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): April 29, 2015

 

 

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:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ 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 April 29, 2015, Grand Canyon Education, Inc. (the “University”) reported its results for the first quarter of 2015. The press release dated April 29, 2015 is furnished as Exhibit 99.1 to this report.

Item 9.01. Consolidated Financial Statements and Exhibits.

 

99.1 Press Release dated April 29, 2015


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: April 29, 2015 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 April 29, 2015
EX-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:

Bob Romantic

Grand Canyon Education, Inc.

602-639-7611

[email protected]

GRAND CANYON EDUCATION, INC. REPORTS

FIRST QUARTER 2015 RESULTS

ARIZONA, April 29, 2015Grand Canyon Education, Inc. (NASDAQ: LOPE), a comprehensive regionally accredited university that offers over 160 graduate and undergraduate degree programs across eight colleges both online and on ground at our 200+ acre campus in Phoenix, Arizona, today announced financial results for the quarter ended March 31, 2015.

 

(more)


Grand Canyon Education, Inc. Reports First Quarter 2015 Results

 

For the three months ended March 31, 2015:

 

    Net revenue increased 15.9% to $194.1 million for the first quarter of 2015, compared to $167.4 million for the first quarter of 2014.

 

    End-of-period enrollment increased 12.9% to 69,552 at March 31, 2015, from 61,601 at March 31, 2014, as ground enrollment increased 25.3% to 12,102 at March 31, 2015, from 9,657 at March 31, 2014 and online enrollment increased 10.6% to 57,450 at March 31, 2015, from 51,944 at March 31, 2014.

 

    Operating income for the first quarter of 2015 was $56.0 million, an increase of 28.9% as compared to $43.4 million for the same period in 2014. The operating margin for the first quarter of 2015 was 28.8%, compared to 25.9% for the same period in 2014.

 

    Adjusted EBITDA increased 24.7% to $66.9 million for the first quarter of 2015, compared to $53.7 million for the same period in 2014.

 

    The tax rate in the first quarter of 2015 was 38.8% compared to 38.9% in the first quarter of 2014.

 

    Net income increased 30.0% to $34.2 million for the first quarter of 2015, compared to $26.3 million for the same period in 2014.

 

    Diluted net income per share was $0.72 for the first quarter of 2015, compared to $0.56 for the same period in 2014.

Balance Sheet and Cash Flow

The University financed its operating activities and capital expenditures during the three months ended March 31, 2015 and 2014 primarily through cash provided by operating activities. Our unrestricted cash, cash equivalents and investments were $187.2 million and $166.0 million at March 31, 2015 and December 31, 2014, respectively. Our restricted cash, cash equivalents and investments at March 31, 2015 and December 31, 2014 were $57.9 million and $67.8 million, respectively.

The University generated $68.2 million in cash from operating activities for the three months ended March 31, 2015 compared to $53.7 million for the three months ended March 31, 2014. The increase in cash generated from operating activities between the three months ended March 31, 2014 and the three months ended March 31, 2015 is primarily due to increased net income and the timing of income tax related payments, deferred revenue and changes in our working capital.

Net cash used in investing activities was $46.0 million and $76.3 million for the three months ended March 31, 2015 and 2014, respectively. Our cash used in investing activities was primarily related to the purchase of short-term investments and capital expenditures. Purchases of short-term investments net of proceeds of these investments was $0.2 million and $49.0 million during the three months ended March 31, 2015 and 2014, respectively. Capital expenditures were $45.7 million and $27.2 million for the three months ended March 31, 2015 and 2014, respectively. In 2015, capital expenditures primarily consisted of ground campus building projects such as the construction of four additional dormitories, an additional classroom building for our College of Science, Engineering and Technology and a new parking structure to support our growing traditional student enrollment as well as purchases of computer equipment, other internal use software projects and furniture and equipment to support our increasing employee headcount. In 2014, capital expenditures primarily consisted of ground campus building projects such as the construction of an additional classroom building, additional residence halls, and the expansion of our arena to support our growing traditional student enrollment as well as purchases of computer equipment, other internal use software projects and furniture and equipment to support our increasing employee headcount.

