Adtalem Global Education (ATGE) 8-K Adtalem Global Education Fiscal Third Quarter 2024 Results; Guidance Raised

Exhibit 99.1

​ ​ News Release Investor Contact Jay Spitzer Investor.Relations@Adtalem.com +1 312-906-6600 Media Contact Britt Mitchell AdtalemMedia@Adtalem.com +1 872-270-0301

Adtalem Global Education Fiscal Third Quarter 2024 Results; Guidance Raised

Revenue up 11.8% YoY

Total enrollment up 7.8% YoY

Diluted earnings per share $0.93; Adjusted EPS $1.50, growth of 32.7% YoY

Third Quarter Highlights

● Revenue $412.7 million, up 11.8% year-over-year

● Total student enrollment 85,809, up 7.8% year-over-year

● Chamberlain University fifth straight quarter of total enrollment growth, up 9.0% year-over-year, highest total enrollment in university history

● Walden University third straight quarter of total enrollment growth, up 8.4% year-over-year

● Investing in Growth with Purpose strategy, GAAP net income $36.8 million, and adjusted EBITDA $107.1 million, up 24.6% year-over-year

Capital Allocation

● Repurchased $91 million of shares

● Net leverage 1.3x as of March 31, 2024

Fiscal Year 2024 Guidance

● Revenue $1,560 million to $1,580 million

● Adjusted earnings per share $4.80 to $5.00

CHICAGO Ill. – May 2, 2024 – Adtalem Global Education Inc. (NYSE: ATGE), the leading healthcare educator in the United States, today reported third quarter fiscal 2024 results (quarter ended March 31, 2024) reflecting robust operating performance through accelerated total enrollment growth and enhanced profitability.

“Our Growth with Purpose strategy, with its emphasis on operational excellence, continues to accelerate top- and bottom-line performance, permitting us to expand access to high-quality, in-demand programs,” said Steve Beard, president and chief executive officer, Adtalem Global Education.

“The momentum is built on strong enrollments, improved persistence and outstanding academic outcomes. With over 81,000 students graduated in the last three years, we are innately focused on our ability to have an outsized impact on U.S. healthcare.”

Financial Highlights

Selected financial data for the three months ended March 31, 2024:

● Revenue of $412.7 million increased 11.8% compared with the prior year.

● Operating income was $61.7 million, compared with $59.4 million in the prior year; adjusted operating income was $89.8 million, compared with $73.0 million in the prior year.

● Net income was $36.8 million, compared with $45.9 million in the prior year; adjusted net income was $59.4 million, compared with $51.6 million in the prior year.

● Diluted earnings per share was $0.93, compared with $1.00 in the prior year; adjusted earnings per share was $1.50, compared with $1.13 in the prior year.

● Adjusted EBITDA was $107.1 million, compared with $85.9 million in the prior year; adjusted EBITDA margin was 25.9%, compared with 23.3% in the prior year.

Business Highlights

● American University of the Caribbean School of Medicine and Ross University School of Medicine achieved a combined 98% first-time residency attainment rate for 2023-2024 graduates¹, for the second straight year, placing more than 815 students and graduates into over 350 unique healthcare facilities spanning 44 states and territories. Over 500 will enter primary care residencies, poised to enhance healthcare outcomes for some of the more than 83 million Americans in underserved areas lacking adequate access to primary care. Of the more than 815 students and graduates, 189 identify as Black/African American or Hispanic, helping diversify the pipeline of physicians in the U.S. healthcare system where,

based on 2021 data, Black Americans make up 13% of the population but only 6% of physicians, and Hispanics represent 19% of the population but only 7% of physicians.

● Scott Liles rejoined Adtalem on April 1 as president of our Medical and Veterinary segment. Liles most recently served as the chief executive officer and executive board member for the Association of Certified Anti-Money Laundering Specialists (ACAMS). Liles was instrumental in returning ACAMS to growth in preparation for Adtalem’s divestiture of its Financial Services segment and in establishing ACAMS as an independent company.

● Chamberlain University continues to expand its specialized nursing education that addresses areas of acute nursing shortages through its Practice Ready. Specialty Focused.™ model and a new partnership with the Emergency Nurses Association (ENA), offering in-depth introduction into emergency nursing. The ENA emergency nursing offering is in addition to partnerships with DaVita® for nephrology, BrightStar Care® for home healthcare as well as the Association of periOperative Registered Nurses for perioperative nursing. Chamberlain’s proprietary specialty model, created with a grant from the American Nurses Foundation, is now offered at all 23 Chamberlain campuses.

