Form 8-K
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 7, 2011
Grand Canyon Education, Inc.
(Exact name of registrant as specified in its charter)
         
Delaware   001-34211   20-3356009
         
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer Identification No.)
     
3300 W. Camelback Road
Phoenix, Arizona
   
85017
     
(Address of principal executive offices)   (Zip Code)
Registrant’s telephone number, including area code: (602) 639-7500
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 


 

Item 2.02. Results of Operations and Financial Condition.
On November 7, 2011, Grand Canyon Education, Inc. (the “Company”) reported its results for the third quarter of 2011. The press release dated November 7, 2011 is furnished as Exhibit 99.1 to this report.
Item 4.02. Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review
(a)              In connection with the preparation of the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2011, we determined that a change to our methodology relating to the manner in which we estimate our allowance for doubtful accounts was required.
In accordance with our institutional policy, all prospective students are required to select both a primary and secondary payment option with respect to amounts due to us for tuition, fees and other expenses. The most common payment option for our students is financial aid but students also choose personal cash, tuition reimbursement, or direct bill to their employer. Financial aid loan funds are generally provided by the Federal Direct Loan Program in two disbursements for each academic year. The disbursements are usually received two to four weeks into the first course of a payment period. These factors, together with the timing of students beginning their programs, affect our operating cash flow including our accounts receivable balance. 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 that has selected financial aid as his or her primary payment option withdraws prior to the end of a course but after the date that our 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, we will have a return to Title IV requirement and the student will owe us all amounts incurred that are in excess of the amount of financial aid that the student earned and that we are entitled to retain. In this case, we must collect the receivable using the student’s second payment option. In cases where this second payment option is a withdrawn student’s personal cash, then this amount will be due from the former student. Such receivables carry a higher risk of non-collection, as the student is no longer enrolled in the University.
Under our policy, we record an allowance for doubtful accounts for estimated losses resulting from the inability, failure or refusal of our students to make required payments. We determine the adequacy of our allowance for doubtful accounts based on an analysis of our historical bad debt experience, current economic trends, and the aging of the accounts receivable. We apply reserves to our receivables based upon an estimate of the risk presented by the age of the receivables. We believe that this policy is the best way to predict the ultimate amount of our receivables that will go uncollected as our receivable balances are made up of a large number of small balances and we also believe that this policy conforms to industry practice. While we continually refine our estimation process (similar to the refinements described below) in the ordinary course, our general approach to estimating the allowance for doubtful accounts has remained the same since we went public in November 2008. We have historically written off accounts receivable at the earlier of the time the balance is deemed uncollectible, or one year after the revenue is generated. We monitor our collections and write-off experience to assess whether adjustments are necessary.
As part of our process of analyzing our reserve balance at September 30, 2011, we for the first time disaggregated our accounts receivable balances based on each student’s school status as of September 30, 2011 and each of the prior quarter ends between June 30, 2010 (the quarter we transitioned to a “borrower-based, non-term” or “BBAY” financial aid system, where each student may begin a program and be eligible to receive financial aid at any time throughout the year) and June 30, 2011. In initiating this review, we had noted that there had been an increase in the more mature receivables over the past few quarters, once we had disaggregated our accounts receivable balances we noted a significant change in the composition of our receivable balances since our transition to BBAY in which the receivables due from former students had grown as a percentage of the total amount outstanding during this period. We believe that this is the result of several factors. First, under BBAY, a student must generally complete two of the courses in a payment period to earn the full financial aid award, as opposed to just a single course under the term-based module approach, and as a result, we have experienced an increase in the Title IV program funds that need to be returned to lenders or the Department of Education. Second, we have historically been successful in collecting receivables, including those due from former students as a result of the return to Title IV requirement, because the amount owed by a particular student that is in excess of the amount of financial aid that the student earned and that we are entitled to retain is often quite small. Due primarily to the ongoing economic conditions, we believe that the level of motivation that former students have to pay off their balances due to us, based on such factors as being able to receive transcripts or protecting their credit, has lessened over time. On the other hand, we have implemented a number of operational changes during the past twelve months that have resulted in more timely collections of balances due from active students. As our collection history over the past year demonstrated that receivables due from former students are now becoming much more likely to go uncollected, we concluded that our allowance for doubtful accounts needed to be adjusted. Thus, we have changed our allowance calculation methodology such that receivables due from former students are treated as a separate pool and are fully reserved for and written off in a much more accelerated timeframe. The methodology for reserving for receivables due from current students remains similar to our prior methodology given that we have not seen a change in the payment patterns for this pool of students. We continue to reflect accounts receivable with an offsetting allowance as long as management believes there is a reasonable possibility of collection. Bad debt expense is recorded as an instructional costs and services expense in the income statement.
Because our former students did not previously exhibit this collection behavior, the historical reserve process that we had implemented and followed in prior periods did not include taking the additional steps that are necessary to disaggregate our receivable balances by student based on enrollment status. As a result of our new analysis, however, it now appears that this disaggregated information is particularly relevant in determining the probability of loss and, if it had been more readily available to us, could have been used to detect the change in the behavior of our former students that manifested in the latter half of 2010 and in 2011. Accordingly, the Audit Committee of the Board of Directors of the Company, together with management and in consultation with Ernst & Young LLP, the Company’s independent registered public accounting firm, determined on November 3, 2011 that, because we could have taken the additional steps necessary to develop the disaggregated information for use in the analysis of our reserve requirements and resulting allowances for 2010 and 2011, the financial statements for the fiscal year ended December 31, 2010 and the fiscal quarters ended June 30,2010, September 30, 2010, March 31, 2011 and June 30, 2011 should not be relied upon and should be restated to reflect the new allowance calculation methodology.