Net cash used in financing activities was $1.3 million for the three months ended March 31, 2015. Net cash provided by financing activities was $5.9 million for the three months ended March 31, 2014. During the three-month period for 2015, proceeds from the exercise of stock options of $1.7 million and excess tax benefits from share-based compensation of $2.8 million were offset by $4.2 million used to purchase common shares withheld in lieu of income taxes resulting from restricted share awards and principal payments on notes payable and capital leases totaling $1.7 million. During the three-month period for 2014, proceeds from the exercise of stock options of $5.4 million and excess tax benefits from share-based compensation of $6.4 million were partially offset by $3.6 million used to purchase common shares withheld in lieu of income taxes resulting from restricted share awards, and $0.6 million used to purchased treasury stock in accordance with the University’s share repurchase program and principal payments on notes payable and capital leases totaling $1.7 million.

 

(more)


Grand Canyon Education, Inc. Reports First Quarter 2015 Results

 

2015 Outlook by Quarter

 

Q2 2015: Net revenue of $172.8 million; Target Operating Margin 23.5%; Diluted EPS of $0.52 using 47.7 million diluted shares; student counts of 62,500
Q3 2015: Net revenue of $193.3 million; Target Operating Margin 26.6%; Diluted EPS of $0.65 using 47.9 million diluted shares; student counts of 75,600
Q4 2015: Net revenue of $211.9 million; Target Operating Margin 28.9%; Diluted EPS of $0.77 using 48.1 million diluted shares; student counts of 75,200
Full Year 2015: Net revenue of $772.1 million; Target Operating Margin 27.1%; Diluted EPS of $2.66 using 47.7 million diluted shares

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: projections, predictions, expectations, estimates, and forecasts as to our business, financial and operating 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 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; our ability to properly manage risks and challenges associated with potential acquisitions of, or investments in, new businesses, acquisitions of new properties, or the expansion of our campus to new locations; our ability to hire and train new, and develop and train existing, faculty and employees; 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; 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.

 

(more)


Grand Canyon Education, Inc. Reports First Quarter 2015 Results

 

Conference Call

Grand Canyon Education, Inc. will discuss its first quarter 2015 results and 2015 outlook during a conference call scheduled for today, April 29, 2015 at 4:30 p.m. Eastern time (ET). To participate in the live call, investors should dial 877-577-1769 (domestic and Canada) or 706-679-7806 (international), passcode 19605453 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, at 855-859-2056 (domestic) or 404-537-3406 (international), passcode 19605453. 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 comprehensive regionally accredited university that offers over 160 graduate and undergraduate degree programs across eight colleges both online and on ground at our 200+ acre campus in Phoenix, Arizona, and at facilities we lease and at facilities owned by third party employers. Our undergraduate programs are designed to be innovative and meet the future needs of employers while providing students with the needed critical thinking and effective communication skills developed through a Christian, liberal arts foundation. Approximately 69,600 students were enrolled as of March 31, 2015. 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, Grand Canyon University, 3300 W. Camelback Road, Phoenix, AZ 85017, www.gcu.edu.

###


Grand Canyon Education, Inc. Reports First Quarter 2015 Results

 

GRAND CANYON EDUCATION, INC.

Consolidated Income Statements

(Unaudited)

 

     Three Months Ended
March 31,
 
     2015     2014  

(In thousands, except per share data)

    

Net revenue

   $ 194,127      $ 167,432   

Costs and expenses:

    

Instructional costs and services

     78,687        70,678   

Admissions advisory and related, including $505 and $805 to related parties for the three months ended March 31, 2015 and 2014, respectively

     28,333        26,261   

Advertising

     20,031        16,712   

Marketing and promotional

     1,694        1,791   

General and administrative

     9,396        8,554   
  

 

 

   

 

 

 

Total costs and expenses

  138,141      123,996   
  

 

 

   

 

 

 

Operating income

  55,986      43,436   

Interest expense

  (375   (523

Interest and other income

  257      137   
  

 

 

   

 

 

 

Income before income taxes

  55,868      43,050   

Income tax expense

  21,689      16,762   
  

 

 

   

 

 

 

Net income

$ 34,179    $ 26,288   
  

 

 

   

 

 

 

Earnings per share:

Basic income per share

$ 0.75    $ 0.58   
  

 

 

   

 

 

 

Diluted income per share

$ 0.72    $ 0.56   
  

 

 

   

 

 

 

Basic weighted average shares outstanding

  45,789      45,205   
  

 

 

   

 

 

 

Diluted weighted average shares outstanding

  47,201      46,841   
  

 

 

   

 

 

 


Grand Canyon Education, Inc. Reports First Quarter 2015 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) the amortization of prepaid royalty payments recorded in conjunction with a settlement of a dispute with our former owner; (ii) contributions to Arizona school tuition organizations in lieu of the payment of state income taxes; (iii) share-based compensation and (iv) one-time, unusual charges or gains, such as litigation and regulatory reserves, impairment charges and asset write-offs, exit or lease termination costs. 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, share-based compensation, one time unusual charges or gains such as estimated litigation and regulatory reserves, exit costs, contract and lease 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 only use Adjusted EBITDA as a supplemental performance measure.