● Walden University experienced some of the strongest new enrollment growth in its history, offering flexibility to working adults through part-time, self-paced and Tempo Learning^® competency-based programs.

● Walden University celebrated over 5,500 graduates at its 70th anniversary commencement.

College of Nursing and the College of Social and Behavioral Health degrees accounted for more than 60% of the degrees awarded, further showcasing Adtalem’s commitment to delivering practice-ready professionals at scale to the U.S. healthcare system.

Segment Highlights

Chamberlain

$ in millions	Three Months Ended Mar. 31,
	2024	2023	% Change
Revenue	$170.3	$149.7	13.8%
Operating Income	$43.3	$39.6	9.5%
Adj. Operating Income	$43.3	$39.6	9.5%
Adj. EBITDA	$50.5	$44.9	12.3%
Total Students (2)	37,985	34,847	9.0%

● Total student enrollment increased 9.0% compared with the prior year, driven by continued growth in pre-licensure and post-licensure nursing programs as well as higher persistence.

Walden

$ in millions	Three Months Ended Mar. 31,
	2024	2023	% Change
Revenue	$150.6	$132.9	13.3%
Operating Income	$23.6	$10.3	128.0%
Adj. Operating Income	$31.9	$24.6	29.4%
Adj. EBITDA	$35.9	$27.8	28.9%
Total Students (2)	42,751	39,427	8.4%

● Total student enrollment increased 8.4% compared with the prior year, driven by growth in healthcare programs and high persistence.

Medical and Veterinary

$ in millions	Three Months Ended Mar. 31,
	2024	2023	% Change
Revenue	$91.7	$86.5	6.1%
Operating Income	$22.8	$16.5	38.2%
Adj. Operating Income	$23.0	$16.9	35.9%
Adj. EBITDA	$27.0	$20.7	30.3%
Total Students (2)	5,073	5,312	(4.5)%

● Total student enrollment decreased 4.5% compared with the prior year, primarily driven by declines at the medical schools.

Fiscal Year 2024 Outlook

Adtalem guidance for fiscal year 2024, raises revenue guidance to a range of $1,560 million to $1,580 million from $1,520 million to $1,560 million, and raises adjusted earnings per share to be in the range of $4.80 to $5.00 from $4.55 to $4.75.

Conference Call and Webcast Information

Adtalem will hold a conference call to discuss its fiscal third quarter 2024 results today at 4:00 p.m. CT (5:00 p.m. ET).

The call can be accessed by dialing +1 877-407-6184 (U.S. participants) or +1 201-389-0877 (international participants) stating “Adtalem earnings call” or use conference ID: 13745553. The call will be simulcast through the Adtalem investor relations website at: https://investors.adtalem.com.

Adtalem will archive a replay of the call for 30 days. To access the replay, dial +1 877-660-6853 (U.S.) or +1 201-612-7415 (international), conference ID: 13745553, or visit the Adtalem investor relations website.

About Adtalem Global Education

Adtalem Global Education (NYSE: ATGE) is the No. 1 provider of healthcare education in the U.S.³ and a systemically important solution for preparing a diverse talent workforce that meets needs of the healthcare industry. We are redefining the education pathway into healthcare and meeting the evolving patient needs for a thriving society. Adtalem recognizes the potential in each individual and guides them to success while maintaining the top-tier standards and rigor needed to fill the workforce deficit, by creating more opportunities to connect practice-ready clinicians with employers at scale. We empower a diverse learner population to achieve their goals and make inspiring contributions to their communities with a family of institutions dedicated to nursing, medicine, veterinary medicine, social work and more. Our community is comprised of approximately 80,000 students, over 300,000 alumni and nearly 10,000 employees. Visit Adtalem.comfor more information and follow us onLinkedIn, InstagramandFacebook.

Forward-Looking Statements

Certain statements contained in this release are forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements provide current expectations of future events based on certain assumptions and include any statement that does not directly relate to any historical or current fact, which includes statements regarding Adtalem’s future growth. Forward-looking statements can also be identified by words such as “future,” “believe,” “expect,” “anticipate,” “estimate,” “plan,” “intend,” “may,” “will,” “would,” “could,” “can,” “continue,” “preliminary,” “range,” and similar terms. These forward-looking statements are subject to risk and uncertainties that could cause actual results to differ materially from those described in the statements. These risk and uncertainties include the risk factors described in Item 1A. “Risk Factors” of our most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission (SEC) and our other filings with the SEC. These forward-looking statements are based on information available to us as of the date any such statements are made, and Adtalem assumes no obligation to publicly update or revise its forward-looking statements even if experience or future changes make it clear that any projected results expressed or implied therein will not be realized, except as required by law.