 

 


 

The Company’s management and Audit Committee have discussed the matters disclosed in this filing with Ernst & Young LLP, the Company’s independent registered public accounting firm.
The Company expects to file its amended Annual Report on Form 10-K for the year ended December 31, 2010, its amended Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2011 and its amended Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2011, each of which will include the applicable restated financial statements and related disclosures, shortly before, or concurrently with, the filing of its Quarterly Report on Form 10-Q for the quarter ended September 30, 2011. We expect to file our Quarterly Report in Form 10-Q for the fiscal quarter ended September 30, 2011 on a timely basis on or prior to Wednesday, November 9, 2011. The Company is still evaluating the level of internal control deficiency that the restatements represent and expects to report on its conclusion in its Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2011 and in the amended filings referenced above, as applicable.
Item 9.01. Financial Statements and Exhibits.
99.1 Press Release dated November 7, 2011
Cautionary Note Regarding Forward-looking Statements:
To the extent that statements in this Current Report on Form 8-K are not strictly historical, including statements relating to future events, future financial performance, strategies expectations, competitive environment, regulation, and availability of resources, such statements are forward-looking, and are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The forward-looking statements contained in this Current Report on Form 8-K should not be read as a guarantee of future performance or results, and will not necessarily be accurate indications of the times at, or by, which such performance or results will be achieved. Forward-looking statements are based on information available at the time those statements are made or management’s good faith belief as of that time with respect to future events, and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in or suggested by the forward-looking statements. Important factors that could cause such differences include, but are not limited to, the risks and other uncertainties that are described in the Company’s filings with the Securities and Exchange Commission including the most recent reports on Forms 10-K, 10-Q and 8-K, and any amendments thereto.

 

 


 

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
         
  GRAND CANYON EDUCATION, INC.
 
 
Date: November 7, 2011  By:   /s/ Daniel E. Bachus    
    Daniel E. Bachus   
    Chief Financial Officer
(Principal Financial and Principal Accounting Officer) 
 
 

 

 


 

EXHIBIT INDEX
         
Exhibit    
No.   Description
       
 
  99.1    
Press Release dated November 7, 2011

 

 

Exhibit 99.1
Exhibit 99.1
NEWS RELEASE
FOR IMMEDIATE RELEASE
Investor Relations Contact:
Dan Bachus
Chief Financial Officer
Grand Canyon Education, Inc.
602-639-6648
[email protected]
Media Contact:
Bill Jenkins
Grand Canyon Education, Inc.
602-639-6678
[email protected]
GRAND CANYON EDUCATION, INC. REPORTS
THIRD QUARTER 2011 RESULTS
ARIZONA, November 7, 2011Grand Canyon Education, Inc. (NASDAQ: LOPE), a regionally accredited provider of online and campus-based post-secondary education services, today announced financial results for the quarter ended September 30, 2011.
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Grand Canyon Education, Inc. Reports Third Quarter 2011 Results
In connection with the preparation of the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2011, we determined that a change to our methodology relating to the manner in which we estimate our allowance for doubtful accounts was required.
In accordance with our institutional policy, all prospective students are required to select both a primary and secondary payment option with respect to amounts due to us for tuition, fees and other expenses. The most common payment option for our students is financial aid but students also choose personal cash, tuition reimbursement, or direct bill to their employer. Financial aid loan funds are generally provided by the Federal Direct Loan Program in two disbursements for each academic year. The disbursements are usually received two to four weeks into the first course of a payment period. These factors, together with the timing of students beginning their programs, affect our operating cash flow including our accounts receivable balance. 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 that has selected financial aid as his or her primary payment option withdraws prior to the end of a course but after the date that our 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, we will have a return to Title IV requirement and the student will owe us all amounts incurred that are in excess of the amount of financial aid that the student earned and that we are entitled to retain. In this case, we must collect the receivable using the student’s second payment option. In cases where this second payment option is a withdrawn student’s personal cash, then this amount will be due from the former student. Such receivables carry a higher risk of non-collection, as the student is no longer enrolled in the University.
Under our policy, we record an allowance for doubtful accounts for estimated losses resulting from the inability, failure or refusal of our students to make required payments. We determine the adequacy of our allowance for doubtful accounts based on an analysis of our historical bad debt experience, current economic trends, and the aging of the accounts receivable. We apply reserves to our receivables based upon an estimate of the risk presented by the age of the receivables. We believe that this policy is the best way to predict the ultimate amount of our receivables that will go uncollected as our receivable balances are made up of a large number of small balances and we also believe that this policy conforms to industry practice. While we continually refine our estimation process (similar to the refinements described below) in the ordinary course, our general approach to estimating the allowance for doubtful accounts has remained the same since we went public in November 2008. We have historically written off accounts receivable at the earlier of the time the balance is deemed uncollectible, or one year after the revenue is generated. We monitor our collections and write-off experience to assess whether adjustments are necessary.
As part of our process of analyzing our reserve balance at September 30, 2011, we for the first time disaggregated our accounts receivable balances based on each student’s school status as of September 30, 2011 and each of the prior quarter ends between June 30, 2010 (the quarter we transitioned to a “borrower-based, non-term” or “BBAY” financial aid system, where each student may begin a program and be eligible to receive financial aid at any time throughout the year) and June 30, 2011. In initiating this review, we had noted that there had been an increase in the more mature receivables over the past few quarters. Once we had disaggregated our accounts receivable we noted a significant change in the composition of our receivable balances since our transition to BBAY in which the receivables due from former students had grown as a percentage of the total amount outstanding during this period. We believe that this is the result of several factors. First, under BBAY, a student must generally complete two of the courses in a payment period to earn the full financial aid award, as opposed to just a single course under the term-based module approach, and, as a result, we have experienced an increase in the Title IV program funds that need to be returned to lenders or the Department of Education. Second, we have historically been successful in collecting receivables, including those due from former students as a result of the return to Title IV requirement, because the amount owed by a particular student that is in excess of the amount of financial aid that the student earned and that we are entitled to retain is often quite small. Due primarily to the ongoing economic conditions, we believe that the level of motivation that former students have to pay off their balances due to us, based on such factors as being able to receive transcripts or protecting their credit, has lessened over time. On the other hand, we have implemented a number of operational changes during the past twelve months that have resulted in more timely collections of balances due from active students. As our collection history over the past year demonstrated that receivables due from former students are now becoming much more likely to go uncollected, we concluded that our allowance for doubtful accounts needed to be adjusted. Thus, we have changed our allowance calculation methodology such that receivables due from former students are treated as a separate pool and are fully reserved for and written off in a much more accelerated timeframe. The methodology for reserving for receivables due from current students remains similar to our prior methodology given that we have not seen a change in the payment patterns for this pool of students. We continue to reflect accounts receivable with an offsetting allowance as long as management believes there is a reasonable possibility of collection. Bad debt expense is recorded as an instructional costs and services expense in the income statement.
For the three months ended September 30, 2011 (certain 2010 amounts are restated):
 
