollars per share) | 9.12 | |
Forfeits (in dollars per share) | 6.09 | |
Unvested Balance Outstanding at July 31, 2020 (in dollars per share) | $ 6.33 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Warrant Activity (Details) - Warrant - USD ($) | Jul. 31, 2020 | Apr. 30, 2020 | Jul. 31, 2020 |
Number of Shares | |||
Balance Outstanding, April 30, 2020 (in shares) | 566,223 | ||
Granted (in shares) | 0 | ||
Warrants exercised (in shares) | (192,049) | ||
Surrendered (in shares) | 0 | ||
Expired (in shares) | 0 | ||
Balance Outstanding, July 31, 2020 (in shares) | 374,174 | 566,223 | 374,174 |
Exercisable, July 31, 2020 (in shares) | 374,174 | 374,174 | |
Weighted Average Exercise Price | |||
Balance Outstanding, April 30, 2020 (in dollars per share) | $ 6.22 | ||
Granted (in dollars per share) | 0 | ||
Exercised (in dollars per share) | 5.60 | ||
Surrendered (in dollars per share) | 0 | ||
Expired (in dollars per share) | 0 | ||
Balance Outstanding, July 31, 2020 (in dollars per share) | $ 6.37 | $ 6.22 | 6.37 |
Exercisable, July 31, 2020 (in dollars per share) | $ 6.37 | $ 6.37 | |
Weighted Average Remaining Contractual Term | |||
Weighted Average Remaining Contractual Term | 2 years 7 months 20 days | 3 years 2 months 1 day | |
Weighted Average Remaining Contractual Term, Exercisable | 2 years 7 months 20 days | ||
Aggregate Intrinsic Value | |||
Average Intrinsic Value | $ 908,156 | $ 950,100 | $ 908,156 |
Aggregate Intrinsic Value, Exercisable | $ 908,156 | $ 908,156 |
Stockholders' Equity - Share-ba
Stockholders' Equity - Share-based Payment Arrangement, Option, Exercise Price Range (Details) - $ / shares | 3 Months Ended | |
Jul. 31, 2020 | Apr. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Outstanding (in shares) | 2,314,036 | 2,734,899 |
Exercisable (in shares) | 1,884,793 | |
Warrant | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Outstanding (in shares) | 374,174 | 566,223 |
Warrant | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Exercisable (in shares) | 374,174 | |
Warrant | $4.89 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Minimum exercise price (in dollars per share) | $ 4.89 | |
Maximum exercise price (in dollars per share) | 4.89 | |
Weighted average exercise price (in dollars per share) | $ 4.89 | |
Outstanding (in shares) | 50,000 | |
Weighted average exercise price (in dollars per share) | $ 4.89 | |
Weighted average remaining life in years | 3 years 8 months 12 days | |
Exercisable (in shares) | 50,000 | |
Warrant | $6.00 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Minimum exercise price (in dollars per share) | $ 6 | |
Maximum exercise price (in dollars per share) | 6 | |
Weighted average exercise price (in dollars per share) | $ 6 | |
Outstanding (in shares) | 100,000 | |
Weighted average exercise price (in dollars per share) | $ 6 | |
Weighted average remaining life in years | 3 years 7 months 6 days | |
Exercisable (in shares) | 100,000 | |
Warrant | $6.87 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Minimum exercise price (in dollars per share) | $ 6.87 | |
Maximum exercise price (in dollars per share) | 6.87 | |
Weighted average exercise price (in dollars per share) | $ 6.87 | |
Outstanding (in shares) | 224,174 | |
Weighted average exercise price (in dollars per share) | $ 6.87 | |
Weighted average remaining life in years | 1 year 11 months 23 days | |
Exercisable (in shares) | 224,174 |
Stockholders' Equity - Summar_2
Stockholders' Equity - Summary of Valuation Assumptions Used (Details) - Stock Incentive Plan and Stock Option Grants to Employees and Directors | 12 Months Ended |