A reconciliation of non-GAAP guidance measures to corresponding GAAP measures is not available on a forward-looking basis without unreasonable effort due to the uncertainty of special items that may be incurred in the future, although these special items could be material to Adtalem’s results in accordance with GAAP.

¹ First-time residency attainment rate is the percent of students attaining a 2024-25 residency position out of all graduates or expected graduates in 2023-24 who were active applicants in the 2024 NRMP match or who attained a residency position outside the NRMP match.

² Represents total students attending sessions during each institution’s most recent enrollment period in Q3 FY 2024 and Q3 FY 2023.

³ Based on most recent reported year, 2022, according to U.S. government IPEDS database.

###

Adtalem Global Education Inc.

Consolidated Balance Sheets

(unaudited)

(in thousands)

	March 31,		June 30,
	2024		2023
Assets:
Current assets:
Cash and cash equivalents	$	179,762	$	273,689
Restricted cash		7,562		1,386
Accounts and financing receivables, net		140,909		102,749
Prepaid expenses and other current assets		59,401		100,715
Total current assets		387,634		478,539
Noncurrent assets:
Property and equipment, net		272,792		258,522
Operating lease assets		169,498		174,677
Deferred income taxes		64,213		56,694
Intangible assets, net		784,042		812,338
Goodwill		961,262		961,262
Other assets, net		67,768		68,509
Assets held for sale		7,825		—
Total noncurrent assets		2,327,400		2,332,002
Total assets	$	2,715,034	$	2,810,541
Liabilities and shareholders’ equity:
Current liabilities:
Accounts payable	$	92,198	$	81,812
Accrued payroll and benefits		67,647		52,041
Accrued liabilities		114,224		105,806
Deferred revenue		202,566		153,871
Current operating lease liabilities		32,475		37,673
Total current liabilities		509,110		431,203
Noncurrent liabilities:
Long-term debt		648,106		695,077
Long-term operating lease liabilities		159,717		163,441
Deferred income taxes		28,937		26,068
Other liabilities		48,201		37,416
Total noncurrent liabilities		884,961		922,002
Total liabilities		1,394,071		1,353,205
Commitments and contingencies
Total shareholders’ equity		1,320,963		1,457,336
Total liabilities and shareholders’ equity	$	2,715,034	$	2,810,541

Adtalem Global Education Inc.

Consolidated Statements of Income

(unaudited)

(in thousands, except per share data)

	Three Months Ended				Nine Months Ended
	March 31,				March 31,
	2024		2023		2024		2023
Revenue	$	412,658	$	369,082	$	1,174,745	$	1,086,185
Operating cost and expense:
Cost of educational services		175,321		165,820		516,008		484,768
Student services and administrative expense		156,689		144,526		478,368		432,713
Restructuring expense		473		1,278		1,217		17,706
Business integration expense		18,450		11,346		30,621		35,702
Gain on sale of assets		—		(13,317)		—		(13,317)
Total operating cost and expense		350,933		309,653		1,026,214		957,572
Operating income		61,725		59,429		148,531		128,613
Interest expense		(16,560)		(14,457)		(48,910)		(47,806)
Other income, net		2,871		3,980		8,648		3,301
Income from continuing operations before income taxes		48,036		48,952		108,269		84,108
Provision for income taxes		(10,595)		(389)		(21,156)		(5,906)
Income from continuing operations		37,441		48,563		87,113		78,202
Discontinued operations:
(Loss) income from discontinued operations before income taxes		(832)		(3,993)		329		(6,734)
Loss on disposal of discontinued operations before income taxes		—		(402)		—		(3,576)
Benefit from (provision for) income taxes		212		1,701		(84)		3,222
(Loss) income from discontinued operations		(620)		(2,694)		245		(7,088)
Net income and comprehensive income	$	36,821	$	45,869	$	87,358	$	71,114
Earnings (loss) per share:
Basic:
Continuing operations	$	0.97	$	1.08	$	2.18	$	1.73
Discontinued operations	$	(0.02)	$	(0.06)	$	0.01	$	(0.16)
Total basic earnings per share	$	0.95	$	1.02	$	2.18	$	1.57
Diluted:
Continuing operations	$	0.94	$	1.06	$	2.13	$	1.70
Discontinued operations	$	(0.02)	$	(0.06)	$	0.01	$	(0.15)
Total diluted earnings per share	$	0.93	$	1.00	$	2.14	$	1.54
Weighted-average shares outstanding:
Basic shares		38,713		45,125		40,000		45,276
Diluted shares		39,636		45,801		40,874		46,089

Adtalem Global Education Inc.