Net revenue increased 10.1% to $108.9 million for the third quarter of 2011, compared to $98.9 million for the third quarter of 2010.
 
At September 30, 2011, our enrollment was approximately 44,500, an increase of 5.2% from our enrollment of approximately 42,300 at September 30, 2010.
 
Operating income for the third quarter of 2011 was $20.7 million, an increase of 11.7% as compared to $18.5 million for the same period in 2010. The operating margin for the third quarter of 2011 was 19.0%, compared to 18.7% for the same period in 2010.

 

 


 

 
Adjusted EBITDA increased 18.9% to $27.5 million for the third quarter of 2011, compared to $23.1 million for the same period in 2010.
 
The tax rate in the third quarter of 2011 was 37.3% compared to 41.5% in the third quarter of 2010. The decrease in the effective tax rate was primarily due to certain non-recurring tax items, which had the effect of decreasing our effective tax rate in the third quarter of 2011 and increasing the effective tax rate in the third quarter of 2010.
 
Net income increased 19.8% to $12.9 million for the third quarter of 2011, compared to $10.7 million for the same period in 2010.
 
Diluted net income per share was $0.29 for the third quarter of 2011, compared to $0.23 for the same period in 2010.
For the nine months ended September 30, 2011 (certain 2010 amounts are restated):
 
Net revenues increased 9.8% to $313.7 million, compared to $285.8 million for the same period in 2010.
 
Operating income for the nine months ended September 30, 2011 was $58.8 million, an increase of 19.8% as compared to $49.1 million for the same period in 2010. The operating margin for the nine months ended September 30, 2011 was 18.8%, compared to 17.2% for the same period in 2010.
 
Adjusted EBITDA increased 24.4% to $76.6 million for the nine months ended September 30, 2011, compared to $61.6 million for the same period in 2010.
 
The tax rate in 2011 was 39.9% compared to 40.4% for the same period in 2010. The decrease in the effective tax rate was primarily due to certain non-recurring tax items, which had the effect of decreasing our effective tax rate in the third quarter of 2011 and increasing the effective tax rate in the third quarter of 2010.
 
Net income increased 21.6% to $35.2 million for the nine months ended September 30, 2011, compared to $29.0 million for the same period in 2010.
 