Apr. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected life (years) | 3 years 6 months |
Expected volatility | 57.00% |
Risk-free interest rate | 0.24% |
Dividend yield | 0.00% |
Stockholders' Equity - Summar_3
Stockholders' Equity - Summary of Stock Option Activity (Details) - USD ($) | Jul. 31, 2020 | Apr. 30, 2020 | Jul. 31, 2020 |
Number of Shares | |||
Balance Outstanding, April 30, 2020 (in shares) | 2,734,899 | ||
Balance Outstanding, July 31, 2020 (in shares) | 2,314,036 | 2,734,899 | 2,314,036 |
Exercisable, July 31, 2020 (in shares) | 1,884,793 | 1,884,793 | |
Stock Incentive Plan and Stock Option Grants to Employees and Directors | |||
Number of Shares | |||
Balance Outstanding, April 30, 2020 (in shares) | 2,732,899 | ||
Granted (in shares) | 0 | ||
Exercised (in shares) | (415,175) | ||
Forfeited (in shares) | (3,688) | ||
Expired (in shares) | 0 | ||
Balance Outstanding, July 31, 2020 (in shares) | 2,314,036 | 2,732,899 | 2,314,036 |
Exercisable, July 31, 2020 (in shares) | 1,884,793 | 1,884,793 | |
Weighted Average Exercise Price | |||
Balance Outstanding, April 30, 2020 (in dollars per share) | $ 4.62 | ||
Granted (in dollars per share) | 0 | ||
Exercised (in dollars per share) | 9.18 | ||
Forfeited (in dollars per share) | 6.94 | ||
Expired (in dollars per share) | 0 | ||
Balance Outstanding, July 31, 2020 (in dollars per share) | $ 4.89 | $ 4.62 | 4.89 |
Exercisable, July 31, 2020 (in dollars per share) | $ 4.68 | $ 4.68 | |
Stock Option Activity, Additional Disclosures | |||
Options outstanding, weighted average remaining contractual term | 1 year 10 months 20 days | 1 year 11 months 19 days | |
Options exercisable, weighted average remaining contractual term | 1 year 7 months 24 days | ||
Options outstanding, aggregate intrinsic value | $ 9,073,489 | $ 9,146,198 | $ 9,073,489 |
Options exercisable, aggregate intrinsic value | $ 7,797,166 | $ 7,797,166 |
Stockholders' Equity - Schedu_2
Stockholders' Equity - Schedule of All Options and Exercisable Options (Details) - $ / shares | 3 Months Ended | |
Jul. 31, 2020 | Apr. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Outstanding (in shares) | 2,314,036 | 2,734,899 |
Exercisable (in shares) | 1,884,793 | |
$1.57 to $2.10 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Minimum exercise price (in dollars per share) | $ 1.57 | |
Maximum exercise price (in dollars per share) | 2.10 | |
Weighted average exercise price (in dollars per share) | $ 2.02 | |
Outstanding (in shares) | 306,166 | |
Weighted average exercise price (in dollars per share) | $ 2.02 | |
Weighted average remaining life in years | 6 months 21 days | |
Exercisable (in shares) | 261,771 | |
$2.28 to $2.76 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Minimum exercise price (in dollars per share) | $ 2.28 | |
Maximum exercise price (in dollars per share) | 2.76 | |
Weighted average exercise price (in dollars per share) | $ 2.30 | |
Outstanding (in shares) | 307,779 | |
Weighted average exercise price (in dollars per share) | $ 2.30 | |
Weighted average remaining life in years | 3 months 7 days | |
Exercisable (in shares) | 307,779 | |
$3.24 to $4.38 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Minimum exercise price (in dollars per share) | $ 3.24 | |
Maximum exercise price (in dollars per share) | 4.38 | |
Weighted average exercise price (in dollars per share) | $ 3.90 | |
Outstanding (in shares) | 318,174 | |
Weighted average exercise price (in dollars per share) | $ 3.87 | |
Weighted average remaining life in years | 1 year 3 months 25 days | |
Exercisable (in shares) | 262,507 | |