Consolidated Statements of Cash Flows

(unaudited)

(in thousands)

	Nine Months Ended
	March 31,
	2024		2023
Operating activities:
Net income	$	87,358	$	71,114
(Income) loss from discontinued operations		(245)		7,088
Income from continuing operations		87,113		78,202
Adjustments to reconcile net income to net cash provided by operating activities:
Stock-based compensation expense		19,405		10,908
Amortization and impairments to operating lease assets		24,705		37,928
Depreciation		32,106		31,618
Amortization of intangible assets		28,296		48,936
Amortization and write-off of debt discount and issuance costs		4,550		7,974
Provision for bad debts		35,741		23,391
Deferred income taxes		(4,650)		(1,718)
Loss on disposals, accelerated depreciation, and impairments to property and equipment		50		3,999
Gain on extinguishment of debt		—		(71)
(Gain) loss on investments		(1,281)		4,122
Gain on sale of assets		—		(13,317)
Unrealized loss on assets held for sale		647		—
Changes in assets and liabilities:
Accounts and financing receivables		(73,661)		(56,477)
Prepaid expenses and other current assets		(2,484)		7,034
Accounts payable		10,841		12,286
Accrued payroll and benefits		15,671		(11,719)
Accrued liabilities		39,748		(20,275)
Deferred revenue		60,935		26,038
Operating lease liabilities		(28,448)		(37,758)
Other assets and liabilities		(2,475)		(1,280)
Net cash provided by operating activities-continuing operations		246,809		149,821
Net cash provided by (used in) operating activities-discontinued operations		8,396		(404)
Net cash provided by operating activities		255,205		149,417
Investing activities:
Capital expenditures		(52,014)		(19,056)
Proceeds from sales of marketable securities		626		7,635
Purchases of marketable securities		(498)		(1,508)
Proceeds from note receivable related to property sold		—		46,800
Net cash (used in) provided by investing activities-continuing operations		(51,886)		33,871
Payment for working capital adjustment for sale of business		—		(3,174)
Net cash (used in) provided by investing activities		(51,886)		30,697
Financing activities:
Proceeds from exercise of stock options		15,412		1,622
Employee taxes paid on withholding shares		(6,600)		(4,214)
Proceeds from stock issued under Colleague Stock Purchase Plan		581		451
Repurchases of common stock for treasury		(250,463)		(44,710)
Payment on equity forward contract		—		(13,162)
Proceeds from issuance of long-term debt		1,896		—
Repayments of long-term debt		(51,896)		(150,861)
Net cash used in financing activities		(291,070)		(210,874)
Net decrease in cash, cash equivalents and restricted cash		(87,751)		(30,760)
Cash, cash equivalents and restricted cash at beginning of period		275,075		347,937
Cash, cash equivalents and restricted cash at end of period	$	187,324	$	317,177
Non-cash investing and financing activities:
Accrued capital expenditures	$	11,086	$	10,474
Accrued liability for repurchases of common stock	$	2,995	$	2,699
Accrued excise tax on share repurchases	$	3,257	$	361
Settlement of financing liability with assets	$	—	$	38,606

Adtalem Global Education Inc.

Segment Information

(unaudited)

(in thousands)