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
March 31,
 
     2015      2014  
     (Unaudited, in thousands)  

Net income

   $ 34,179       $ 26,288   

Plus: interest expense net of interest income

     118         386   

Plus: income tax expense

     21,689         16,762   

Plus: depreciation and amortization

     8,080         6,855   
  

 

 

    

 

 

 

EBITDA

  64,066      50,291   
  

 

 

    

 

 

 

Plus: royalty to former owner

  74      74   

Plus: prepaid royalty impairment and fixed asset write-offs

  —        1,087   

Plus: estimated litigation and regulatory reserves

  191      27   

Plus: share-based compensation

  2,603      2,204   
  

 

 

    

 

 

 

Adjusted EBITDA

$ 66,934    $ 53,683   
  

 

 

    

 

 

 


Grand Canyon Education, Inc. Reports First Quarter 2015 Results

 

GRAND CANYON EDUCATION, INC.

Consolidated Balance Sheets

 

(In thousands, except par value)

   March 31,
2015
    December 31,
2014
 
     (Unaudited)        
ASSETS:     

Current assets

    

Cash and cash equivalents

   $ 86,156      $ 65,238   

Restricted cash, cash equivalents and investments

     57,875        67,840   

Investments

     101,015        100,784   

Accounts receivable, net

     6,689        7,605   

Deferred income taxes

     6,106        6,149   

Other current assets

     20,240        19,429   
  

 

 

   

 

 

 

Total current assets

  278,081      267,045   

Property and equipment, net

  527,729      478,170   

Prepaid royalties

  3,577      3,650   

Goodwill

  2,941      2,941   

Other assets

  3,242      3,907   
  

 

 

   

 

 

 

Total assets

$ 815,570    $ 755,713   
  

 

 

   

 

 

 
LIABILITIES AND STOCKHOLDERS’ EQUITY:

Current liabilities

Accounts payable

$ 34,316    $ 22,715   

Accrued compensation and benefits

  18,216      23,995   

Accrued liabilities

  14,804      13,533   

Income taxes payable

  15,544      4,906   

Student deposits

  58,949      69,584   

Deferred revenue

  53,407      36,868   

Due to related parties

  420      403   

Current portion of capital lease obligations

  92      91   

Current portion of notes payable

  6,618      6,616   
  

 

 

   

 

 

 

Total current liabilities

  202,366      178,711   

Capital lease obligations, less current portion

  383      406   

Other noncurrent liabilities

  4,245      4,513   

Deferred income taxes, noncurrent

  17,166      15,974   

Notes payable, less current portion

  78,221      79,877   
  

 

 

   

 

 

 

Total liabilities

  302,381      279,481   
  

 

 

   

 

 

 

Commitments and contingencies

Stockholders’ equity

Preferred stock, $0.01 par value, 10,000 shares authorized; 0 shares issued and outstanding at March 31, 2015 and December 31, 2014

  —        —     

Common stock, $0.01 par value, 100,000 shares authorized; 50,164 and 49,746 shares issued and 47,068 and 46,744 shares outstanding at March 31, 2015 and December 31, 2014, respectively

  502      497   

Treasury stock, at cost, 3,096 and 3,002 shares of common stock at March 31, 2015 and December 31, 2014, respectively

  (57,948   (53,770

Additional paid-in capital

  165,734      158,549   

Accumulated other comprehensive loss

  (269   (35

Retained earnings

  405,170      370,991   
  

 

 

   

 

 

 

Total stockholders’ equity

  513,189      476,232   
  

 

 

   

 

 

 

Total liabilities and stockholders’ equity

$ 815,570    $ 755,713   
  

 

 

   

 

 

 


Grand Canyon Education, Inc. Reports First Quarter 2015 Results

 

GRAND CANYON EDUCATION, INC.