$4.50 to $5.20 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Minimum exercise price (in dollars per share) | $ 4.5 | |
Maximum exercise price (in dollars per share) | 5.20 | |
Weighted average exercise price (in dollars per share) | $ 4.93 | |
Outstanding (in shares) | 665,195 | |
Weighted average exercise price (in dollars per share) | $ 4.91 | |
Weighted average remaining life in years | 1 year 11 months 23 days | |
Exercisable (in shares) | 536,597 | |
$5.95 to $6.28 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Minimum exercise price (in dollars per share) | $ 5.95 | |
Maximum exercise price (in dollars per share) | 6.28 | |
Weighted average exercise price (in dollars per share) | $ 6.08 | |
Outstanding (in shares) | 75,751 | |
Weighted average exercise price (in dollars per share) | $ 6.11 | |
Weighted average remaining life in years | 1 year 11 months 15 days | |
Exercisable (in shares) | 61,195 | |
$7.17 to $7.55 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Minimum exercise price (in dollars per share) | $ 7.17 | |
Maximum exercise price (in dollars per share) | 7.55 | |
Weighted average exercise price (in dollars per share) | $ 7.44 | |
Outstanding (in shares) | 481,639 | |
Weighted average exercise price (in dollars per share) | $ 7.41 | |
Weighted average remaining life in years | 3 years 1 month 28 days | |
Exercisable (in shares) | 342,056 | |
$8.57 to $9.07 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Minimum exercise price (in dollars per share) | $ 8.57 | |
Maximum exercise price (in dollars per share) | 9.07 | |
Weighted average exercise price (in dollars per share) | $ 8.98 | |
Outstanding (in shares) | 159,332 | |
Weighted average exercise price (in dollars per share) | $ 8.98 | |
Weighted average remaining life in years | 2 years 5 months 8 days | |
Exercisable (in shares) | 112,888 |
Revenues - Schedule of Disaggre
Revenues - Schedule of Disaggregated Revenue (Details) - USD ($) | 3 Months Ended | |
Jul. 31, 2020 | Jul. 31, 2019 | |
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 15,165,562 | $ 10,357,982 |
Tuition | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 13,367,308 | 9,290,952 |
Course fees | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 1,599,693 | 925,954 |
Book fees | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 39,138 | 20,785 |
Exam fees | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 70,655 | 60,100 |
Service fees | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 88,768 | $ 60,191 |
Revenues (Details)
Revenues (Details) - USD ($) | 3 Months Ended | ||
Jul. 31, 2020 | Jul. 31, 2019 | Apr. 30, 2020 | |
Disaggregation of Revenue [Line Items] | |||
Deferred revenue | $ 4,766,853 | $ 3,712,994 | |
Due to students | 1,891,502 | $ 2,371,844 | |
Total revenue earned, deferred revenue | $ 3,700,000 | ||
Revenue Benchmark | Non-US | |||
Disaggregation of Revenue [Line Items] | |||
Percentage of revenues from students outside the United States | 1.27% | 1.48% |
Leases (Details)
Leases (Details) | 3 Months Ended |
Jul. 31, 2020USD ($)ft² | |
Lessee, Lease, Description [Line Items] | |
Amount of office and classroom space leased (in square feet) | ft² | 88,600 |
Incremental borrowing rate (as a percent) | 12.00% |
Lease expense | $ 397,238 |
Tampa, Florida | |
Lessee, Lease, Description [Line Items] | |
Leases not yet commenced, liability | 10,200,000 |
Phoenix, Arizona | |
Lessee, Lease, Description [Line Items] | |
Leases not yet commenced, liability | 5,200,000 |
Austin, Texas | |
Lessee, Lease, Description [Line Items] | |
Leases not yet commenced, liability | $ 4,300,000 |