	Three Months Ended								Nine Months Ended
	March 31,								March 31,
					Increase/(Decrease)								Increase/(Decrease)
	2024		2023		$		%		2024		2023		$		%
Revenue:
Chamberlain	$	170,338	$	149,737	$	20,601	13.8	%	$	466,487	$	426,538	$	39,949	9.4	%
Walden		150,607		132,874		17,733	13.3	%		439,023		395,715		43,308	10.9	%
Medical and Veterinary		91,713		86,471		5,242	6.1	%		269,235		263,932		5,303	2.0	%
Total consolidated revenue	$	412,658	$	369,082	$	43,576	11.8	%	$	1,174,745	$	1,086,185	$	88,560	8.2	%
Operating income (loss):
Chamberlain	$	43,349	$	39,589	$	3,760	9.5	%	$	97,313	$	99,002	$	(1,689)	(1.7)	%
Walden		23,585		10,343		13,242	128.0	%		47,121		26,071		21,050	80.7	%
Medical and Veterinary		22,759		16,472		6,287	38.2	%		59,142		49,172		9,970	20.3	%
Home Office and Other		(27,968)		(6,975)		(20,993)	(301.0)	%		(55,045)		(45,632)		(9,413)	(20.6)	%
Total consolidated operating income	$	61,725	$	59,429	$	2,296	3.9	%	$	148,531	$	128,613	$	19,918	15.5	%

Non-GAAP Financial Measures and Reconciliations

We believe that certain non-GAAP financial measures provide investors with useful supplemental information regarding the underlying business trends and performance of Adtalem’s ongoing operations as seen through the eyes of management and are useful for period-over-period comparisons. We use these supplemental non-GAAP financial measures internally in our assessment of performance and budgeting process. However, these non-GAAP financial measures should not be considered as a substitute for, or superior to, measures of financial performance prepared in accordance with GAAP. The following are non-GAAP financial measures used in the subsequent GAAP to non-GAAP reconciliation tables:

Adjusted net income (most comparable GAAP measure: net income) – Measure of Adtalem’s net income adjusted for restructuring expense, business integration expense, intangible amortization expense, gain on sale of assets, write-off of debt discount and issuance costs, gain on extinguishment of debt, litigation reserve, investment impairment, loss on assets held for sale, debt modification costs, net tax benefit related to a valuation allowance release, and loss (income) from discontinued operations.

Adjusted earnings per share (most comparable GAAP measure: diluted earnings per share) – Measure of Adtalem’s diluted earnings per share adjusted for restructuring expense, business integration expense, intangible amortization expense, gain on sale of assets, write-off of debt discount and issuance costs, gain on extinguishment of debt, litigation reserve, investment impairment, loss on assets held for sale, debt modification costs, net tax benefit related to a valuation allowance release, and loss (income) from discontinued operations.

Adjusted operating income (most comparable GAAP measure: operating income) – Measure of Adtalem’s operating income adjusted for restructuring expense, business integration expense, intangible amortization expense, litigation reserve, loss on assets held for sale, debt modification costs, and gain on sale of assets. This measure is applied on a consolidated and segment basis, depending on the context of the discussion.

Adjusted EBITDA (most comparable GAAP measure: net income) – Measure of Adtalem’s net income adjusted for loss (income) from discontinued operations, interest expense, other income, net, provision for income taxes, depreciation and amortization, stock-based compensation, restructuring expense, business integration expense, litigation reserve, loss on assets held for sale, debt modification costs, and gain on sale of assets. This measure is applied on a consolidated and segment basis, depending on the context of the discussion. Provision for income taxes, interest expense, and other income, net is not recorded at the reportable segments, and therefore, the segment adjusted EBITDA reconciliations begin with operating income.

Free cash flow (most comparable GAAP measure: net cash provided by operating activities-continuing operations) – Defined as net cash provided by operating activities-continuing operations less capital expenditures.

Net debt – Defined as long-term debt less cash and cash equivalents.

Net leverage – Defined as net debt divided by adjusted EBITDA.

A description of special items in our non-GAAP financial measures described above are as follows:

● Restructuring expense primarily related to real estate consolidations at Walden, Medical and Veterinary, and Adtalem’s home office. We do not include normal, recurring, cash operating expenses in our restructuring expense.

● Business integration expense include expenses related to the Walden acquisition and certain costs related to growth transformation initiatives. We do not include normal, recurring, cash operating expenses in our business integration expense.

● Intangible amortization expense on acquired intangible assets.

● Gain on sale of Adtalem’s Chicago, Illinois, campus facility.

● Write-off of debt discount and issuance costs and gain on extinguishment of debt related to prepayments of debt, reserves related to significant litigation, impairment of an equity investment, loss on assets held for sale related to a fair value write-down on assets, and debt modification costs related to refinancing our Term Loan B loan.

● Net tax benefit related to a valuation allowance release.

● Loss (income) from discontinued operations includes expense from ongoing litigation costs and settlements related to the DeVry University and Carrington College divestitures, a loss on sale of ACAMS, Becker, and OCL for working capital adjustments to the initial sales prices and a tax return to provision adjustment, and the earn-outs we received.