Diluted net income per share was $0.78 for the nine months ended September 30, 2011, compared to $0.62 for the same period in 2010.
Balance Sheet and Cash Flow
As of September 30, 2011, the University had unrestricted cash and cash equivalents of $19.0 million compared to $33.6 million at the end of 2010 and restricted cash and cash equivalents at September 30, 2011 and December 31, 2010 of $47.7 million and $52.9 million, respectively.
The University generated $65.5 million in cash from operating activities for the nine months ended September 30, 2011 compared to $80.5 million for the same period in 2010. Cash provided by operations in 2011 and 2010 resulted from net income plus non cash charges for provision for bad debts, depreciation and amortization, non-capitalizable system costs, share-based compensation, and changes in working capital, and in the nine months ended September 30, 2011, cash provided by operating activities has been reduced by $5.2 million related to the payment in connection with the qui tam matter. Capital expenditures in 2011 of $61.5 million were primarily related to ground campus building projects such as a new dormitory and events arena to support our increasing traditional ground student enrollment as well as purchases of computer equipment, other internal use software projects and furniture and equipment. Capital expenditures in 2010 of $39.6 million primarily consisted of ground campus building projects, purchases of computer equipment, and software costs to complete our transition from Datatel to Campus Vue and Great Plains, other internal use software projects, furniture and equipment to support our increasing student enrollment. In the first nine months of 2010, we had a $27.4 million increase in restricted cash associated with our transition to a “borrower-based, non-term” or “BBAY” financial aid system. During the first nine months of 2011, $23.8 million of cash used in financing activities was primarily related to $22.4 million used to purchase treasury stock in accordance with the University’s share repurchase program and principal payments on notes payable and capital leases totaled $2.9 million. During the first nine months of 2010 cash used in financing activities was $.9 million as proceeds from the exercise of stock options and the excess tax benefits from share-based compensation were partially offset by principal payments on notes payable and capital lease obligations of $2.2 million.
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Grand Canyon Education, Inc. Reports Third Quarter 2011 Results
Fourth Quarter 2011 Outlook
Our guidance for the fourth quarter of 2011 is the following:
Revenue will be between $112 and $116 million. Our target operating margin is 18.5% and our target adjusted EBITDA margin is 25.0% for the fourth quarter of 2011.
Forward-Looking Statements
This news release contains “forward-looking statements” which include information relating to future events, future financial performance, strategies expectations, competitive environment, regulation, and availability of resources. These forward-looking statements include, without limitation, statements regarding: proposed new programs; expectations that regulatory developments or other matters will not have a material adverse effect on our financial position, results of operations, or liquidity; statements concerning projections, predictions, expectations, estimates, or forecasts as to our business, financial and operational results, and future economic performance; and statements of management’s goals and objectives and other similar expressions concerning matters that are not historical facts. Words such as “may,” “should,” “could,” “would,” “predicts,” “potential,” “continue,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates” and similar expressions, as well as statements in future tense, identify forward-looking statements.
Forward-looking statements should not be read as a guarantee of future performance or results, and will not necessarily be accurate indications of the times at, or by, which such performance or results will be achieved. Forward-looking statements are based on information available at the time those statements are made or management’s good faith belief as of that time with respect to future events, and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in or suggested by the forward-looking statements. Important factors that could cause such differences include, but are not limited to: our failure to comply with the extensive regulatory framework applicable to our industry, including Title IV of the Higher Education Act and the regulations thereunder, state laws and regulatory requirements, and accrediting commission requirements; the results of the ongoing program review being conducted by the Department of Education of our compliance with Title IV program requirements, and possible fines or other administrative sanctions resulting therefrom; the ability of our students to obtain federal Title IV funds, state financial aid, and private financing; risks associated with changes in applicable federal and state laws and regulations and accrediting commission standards, including pending rulemaking by the Department of Education; potential damage to our reputation or other adverse effects as a result of negative publicity in the media, in the industry or in connection with governmental reports or investigations or otherwise, affecting us or other companies in the for-profit postsecondary education sector; the impact of the restatement of our prior financial results; our ability to hire and train new, and develop and train existing, enrollment counselors; the pace of growth of our enrollment; our ability to convert prospective students to enrolled students and to retain active students; our success in updating and expanding the content of existing programs and developing new programs in a cost-effective manner or on a timely basis; industry competition, including competition for qualified executives and other personnel; risks associated with the competitive environment for marketing our programs; failure on our part to keep up with advances in technology that could enhance the online experience for our students; the extent to which obligations under our loan agreement, including the need to comply with restrictive and financial covenants and to pay principal and interest payments, limits our ability to conduct our operations or seek new business opportunities; potential decreases in enrollment, the payment of refunds or other negative impacts on our operating results as a result of our change from a “term-based” financial aid system to a BBAY financial aid system; our ability to manage future growth effectively; general adverse economic conditions or other developments that affect job prospects in our core disciplines; and other factors discussed in reports on file with the Securities and Exchange Commission.
Forward-looking statements speak only as of the date the statements are made. You should not put undue reliance on any forward-looking statements. We assume no obligation to update forward-looking statements to reflect actual results, changes in assumptions, or changes in other factors affecting forward-looking information, except to the extent required by applicable securities laws. If we do update one or more forward-looking statements, no inference should be drawn that we will make additional updates with respect to those or other forward-looking statements.
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Grand Canyon Education, Inc. Reports Third Quarter 2011 Results
Conference Call
Grand Canyon Education, Inc. will discuss its third quarter 2011 results and 2011 outlook during a conference call scheduled for today, November 7, 2011 at 4:30 p.m. Eastern time (ET). To participate in the live call, investors should dial 877-815-5362 (domestic and Canada) or 706-679-7806 (international), passcode 10677185 at 4:25 p.m. (ET). The Webcast will be available on the Grand Canyon Education, Inc. Web site at www.gcu.edu.
A replay of the call will be available approximately two hours following the conclusion of the call through November 6, 2012, at 800-642-1687 (domestic) or 706-645-9291 (international), passcode 10677185. It will also be archived at www.gcu.edu in the investor relations section for 60 days.
About Grand Canyon Education, Inc.
Grand Canyon Education, Inc. is a regionally accredited provider of postsecondary education services focused on offering graduate and undergraduate degree programs in its core disciplines of education, business, healthcare and liberal arts. In addition to its online programs, it offers programs at its approximately 115 acre traditional campus in Phoenix, Arizona and onsite at the facilities of employers. Approximately 44,500 students were enrolled as of September 30, 2011. For more information about Grand Canyon Education, Inc., please visit http://www.gcu.edu.
 