Consolidated Statements of Cash Flows

(Unaudited)

 

     Three Months Ended
March 31,
 

(In thousands)

   2015     2014  

Cash flows provided by operating activities:

  

Net income

   $ 34,179      $ 26,288   

Adjustments to reconcile net income to net cash provided by operating activities:

    

Share-based compensation

     2,603        2,204   

Excess tax benefits from share-based compensation

     (2,816     (6,419

Provision for bad debts

     3,968        3,795   

Depreciation and amortization

     8,154        6,929   

Deferred income taxes

     1,001        1,150   

Prepaid royalty impairment

     —          966   

Other

     —          121   

Changes in assets and liabilities:

    

Restricted cash, cash equivalents and investments

     9,965        13,534   

Accounts receivable

     (3,052     (3,962

Prepaid expenses and other

     (283     957   

Due to/from related parties

     17        62   

Accounts payable

     (165     (1,702

Accrued liabilities and employee related liabilities

     (4,526     (6,419

Income taxes receivable/payable

     13,508        15,104   

Deferred rent

     (268     (260

Deferred revenue

     16,539        13,884   

Student deposits

     (10,635     (12,561
  

 

 

   

 

 

 

Net cash provided by operating activities

  68,189      53,671   
  

 

 

   

 

 

 

Cash flows used in investing activities:

Capital expenditures

  (45,737   (27,214

Purchases of investments

  (10,710   (62,711

Proceeds from sale or maturity of investments

  10,479      13,665   
  

 

 

   

 

 

 

Net cash used in investing activities

  (45,968   (76,260
  

 

 

   

 

 

 

Cash flows (used in) provided by financing activities:

Principal payments on notes payable and capital lease obligations

  (1,676   (1,672

Repurchase of common shares including shares withheld in lieu of income taxes

  (4,178   (4,243

Excess tax benefits from share-based compensation

  2,816      6,419   

Net proceeds from exercise of stock options

  1,735      5,390   
  

 

 

   

 

 

 

Net cash (used in) provided by financing activities

  (1,303   5,894   
  

 

 

   

 

 

 

Net increase (decrease) in cash and cash equivalents

  20,918      (16,695

Cash and cash equivalents, beginning of period

  65,238      55,824   
  

 

 

   

 

 

 

Cash and cash equivalents, end of period

$ 86,156    $ 39,129   
  

 

 

   

 

 

 

Supplemental disclosure of cash flow information

Cash paid for interest

$ 386    $ 535   

Cash paid for income taxes

$ 6,800    $ 372   

Supplemental disclosure of non-cash investing and financing activities

Purchases of property and equipment included in accounts payable

$ 17,611    $ 5,438   

Tax benefit of Spirit warrant intangible

$ 65    $ 65   

Shortfall tax expense from share-based compensation

$ 11    $ 9   


Grand Canyon Education, Inc. Reports First Quarter 2015 Results

 

The following is a summary of our student enrollment at March 31, 2015 and 2014 by degree type and by instructional delivery method:

 

     2015(1)     2014(1)  
     # of Students      % of Total     # of Students      % of Total  

Graduate degrees(2)

     27,767         39.9     23,770         38.6

Undergraduate degree

     41,785         60.1     37,831         61.4
  

 

 

    

 

 

   

 

 

    

 

 

 

Total

  69,552      100.0   61,601      100.0
  

 

 

    

 

 

   

 

 

    

 

 

 
     2015(1)     2014(1)  
     # of Students      % of Total     # of Students      % of Total  

Online(3)

     57,450         82.6     51,944         84.3

Ground(4)

     12,102         17.4     9,657         15.7
  

 

 

    

 

 

   

 

 

    

 

 

 

Total

  69,552      100.0   61,601      100.0
  

 

 

    

 

 

   

 

 

    

 

 

 

 

(1)  Enrollment at March 31, 2015 and 2014 represents individual students who attended a course during the last two months of the calendar quarter. Included in enrollment at March 31, 2015 and 2014 are students pursuing non-degree certificates of 864 and 801, respectively.
(2)  Includes 5,792 and 4,619 students pursuing doctoral degrees at March 31, 2015 and 2014, respectively.
(3)  As of March 31, 2015 and 2014, 46.6% and 44.0%, respectively, of our working adult students (online and professional studies students) were pursuing graduate degrees.
(4)  Includes both our traditional on-campus ground students, as well as our professional studies students.