Adtalem Global Education Inc.

Non-GAAP Operating Income by Segment

(unaudited)

(in thousands)

	Three Months Ended										Nine Months Ended
	March 31,										March 31,
							Increase/(Decrease)										Increase/(Decrease)
	2024			2023			$		%		2024			2023			$		%
Chamberlain:
Operating income (GAAP)	$	43,349		$	39,589		$	3,760	9.5	%	$	97,313		$	99,002		$	(1,689)	(1.7)	%
Restructuring expense		—			—			—				—			818			(818)
Adjusted operating income (non-GAAP)	$	43,349		$	39,589		$	3,760	9.5	%	$	97,313		$	99,820		$	(2,507)	(2.5)	%
Operating margin (GAAP)		25.4	%		26.4	%						20.9	%		23.2	%
Operating margin (non-GAAP)		25.4	%		26.4	%						20.9	%		23.4	%
Walden:
Operating income (GAAP)	$	23,585		$	10,343		$	13,242	128.0	%	$	47,121		$	26,071		$	21,050	80.7	%
Restructuring expense		—			53			(53)				(776)			3,174			(3,950)
Intangible amortization expense		8,286			14,232			(5,946)				28,296			48,936			(20,640)
Litigation reserve		—			—			—				18,500			—			18,500
Adjusted operating income (non-GAAP)	$	31,871		$	24,628		$	7,243	29.4	%	$	93,141		$	78,181		$	14,960	19.1	%
Operating margin (GAAP)		15.7	%		7.8	%						10.7	%		6.6	%
Operating margin (non-GAAP)		21.2	%		18.5	%						21.2	%		19.8	%
Medical and Veterinary:
Operating income (GAAP)	$	22,759		$	16,472		$	6,287	38.2	%	$	59,142		$	49,172		$	9,970	20.3	%
Restructuring expense		194			421			(227)				379			7,334			(6,955)
Adjusted operating income (non-GAAP)	$	22,953		$	16,893		$	6,060	35.9	%	$	59,521		$	56,506		$	3,015	5.3	%
Operating margin (GAAP)		24.8	%		19.0	%						22.0	%		18.6	%
Operating margin (non-GAAP)		25.0	%		19.5	%						22.1	%		21.4	%
Home Office and Other:
Operating loss (GAAP)	$	(27,968)		$	(6,975)		$	(20,993)	(301.0)	%	$	(55,045)		$	(45,632)		$	(9,413)	(20.6)	%
Restructuring expense		279			804			(525)				1,614			6,380			(4,766)
Business integration expense		18,450			11,346			7,104				30,621			35,702			(5,081)
Loss on assets held for sale		—			—			—				647			—			647
Debt modification costs		848			—			848				848			—			848
Gain on sale of assets		—			(13,317)			13,317				—			(13,317)			13,317
Adjusted operating loss (non-GAAP)	$	(8,391)		$	(8,142)		$	(249)	(3.1)	%	$	(21,315)		$	(16,867)		$	(4,448)	(26.4)	%
Adtalem Global Education:
Operating income (GAAP)	$	61,725		$	59,429		$	2,296	3.9	%	$	148,531		$	128,613		$	19,918	15.5	%
Restructuring expense		473			1,278			(805)				1,217			17,706			(16,489)
Business integration expense		18,450			11,346			7,104				30,621			35,702			(5,081)
Intangible amortization expense		8,286			14,232			(5,946)				28,296			48,936			(20,640)
Litigation reserve		—			—			—				18,500			—			18,500
Loss on assets held for sale		—			—			—				647			—			647
Debt modification costs		848			—			848				848			—			848
Gain on sale of assets		—			(13,317)			13,317				—			(13,317)			13,317
Adjusted operating income (non-GAAP)	$	89,782		$	72,968		$	16,814	23.0	%	$	228,660		$	217,640		$	11,020	5.1	%
Operating margin (GAAP)		15.0	%		16.1	%						12.6	%		11.8	%
Operating margin (non-GAAP)		21.8	%		19.8	%						19.5	%		20.0	%

Adtalem Global Education Inc.