     
*  
Grand Canyon Education, Inc. is regionally accredited by The Higher Learning Commission of the North Central Association of Colleges and Schools (NCA), http://www.ncahlc.org. Grand Canyon University, 3300 W. Camelback Road, Phoenix, AZ 85017, www.gcu.edu.
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Grand Canyon Education, Inc. Reports Third Quarter 2011 Results
GRAND CANYON EDUCATION, INC.
Consolidated Income Statements
(Unaudited)
                                 
    Three Months Ended     Nine Months Ended  
    September 30,     September 30,  
(In thousands, except per share amounts)   2011     2010     2011     2010  
            Restated             Restated  
 
                               
Net revenue
  $ 108,909     $ 98,946     $ 313,736     $ 285,794  
Costs and expenses:
                               
Instructional costs and services
    48,933       45,717       144,162       133,609  
Selling and promotional, including $151 and $2,702 for the three months ended September 30, 2011 and 2010, respectively, and $612 and $7,694 for the nine months ended September 30, 2011 and 2010, respectively, to related parties
    31,248       28,103       88,789       83,955  
General and administrative
    7,145       6,608       21,015       18,888  
Lease termination fee
    922             922        
Exit costs
          27             232  
 
                       
Total costs and expenses
    88,248       80,455       254,888       236,684  
 
                       
Operating income
    20,661       18,491       58,848       49,110  
Interest expense
    (170 )     (176 )     (306 )     (682 )
Interest income
    20       33       78       131  
 
                       
Income before income taxes
    20,511       18,348       58,620       48,559  
Income tax expense
    7,643       7,606       23,398       19,603  
 
                       
Net income
  $ 12,868     $ 10,742     $ 35,222     $ 28,956  
 
                       
Net income per common share:
                               
Basic
  $ 0.29     $ 0.23     $ 0.79     $ 0.63  
 
                       
Diluted
  $ 0.29     $ 0.23     $ 0.78     $ 0.62  
 
                       
Shares used in computing net income per common share:
                               
Basic
    44,302       45,746       44,845       45,715  
 
                       
Diluted
    44,787       46,351       45,293       46,413  
 
                       

 

 


 

Grand Canyon Education, Inc. Reports Third Quarter 2011 Results
GRAND CANYON EDUCATION, INC.
Adjusted EBITDA
Adjusted EBITDA is defined as net income plus interest expense net of interest income, plus income tax expense, and plus depreciation and amortization (EBITDA), as adjusted for (i) royalty payments incurred pursuant to an agreement with our former owner that has been terminated as of April 15, 2008; (ii) contributions to Arizona school tuition organizations in lieu of state income taxes, which we typically make in the fourth quarter of a fiscal year; (iii) exit costs, if any; (iv) contract termination fees, if any and (v) share-based compensation. We present Adjusted EBITDA because we consider it to be an important supplemental measure of our operating performance. We also make certain compensation decisions based, in part, on our operating performance, as measured by Adjusted EBITDA, and our loan agreement requires us to comply with covenants that include performance metrics substantially similar to Adjusted EBITDA. All of the adjustments made in our calculation of Adjusted EBITDA are adjustments to items that management does not consider to be reflective of our core operating performance. Management considers our core operating performance to be that which can be affected by our managers in any particular period through their management of the resources that affect our underlying revenue and profit generating operations during that period. Royalty expenses paid to our former owner, contributions made to Arizona school tuition organizations in lieu of the payment of state income taxes, estimated litigation losses, exit costs, share-based compensation, and contract termination fees are not considered reflective of our core performance.
We believe Adjusted EBITDA allows us to compare our current operating results with corresponding historical periods and with the operational performance of other companies in our industry because it does not give effect to potential differences caused by variations in capital structures (affecting relative interest expense, including the impact of write-offs of deferred financing costs when companies refinance their indebtedness), tax positions (such as the impact on periods or companies of changes in effective tax rates or net operating losses), the book amortization of intangibles (affecting relative amortization expense), and other items that we do not consider reflective of underlying operating performance. We also present Adjusted EBITDA because we believe it is frequently used by securities analysts, investors, and other interested parties as a measure of performance.
In evaluating Adjusted EBITDA, investors should be aware that in the future we may incur expenses similar to the adjustments described above. Our presentation of Adjusted EBITDA should not be construed as an inference that our future results will be unaffected by expenses that are unusual, non-routine, or non-recurring. Adjusted EBITDA has limitations as an analytical tool, and you should not consider it in isolation, or as a substitute for net income, operating income, or any other performance measure derived in accordance with and reported under GAAP or as an alternative to cash flow from operating activities or as a measure of our liquidity. Some of these limitations are that it does not reflect:
   
cash expenditures for capital expenditures or contractual commitments;
 
   
changes in, or cash requirement for, our working capital requirements;
 
   
interest expense, or the cash required to replace assets that are being depreciated or amortized; and
 
   
the impact on our reported results of earnings or charges resulting from the items for which we make adjustments to our EBITDA, as described above and set forth in the table below.
In addition, other companies, including other companies in our industry, may calculate these measures differently than we do, limiting the usefulness of Adjusted EBITDA as a comparative measure. Because of these limitations, Adjusted EBITDA should not be considered as a substitute for net income, operating income, or any other performance measure derived in accordance with GAAP, or as an alternative to cash flow from operating activities or as a measure of our liquidity. We compensate for these limitations by relying primarily on our GAAP results and using Adjusted EBITDA only supplementally.