Leases - Schedule of Right-of-U
Leases - Schedule of Right-of-Use Assets (Details) - USD ($) | Jul. 31, 2020 | Apr. 30, 2020 | May 01, 2019 |
Leases [Abstract] | |||
Operating office leases | $ 12,356,837 | ||
Less accumulated reduction | (5,092,253) | ||
Operating lease right of use asset, net | $ 7,264,584 | $ 6,412,851 | $ 8,000,000 |
Leases - Schedule of Operating
Leases - Schedule of Operating Lease Liabilities (Details) - USD ($) | Jul. 31, 2020 | May 01, 2019 |
Leases [Abstract] | ||
Operating office leases | $ 13,312,573 | |
Reduction of lease liabilities | (5,092,253) | |
Present value of operating lease obligations | $ 8,220,320 | $ 8,000,000 |
Leases - Future Minimum Payment
Leases - Future Minimum Payments Under Operating Leases (Details) - USD ($) | Jul. 31, 2020 | May 01, 2019 |
Lessee, Operating Lease, Liability, Payment, Due [Abstract] | ||
2021 (remaining) | $ 1,809,774 | |
2022 | 2,253,619 | |
2023 | 1,703,419 | |
2024 | 1,466,758 | |
2025 | 1,134,718 | |
2026 and beyond | 3,536,443 | |
Total future minimum lease payments | 11,904,731 | |
Less imputed interest | (3,684,411) | |
Present value of operating lease obligations | $ 8,220,320 | $ 8,000,000 |
Leases - Schedule of Balance Sh
Leases - Schedule of Balance Sheet Information Related to Leases (Details) - USD ($) | Jul. 31, 2020 | Apr. 30, 2020 | May 01, 2019 |
Operating leases | |||
Operating lease obligations, current portion | $ 1,542,754 | $ 1,683,252 | |
Operating lease liabilities, long-term | 6,677,566 | $ 5,685,335 | |
Present value of operating lease obligations | $ 8,220,320 | $ 8,000,000 |
Leases - Schedule of Other Info
Leases - Schedule of Other Information Related to Leases (Details) | Jul. 31, 2020 |
Lessee Disclosure [Abstract] | |
Weighted average remaining lease term (in years) | 6 years 4 months 9 days |
Weighted average discount rate (percent) | 12.00% |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) | Feb. 08, 2019 | Jul. 31, 2020 | Jun. 02, 2020 | Apr. 30, 2020 | Oct. 15, 2015 | Sep. 29, 2015 | Feb. 11, 2013 |
Other Commitments [Line Items] | |||||||
Estimate of potential loss | $ 2,200,000 | ||||||
Return of unearned funds, no later than (in days) | 45 days | ||||||
Letter of Credit | |||||||
Other Commitments [Line Items] | |||||||
Letters of credit outstanding, amount | $ 255,708 | ||||||
HEMG | |||||||
Other Commitments [Line Items] | |||||||
Amount of default judgment in litigation matter | $ 772,793 | ||||||
Number of AGI common stock remaining as sole asset in bankruptcy claim (in shares) | 208,000 | ||||||
Number of AGI common stock filed in bankruptcy claim by third party (in shares) | 167,000 | ||||||
Amount of claim filed | $ 888,638 | ||||||
Loss contingency, damages sought, value | 200,000 | ||||||
Amount available for distribution | $ 924,486 | ||||||
Fees due to trustee | $ 346,480 | ||||||
Settlement liability | $ 574,145 |
Subsequent Events (Details)
Subsequent Events (Details) | Sep. 14, 2020day$ / sharesshares | Sep. 02, 2020$ / sharesshares | Aug. 31, 2020USD ($)$ / sharesshares | Jun. 18, 2020 | Feb. 04, 2020$ / sharesshares | Jan. 22, 2020day$ / shares | Aug. 31, 2020USD ($)shares | Oct. 31, 2020USD ($)shares | Jul. 31, 2020USD ($)shares |
Convertible Notes | Convertible Notes Payable | |||||||||
Subsequent Event [Line Items] | |||||||||
Average closing price of common stock (in dollars per share) | $ 10.725 | ||||||||
Consecutive trading day period | day | 20 | ||||||||
Conversion price (in dollars per share) | $ 7.15 | ||||||||
Subsequent Event | |||||||||
Subsequent Event [Line Items] | |||||||||