Non-GAAP Adjusted EBITDA by Segment

(unaudited)

(in thousands)

	Three Months Ended										Nine Months Ended
	March 31,										March 31,
							Increase/(Decrease)										Increase/(Decrease)
	2024			2023			$		%		2024			2023			$		%
Chamberlain:
Operating income (GAAP)	$	43,349		$	39,589		$	3,760	9.5	%	$	97,313		$	99,002		$	(1,689)	(1.7)	%
Restructuring expense		—			—			—				—			818			(818)
Depreciation		5,312			4,405			907				14,790			12,985			1,805
Stock-based compensation		1,795			923			872				6,791			3,600			3,191
Adjusted EBITDA (non-GAAP)	$	50,456		$	44,917		$	5,539	12.3	%	$	118,894		$	116,405		$	2,489	2.1	%
Adjusted EBITDA margin (non-GAAP)		29.6	%		30.0	%						25.5	%		27.3	%
Walden:
Operating income (GAAP)	$	23,585		$	10,343		$	13,242	128.0	%	$	47,121		$	26,071		$	21,050	80.7	%
Restructuring expense		—			53			(53)				(776)			3,174			(3,950)
Intangible amortization expense		8,286			14,232			(5,946)				28,296			48,936			(20,640)
Litigation reserve		—			—			—				18,500			—			18,500
Depreciation		2,214			2,439			(225)				6,681			7,303			(622)
Stock-based compensation		1,770			754			1,016				5,822			2,945			2,877
Adjusted EBITDA (non-GAAP)	$	35,855		$	27,821		$	8,034	28.9	%	$	105,644		$	88,429		$	17,215	19.5	%
Adjusted EBITDA margin (non-GAAP)		23.8	%		20.9	%						24.1	%		22.3	%
Medical and Veterinary:
Operating income (GAAP)	$	22,759		$	16,472		$	6,287	38.2	%	$	59,142		$	49,172		$	9,970	20.3	%
Restructuring expense		194			421			(227)				379			7,334			(6,955)
Depreciation		3,174			3,231			(57)				9,228			9,367			(139)
Stock-based compensation		851			587			264				3,687			2,291			1,396
Adjusted EBITDA (non-GAAP)	$	26,978		$	20,711		$	6,267	30.3	%	$	72,436		$	68,164		$	4,272	6.3	%
Adjusted EBITDA margin (non-GAAP)		29.4	%		24.0	%						26.9	%		25.8	%
Home Office and Other:
Operating loss (GAAP)	$	(27,968)		$	(6,975)		$	(20,993)	(301.0)	%	$	(55,045)		$	(45,632)		$	(9,413)	(20.6)	%
Restructuring expense		279			804			(525)				1,614			6,380			(4,766)
Business integration expense		18,450			11,346			7,104				30,621			35,702			(5,081)
Loss on assets held for sale		—			—			—				647			—			647
Debt modification costs		848			—			848				848			—			848
Gain on sale of assets		—			(13,317)			13,317				—			(13,317)			13,317
Depreciation		692			82			610				1,407			1,963			(556)
Stock-based compensation		1,484			531			953				3,105			2,072			1,033
Adjusted EBITDA (non-GAAP)	$	(6,215)		$	(7,529)		$	1,314	17.5	%	$	(16,803)		$	(12,832)		$	(3,971)	(30.9)	%
Adtalem Global Education:
Net income (GAAP)	$	36,821		$	45,869		$	(9,048)	(19.7)	%	$	87,358		$	71,114		$	16,244	22.8	%
Loss (income) from discontinued operations		620			2,694			(2,074)				(245)			7,088			(7,333)
Interest expense		16,560			14,457			2,103				48,910			47,806			1,104
Other income, net		(2,871)			(3,980)			1,109				(8,648)			(3,301)			(5,347)
Provision for income taxes		10,595			389			10,206				21,156			5,906			15,250
Operating income (GAAP)		61,725			59,429			2,296				148,531			128,613			19,918
Depreciation and amortization		19,678			24,389			(4,711)				60,402			80,554			(20,152)
Stock-based compensation		5,900			2,795			3,105				19,405			10,908			8,497
Restructuring expense		473			1,278			(805)				1,217			17,706			(16,489)
Business integration expense		18,450			11,346			7,104				30,621			35,702			(5,081)
Litigation reserve		—			—			—				18,500			—			18,500
Loss on assets held for sale		—			—			—				647			—			647
Debt modification costs		848			—			848				848			—			848
Gain on sale of assets		—			(13,317)			13,317				—			(13,317)			13,317
Adjusted EBITDA (non-GAAP)	$	107,074		$	85,920		$	21,154	24.6	%	$	280,171		$	260,166		$	20,005	7.7	%
Adjusted EBITDA margin (non-GAAP)		25.9	%		23.3	%						23.8	%		24.0	%

Adtalem Global Education Inc.