 

 


 

The following table provides a reconciliation of net income to Adjusted EBITDA, which is a non-GAAP measure for the periods indicated:
                                 
    Three Months Ended     Nine Months Ended  
    September 30,     September 30,  
    2011     2010     2011     2010  
    (Unaudited, in thousands)  
            Restated             Restated  
Net income
  $ 12,868     $ 10,742     $ 35,222     $ 28,956  
Plus: interest expense net of interest income
    150       143       228       551  
Plus: income tax expense
    7,643       7,606       23,398       19,603  
Plus: depreciation and amortization
    4,154       3,168       11,832       8,329  
 
                       
EBITDA
    24,815       21,659       70,680       57,439  
 
                       
Plus: royalty to former owner
    74       74       222       222  
Plus: lease termination costs
    922             922        
Plus: exit costs
          27             232  
Plus: share-based compensation
    1,667       1,347       4,797       3,685  
 
                       
Adjusted EBITDA
  $ 27,478     $ 23,107     $ 76,621     $ 61,578  
 
                       

 

 


 

Grand Canyon Education, Inc. Reports Third Quarter 2011 Results
GRAND CANYON EDUCATION, INC.
Consolidated Balance Sheets
                 
    September 30,     December 31,  
(In thousands, except par value)   2011     2010  
    (Unaudited)     Restated  
Current assets
               
Cash and cash equivalents
  $ 18,999     $ 33,637  
Restricted cash and cash equivalents
    47,177       52,178  
Accounts receivable, net of allowance for doubtful accounts of $14,618 and $30,312 (Restated) at September 30, 2011 and December 31, 2010, respectively
    16,333       17,983  
Income taxes receivable
    8,383       8,415  
Deferred income taxes
    6,788       16,078  
Other current assets
    9,104       4,834  
 
           
Total current assets
    106,784       133,125  
Property and equipment, net
    179,545       123,999  
Restricted cash
    555       760  
Prepaid royalties
    6,122       6,579  
Goodwill
    2,941       2,941  
Deferred income taxes
    1,912       2,800  
Other assets
    5,201       4,892  
 
           
Total assets
  $ 303,060     $ 275,096  
 
           
LIABILITIES AND STOCKHOLDERS’ EQUITY:  
Current liabilities
               
Accounts payable
  $ 22,277     $ 15,693  
Accrued compensation and benefits
    9,768       13,633  
Accrued liabilities
    9,134       9,477  
Accrued litigation loss
          5,200  
Accrued exit costs
          64  
Income taxes payable
    1,068       829  
Student deposits
    48,483       48,873  
Deferred revenue
    34,746       15,034  
Due to related parties
    464       10,346  
Current portion of capital lease obligations
    892       1,673  
Current portion of notes payable
    1,760       2,026  
 
           
Total current liabilities
    128,592       122,848  
Capital lease obligations, less current portion
    695       151  
Other noncurrent liabilities
    6,772       2,715  
Notes payable, less current portion
    20,329       21,881  
 
           
Total liabilities
    156,388       147,595  
 
           
Commitments and contingencies
               
Stockholders’ equity
               
Preferred stock, $0.01 par value, 10,000 shares authorized; 0 shares issued and outstanding at September 30, 2011 and December 31, 2010
           
Common stock, $0.01 par value, 100,000 shares authorized; 45,938 and 45,811 shares issued and 44,331 and 45,761 shares outstanding at September 30, 2011 and December 31, 2010, respectively
    459       458  
Treasury stock, at cost, 1,607 and 50 shares of common stock at September 30, 2011 and December 31, 2010, respectively
    (23,153 )     (782 )
Additional paid-in capital
    83,821       77,449  
Accumulated other comprehensive loss
    (498 )     (445 )
Accumulated earnings
    86,043       50,821  
 
           
Total stockholders’ equity
    146,672       127,501  
 
           
Total liabilities and stockholders’ equity
  $ 303,060     $ 275,096  
 
           

 

 


 

Grand Canyon Education, Inc. Reports Third Quarter 2011 Results
GRAND CANYON EDUCATION, INC.
Consolidated Statements of Cash Flows
(Unaudited)
                 
    Nine Months Ended  
    September 30,  
(In thousands)   2011     2010  
            Restated  
Cash flows provided by operating activities:
               
Net income
  $ 35,222     $ 28,956  
Adjustments to reconcile net income to net cash provided by operating activities:
               
Share-based compensation
    4,797       3,685  
Excess tax benefits from share-based compensation
          (675 )
Amortization of debt issuance costs
    42       48  
Provision for bad debts
    27,903       29,483  
Depreciation and amortization
    12,054       8,551  
Lease termination fee
    922        
Non-capitalizable system conversion costs
          4,013  
Litigation settlement
    (5,200 )      
Exit costs
    (64 )     (545 )
Deferred income taxes
    10,185       (9,461 )
Other
          (67 )
Changes in assets and liabilities:
               
Accounts receivable
    (26,253 )     (39,280 )
Prepaid expenses and other
    (4,577 )     (4,260 )
Due to/from related parties
    (9,882 )     3,584  
Accounts payable
    1,757       5,317  
Accrued liabilities and employee related liabilities
    (4,208 )     5,949  
Income taxes receivable/payable
    348       (223 )
Deferred rent
    3,123       682  
Deferred revenue
    19,712       10,009  
Student deposits
    (390 )     34,768  
 
           
Net cash provided by operating activities
    65,491       80,534  
 
           
Cash flows used in investing activities:
               