Share price (in dollars per share) | $ 9.49 | ||||||||
Subsequent Event | Equity Distribution Agreement | |||||||||
Subsequent Event [Line Items] | |||||||||
Common stock, capital shares reserved for future issuance, value | $ | $ 12,309,750 | $ 12,309,750 | |||||||
Sale of stock, gross proceeds (as a percent) | 3.00% | ||||||||
Reimbursement expenses | $ | $ 50,000 | ||||||||
Total expenses for offering | $ | $ 35,000 | ||||||||
Number of shares sold (in shares) | shares | 130,000 | ||||||||
Subsequent Event | Convertible Notes | Convertible Notes Payable | |||||||||
Subsequent Event [Line Items] | |||||||||
Average closing price of common stock (in dollars per share) | $ 10.725 | ||||||||
Consecutive trading day period | day | 20 | ||||||||
Conversion price (in dollars per share) | $ 7.15 | ||||||||
Amortization expense | $ | $ 1,400,000 | ||||||||
Subsequent Event | Common Stock | Convertible Notes | Convertible Notes Payable | |||||||||
Subsequent Event [Line Items] | |||||||||
Debt conversion, converted instrument, shares issued (in shares) | shares | 1,398,602 | ||||||||
Restricted Stock Units (RSUs) | |||||||||
Subsequent Event [Line Items] | |||||||||
Amortization expense | $ | $ 111,211 | ||||||||
Award vesting rights (as a percent) | 50.00% | ||||||||
Restricted shares granted (in shares) | shares | 375,000 | 158,793 | |||||||
Restricted Stock Units (RSUs) | Share-based Payment Arrangement, Tranche One | |||||||||
Subsequent Event [Line Items] | |||||||||
Minimum closing price of common stock (in dollars per share) | $ 9 | ||||||||
Consecutive trading days | 20 days | ||||||||
Award vesting rights (as a percent) | 10.00% | ||||||||
Restricted Stock Units (RSUs) | Share-based Payment Arrangement, Tranche Two | |||||||||
Subsequent Event [Line Items] | |||||||||
Minimum closing price of common stock (in dollars per share) | $ 10 | ||||||||
Consecutive trading days | 20 days | ||||||||
Award vesting rights (as a percent) | 25.00% | ||||||||
Restricted Stock Units (RSUs) | Subsequent Event | |||||||||
Subsequent Event [Line Items] | |||||||||
Amortization expense | $ | $ 1,600,000 | ||||||||
Award vesting rights (as a percent) | 35.00% | ||||||||
Restricted Stock Units (RSUs) | Subsequent Event | Forecast | |||||||||
Subsequent Event [Line Items] | |||||||||
Vested in period (in shares) | shares | 131,250 | ||||||||
Restricted Stock Units (RSUs) | Subsequent Event | Share-based Payment Arrangement, Tranche One | |||||||||
Subsequent Event [Line Items] | |||||||||
Minimum closing price of common stock (in dollars per share) | $ 9 | ||||||||
Consecutive trading days | 20 days | ||||||||
Award vesting rights (as a percent) | 10.00% | ||||||||
Restricted shares granted (in shares) | shares | 37,500 | ||||||||
Restricted Stock Units (RSUs) | Subsequent Event | Share-based Payment Arrangement, Tranche Two | |||||||||
Subsequent Event [Line Items] | |||||||||
Minimum closing price of common stock (in dollars per share) | $ 10 | ||||||||
Consecutive trading days | 20 days | ||||||||
Award vesting rights (as a percent) | 25.00% | ||||||||
Restricted shares granted (in shares) | shares | 93,750 | ||||||||
Employees | Subsequent Event | |||||||||
Subsequent Event [Line Items] | |||||||||
Stock option exercised (in shares) | shares | 4,666 | ||||||||
Proceeds received from exercised of stock options | $ | $ 11,000 | ||||||||
Common stock issued (in shares) | shares | 3,296 |
Uncategorized Items - aspu-2020
Label | Element | Value |
Accounting Standards Update [Extensible List] | us-gaap_AccountingStandardsUpdateExtensibleList | us-gaap:AccountingStandardsUpdate201602Member |