Non-GAAP Earnings Disclosure

(unaudited)

(in thousands, except per share data)

	Three Months Ended				Nine Months Ended
	March 31,				March 31,
	2024		2023		2024		2023
Net income (GAAP)	$	36,821	$	45,869	$	87,358	$	71,114
Restructuring expense		473		1,278		1,217		17,706
Business integration expense		18,450		11,346		30,621		35,702
Intangible amortization expense		8,286		14,232		28,296		48,936
Gain on sale of assets		—		(13,317)		—		(13,317)
Write-off of debt discount and issuance costs, gain on extinguishment of debt, litigation reserve, investment impairment, loss on assets held for sale, and debt modification costs		1,961		—		21,108		9,226
Net tax benefit related to a valuation allowance release		—		(6,184)		—		(6,184)
Income tax impact on non-GAAP adjustments (1)		(7,260)		(4,359)		(19,355)		(23,341)
Loss (income) from discontinued operations		620		2,694		(245)		7,088
Adjusted net income (non-GAAP)	$	59,351	$	51,559	$	149,000	$	146,930

(1) Represents the income tax impact of non-GAAP continuing operations adjustments that is recognized in our GAAP financial statements.

	Three Months Ended				Nine Months Ended
	March 31,				March 31,
	2024		2023		2024		2023
Diluted earnings per share (GAAP)	$	0.93	$	1.00	$	2.14	$	1.54
Effect on diluted earnings per share:
Restructuring expense		0.01		0.03		0.03		0.38
Business integration expense		0.47		0.25		0.75		0.77
Intangible amortization expense		0.21		0.31		0.69		1.06
Gain on sale of assets		—		(0.29)		—		(0.29)
Write-off of debt discount and issuance costs, gain on extinguishment of debt, litigation reserve, investment impairment, loss on assets held for sale, and debt modification costs		0.05		—		0.52		0.20
Net tax benefit related to a valuation allowance release		—		(0.14)		—		(0.13)
Income tax impact on non-GAAP adjustments (1)		(0.18)		(0.10)		(0.47)		(0.51)
Loss (income) from discontinued operations		0.02		0.06		(0.01)		0.15
Adjusted earnings per share (non-GAAP)	$	1.50	$	1.13	$	3.65	$	3.19
Diluted shares used in non-GAAP EPS calculation		39,636		45,801		40,874		46,089

Note: May not sum due to rounding.

(1) Represents the income tax impact of non-GAAP continuing operations adjustments that is recognized in our GAAP financial statements.

Adtalem Global Education Inc.

Non-GAAP Free Cash Flow Disclosure

(unaudited)

(in thousands)

	Three Months Ended				Nine Months Ended				Twelve Months Ended
	FY24		FY23		FY24		FY23		FY24		FY24		FY24		FY23		FY23
	Q3		Q3		Q3		Q3		Q3		Q2		Q1		Q4		Q3
Net cash provided by operating activities-continuing operations (GAAP)	$	163,740	$	107,544	$	246,809	$	149,821	$	302,672	$	246,476	$	204,934	$	205,684	$	255,052
Capital expenditures		(21,686)		(9,309)		(52,014)		(19,056)		(69,966)		(57,589)		(46,503)		(37,008)		(27,861)
Free cash flow (non-GAAP)	$	142,054	$	98,235	$	194,795	$	130,765	$	232,706	$	188,887	$	158,431	$	168,676	$	227,191

Adtalem Global Education Inc.

Non-GAAP Net Leverage Disclosure

(unaudited)

(in thousands)

	Twelve Months Ended
	March 31, 2024
Adtalem Global Education:
Net income (GAAP)	$	109,602
Loss from discontinued operations		1,061
Interest expense		64,204
Other income, net		(12,312)
Provision for income taxes		25,533
Depreciation and amortization		82,662
Stock-based compensation		22,796
Restructuring expense		2,328
Business integration expense		37,580
Litigation reserve		28,500
Loss on assets held for sale		647
Debt modification costs		848
Adjusted EBITDA (non-GAAP)	$	363,449
	March 31, 2024
Long-term debt	$	658,283
Less: Cash and cash equivalents		(179,762)
Net debt (non-GAAP)	$	478,521
Net leverage (non-GAAP)		1.3 x