Capital expenditures
    (61,515 )     (39,595 )
Change in restricted cash and cash equivalents
    5,206       (52,603 )
Proceeds from sale or maturity of investments
          487  
 
           
Net cash used in investing activities
    (56,309 )     (91,711 )
 
           
Cash flows used in financing activities:
               
Principal payments on notes payable and capital lease obligations
    (2,856 )     (2,209 )
Debt issuance costs
    (70 )      
Repurchase of common shares
    (22,371 )     (782 )
Excess tax benefits from share-based compensation
          675  
Net proceeds from exercise of stock options
    1,477       1,393  
 
           
Net cash used in financing activities
    (23,820 )     (923 )
 
           
Net decrease in cash and cash equivalents
    (14,638 )     (12,100 )
Cash and cash equivalents, beginning of period
    33,637       62,571  
 
           
Cash and cash equivalents, end of period
  $ 18,999     $ 50,471  
 
           
Supplemental disclosure of cash flow information
               
Cash paid for interest
  $ 315     $ 533  
Cash paid for income taxes
  $ 12,790     $ 29,528  
Supplemental disclosure of non-cash investing and financing activities
               
Purchases of property and equipment included in accounts payable
  $ 4,827     $ 7,580  
Purchases of equipment through capital lease obligations
  $ 801     $ 625  
Tax benefit of Spirit warrant intangible
  $ 194     $ 160  
Shortfall tax expense from share-based compensation
  $ 117     $  

 

 


 

Grand Canyon Education, Inc. Reports Third Quarter 2011 Results
The following is a summary of our student enrollment at September 30, 2011 and 2010 (which included less than 500 students pursuing non-degree certificates in each period) by degree type and by instructional delivery method:
                                 
    September 30, 2011(1)     September 30, 2010(1)  
    # of Students     % of Total     # of Students     % of Total  
Graduate degrees (2)
    17,497       39.3 %     18,128       42.9 %
Undergraduate degree
    26,989       60.7 %     24,158       57.1 %
 
                       
Total
    44,486       100.0 %     42,286       100.0 %
 
                       
                                 
    September 30, 2011(1)     September 30, 2010(1)  
    # of Students     % of Total     # of Students     % of Total  
Online (3)
    39,447       88.7 %     38,593       91.3 %
Ground (4)
    5,039       11.3 %     3,693       8.7 %
 
                       
Total
    44,486       100.0 %     42,286       100.0 %
 
                       
 
     
(1)  
Enrollment at September 30, 2011 and 2010 represents individual students who attended a course during the last two months of the calendar quarter.
 
(2)  
Includes 1,808 and 977 students pursuing doctoral degrees at September 30, 2011 and 2010, respectively.
 
(3)  
As of September 30, 2011 and 2010, 42.3% and 45.5%, respectively, of our online students are pursuing graduate degrees.
 
(4)  
Includes both our traditional on-campus ground students, as well as our professional studies students.
The following tables summarizes the unaudited quarterly results of operations as originally reported and as restated for each of the three quarters of 2010 and for the year ended December 31, 2010 and the first two quarters of 2011 with the restated amounts reflecting amounts that would have been reported under our new allowance estimation methodology.
                                 
    2010  
    Second Quarter     Second Quarter     Third Quarter     Third Quarter  
    As Reported     As Restated     As Reported     As Restated  
Net revenue
  $ 97,522     $ 97,522     $ 98,946     $ 98,946  
Costs and expenses:
                               
Instructional costs and services
    41,742       51,232       42,071       45,717  
Selling and promotional
    28,976       28,976       28,103       28,103  
General and administrative
    6,176       6,176       6,607       6,608  
Estimated exit costs
    116       116       27       27  
 
                       
Total costs and expenses
    77,010       86,500       76,808       80,455  
 
                       
Operating income
    20,512       11,022       22,138       18,491  
Net interest expense
    (125 )     (125 )     (143 )     (143 )
 
                       
Income before income taxes
    20,387       10,897       21,995       18,348  
Income tax expense
    7,991       4,163       9,077       7,606  
 
                       
Net income available to common stockholders
  $ 12,396     $ 6,734     $ 12,918     $ 10,742  
 
                       
Earnings per share:
                               
Basic income per share(1)
  $ 0.27     $ 0.15     $ 0.28     $ 0.23  
 
                       
Diluted income per share(1)
  $ 0.27     $ 0.14     $ 0.28     $ 0.23  
 
                       
Basic weighted average shares outstanding
    45,724       45,724       45,746       45,746  
 
                       
Diluted weighted average shares outstanding
    46,557       46,557       46,351       46,351  
 
                       
     
(1)  
The sum of quarterly income per share may not equal annual income per share due to rounding.

 

 


 

                                 
    2010  
                    Twelve Months
Ended
    Twelve Months
Ended
 
    Fourth Quarter As     Fourth Quarter     December 31,     December 31,  
    Reported     As Restated     As Reported     As Restated  
Net revenue
  $ 100,031     $ 100,031     $ 385,825     $ 385,825  
Costs and expenses:
                               
Instructional costs and services
    36,207       45,435       163,693       179,044  
Selling and promotional
    28,538       28,538       112,493       112,493  
General and administrative
    14,746       7,733       26,620       26,621  
Contract termination fees
    9,233       9,233       9,233       9,233  
Estimated exit costs
    26       26       258       258  
 
                       
Total costs and expenses
    88,750       90,965       312,297       327,649  
 
                       
Operating income
    11,281       9,066       73,528       58,176  
Net interest expense
    (170 )     (170 )     (721 )     (721 )
 
                       
Income before income taxes
    11,111       8,896       72,807       57,455  
Income tax expense
    3,540       2,646       28,442       22,249  
 
                       
Net income available to common stockholders
  $ 7,571     $ 6,250     $ 44,365     $ 35,206  
 
                       
Earnings per share:
                               
Basic income per share(1)
  $ 0.17     $ 0.14     $ 0.97     $ 0.77  
 
                       
Diluted income per share(1)
  $ 0.16     $ 0.13     $ 0.96     $ 0.76  
 
                       
Basic weighted average shares outstanding
    45,743       45,743       45,722       45,722  
 
                       
Diluted weighted average shares outstanding
    46,346       46,346       46,396       46,396  
 
                       
     
(1)  
The sum of quarterly income per share may not equal annual income per share due to rounding.
                                 
    2011  
    First Quarter     First Quarter     Second Quarter     Second Quarter  
    As Reported     As Restated     As Reported     As Restated  
Net revenue
  $ 101,709     $ 101,709     $ 103,118     $ 103,118  
Costs and expenses:
                               
Instructional costs and services
    45,830       48,875       45,709       46,354  
Selling and promotional
    29,832       29,832       27,709       27,709  
General and administrative
    6,832       6,832       7,038       7,038  
 
                       
Total costs and expenses
    82,494       85,539       80,456       81,101  
 
                       
Operating income
    19,215       16,170       22,662       22,017  
Net interest expense
    (75 )     (75 )     (3 )     (3 )
 
                       
Income before income taxes
    19,140       16,095       22,659       22,014  
Income tax expense
    7,842       6,614       9,401       9,141  
 
                       
Net income
  $ 11,298     $ 9,481     $ 13,258     $ 12,873  
 
                       
Earnings per share:
                               
Basic income per share(1)
  $ 0.25     $ 0.21     $ 0.30     $ 0.29  
 
                       
Diluted income per share(1)
  $ 0.25     $ 0.21     $ 0.29     $ 0.29  
 
                       
Basic weighted average shares outstanding
    45,590       45,590       44,658       44,658  
 
                       
Diluted weighted average shares outstanding
    46,089       46,089       45,018       45,018  
 
                       
     
(1)  
The sum of quarterly income per share may not equal annual income per share due to rounding.

 

 


 

The following is a summary of the changes on our balance sheet.
                                 
    As of June 30, 2010     As of September 30, 2010  
    As Reported     As Restated     As Reported     As Restated  
Accounts receivable
  $ 42,636     $ 33,146     $ 32,722     $ 19,586  
Deferred income taxes — current
    11,355       15,183       9,204       14,502  
Total current assets
    132,933       127,271       153,074       145,236  
Total assets
    237,813       232,151       281,542       273,704  
Accumulated earnings
    39,491       33,829       52,409       44,571  
Total stockholders’ equity
    113,307       107,645       127,105       119,267  
Total liabilities and stockholders’ equity
    237,813       232,151       281,542       273,704  
                                 
    As of December 31, 2010     As of March 31, 2011  
    As Reported     As Restated     As Reported     As Restated  
Accounts receivable
  $ 33,334     $ 17,983     $ 32,369     $ 13,972  
Deferred income taxes — current
    9,886       16,078       9,143       16,563  
Total current assets
    142,284       133,125       128,286       117,309  
Total assets
    284,255       275,096       286,464       275,487  
Accumulated earnings
    59,980       50,821       71,278       60,302  
Total stockholders’ equity
    136,660       127,501       135,313       124,336  
Total liabilities and stockholders’ equity
    284,255       275,096       286,464       275,487  
                 
    As of June 30, 2011  
    As Reported     As Restated  
Accounts receivable
  $ 32,120     $ 13,078  
Deferred income taxes — current
    6,230       13,911  
Total current assets
    109,807       98,446  
Total assets
    289,943       278,582  
Accumulated earnings
    84,536       73,175  
Total stockholders’ equity
    142,659       131,298  
Total liabilities and stockholders’ equity
    289,943       278,582  
The following is a summary of the changes on our statement of cash flows.
                                 
    Six Months Ended     Nine Months Ended  
    June 30, 2010     September 30, 2010  
    As Reported     As Restated     As Reported     As Restated  
Net income
  $ 23,876     $ 18,214     $ 36,794     $ 28,956  
Provision for bad debts
    10,273       19,763       16,347       29,483  
Deferred income taxes
    (5,974 )     (9,802 )     (4,163 )     (9,461 )
Net cash provided by operating activities
    30,127       30,127       80,534       80,534  
                                 
                    Three Months Ended  
    Year Ended December 31, 2010     March 31, 2011  
    As Reported     As Restated     As Reported     As Restated  
Net income
  $ 44,365     $ 35,206     $ 11,298     $ 9,481  
Provision for bad debts
    23,360       38,712       6,988       10,034  
Deferred income taxes
    179       (6,013 )     1,004       (224 )
Net cash provided by operating activities
    84,104       84,104       23,413       23,413  
                 
    Six Months Ended  
    June 30, 2011  
    As Reported     As Restated  
Net income
  $ 24,556     $ 22,354  
Provision for bad debts
    14,586       18,277  
Deferred income taxes
    2,881       1,392  
Net cash provided by operating activities
    36,026       36,026