Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2017 | Jul. 19, 2017 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | STRAYER EDUCATION INC | |
Entity Central Index Key | 1,013,934 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2017 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2,017 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 11,167,425 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 147,867 | $ 129,245 |
Tuition receivable, net | 20,342 | 20,532 |
Income taxes receivable | 1,485 | |
Other current assets | 10,357 | 10,766 |
Total current assets | 180,051 | 160,543 |
Property and equipment, net | 72,706 | 73,124 |
Deferred income taxes | 32,441 | 31,096 |
Goodwill | 20,744 | 20,744 |
Other assets | 12,540 | 13,189 |
Total assets | 318,482 | 298,696 |
Current liabilities: | ||
Accounts payable and accrued expenses | 41,286 | 41,132 |
Income taxes payable | 1,883 | |
Deferred revenue | 20,017 | 16,691 |
Other current liabilities | 133 | |
Total current liabilities | 61,303 | 59,839 |
Other long-term liabilities | 47,978 | 50,483 |
Total liabilities | 109,281 | 110,322 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Common stock, par value $0.01; 20,000,000 shares authorized; 11,093,489 and 11,167,425 shares issued and outstanding at December 31, 2016 and June 30, 2017, respectively | 112 | 111 |
Additional paid-in capital | 41,106 | 35,453 |
Retained earnings | 167,983 | 152,810 |
Total stockholders' equity | 209,201 | 188,374 |
Total liabilities and stockholders' equity | $ 318,482 | $ 298,696 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2017 | Dec. 31, 2016 |
Balance Sheets [Abstract] | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 20,000,000 | 20,000,000 |
Common stock, shares issued | 11,167,425 | 11,093,489 |
Common stock, shares outstanding | 11,167,425 | 11,093,489 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Statements of Income [Abstract] | ||||
Revenues | $ 112,720 | $ 108,487 | $ 227,632 | $ 219,653 |
Costs and expenses: | ||||
Instruction and educational support | 61,656 | 61,782 | 123,072 | 119,880 |
Marketing | 19,226 | 17,748 | 37,944 | 36,046 |
Admissions advisory | 4,779 | 4,131 | 9,495 | 8,480 |
General and administration | 13,205 | 11,930 | 24,824 | 22,259 |
Total costs and expenses | 98,866 | 95,591 | 195,335 | 186,665 |
Income from operations | 13,854 | 12,896 | 32,297 | 32,988 |
Investment income | 253 | 112 | 434 | 212 |
Interest expense | 160 | 160 | 319 | 320 |
Income before income taxes | 13,947 | 12,848 | 32,412 | 32,880 |
Provision for income taxes | 3,645 | 5,062 | 11,532 | 12,674 |
Net income | $ 10,302 | $ 7,786 | $ 20,880 | $ 20,206 |
Earnings per share: | ||||
Basic | $ 0.96 | $ 0.73 | $ 1.96 | $ 1.91 |
Diluted | $ 0.92 | $ 0.72 | $ 1.87 | $ 1.87 |
Weighted average shares outstanding: | ||||
Basic | 10,680 | 10,610 | 10,655 | 10,603 |
Diluted | 11,190 | 10,799 | 11,155 | 10,790 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Common Stock | Additional Paid-in Capital | Retained Earnings | Total |
Beginning balance at Dec. 31, 2015 | $ 110 | $ 24,738 | $ 118,008 | $ 142,856 |
Beginning balance, shares at Dec. 31, 2015 | 11,027,177 | |||
Tax shortfall associated with stock-based compensation arrangements | (50) | (50) | ||
Restricted stock grants, net of forfeitures | $ 2 | (2) | ||
Restricted stock grants, net of forfeitures, shares | 137,734 | |||
Stock-based compensation | 4,926 | 4,926 | ||
Net income | 20,206 | 20,206 | ||
Ending balance at Jun. 30, 2016 | $ 112 | 29,612 | 138,214 | 167,938 |
Ending balance, shares at Jun. 30, 2016 | 11,164,911 | |||
Beginning balance at Dec. 31, 2016 | $ 111 | 35,453 | 152,810 | 188,374 |
Beginning balance, shares at Dec. 31, 2016 | 11,093,489 | |||
Restricted stock grants, net of forfeitures | $ 1 | (1) | ||
Restricted stock grants, net of forfeitures, shares | 73,936 | |||
Stock-based compensation | 5,654 | 5,654 | ||
Common stock dividends | (5,707) | (5,707) | ||
Net income | 20,880 | 20,880 | ||
Ending balance at Jun. 30, 2017 | $ 112 | $ 41,106 | $ 167,983 | $ 209,201 |
Ending balance, shares at Jun. 30, 2017 | 11,167,425 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Cash flows from operating activities: | ||
Net income | $ 20,880 | $ 20,206 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Amortization of gain on sale of assets | (133) | (140) |
Amortization of deferred rent | (859) | (446) |
Amortization of deferred financing costs | 131 | 131 |
Depreciation and amortization | 8,975 | 8,873 |
Deferred income taxes | (1,560) | (2,158) |
Stock-based compensation | 5,654 | 4,926 |
Changes in assets and liabilities: | ||
Tuition receivable, net | (137) | 245 |
Other current assets | 409 | (1,466) |
Other assets | 829 | (2,639) |
Accounts payable and accrued expenses | 559 | (726) |
Income taxes payable and income taxes receivable | (3,153) | (3,314) |
Deferred revenue | 4,356 | 3,313 |
Other long-term liabilities | (3,187) | (4,380) |
Net cash provided by operating activities | 32,764 | 22,425 |
Cash flows from investing activities: | ||
Purchases of property and equipment | (8,435) | (3,852) |
Cash used in acquisition, net of cash acquired | (7,635) | |
Net cash used in investing activities | (8,435) | (11,487) |
Cash flows from financing activities: | ||
Payments of contingent consideration | (405) | |
Common dividends paid | (5,707) | |
Net cash used in financing activities | (5,707) | (405) |
Net increase in cash and cash equivalents | 18,622 | 10,533 |
Cash and cash equivalents - beginning of year | 129,245 | 106,889 |
Cash and cash equivalents - end of year | 147,867 | 117,422 |
Noncash transactions: | ||
Purchases of property and equipment included in accounts payable | $ 469 | $ 274 |
Nature of Operations
Nature of Operations | 6 Months Ended |
Jun. 30, 2017 | |
Nature of Operations [Abstract] | |
Nature of Operations | 1. Nature of Operations Strayer Education, Inc. (the “Company”), a Maryland corporation, conducts its operations through its wholly-owned subsidiaries, Strayer University (the “University”) and New York Code and Design Academy (“NYCDA”). The University is an accredited institution of higher education that provides undergraduate and graduate degrees in various fields of study through physical campuses, predominantly located in the eastern United States, and online. NYCDA is a New York City-based provider of web and application software development courses. NYCDA courses are delivered primarily on-ground to students seeking to further their career in software application development. The Company has only one reportable segment |
Significant Accounting Policies
Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2017 | |
Significant Accounting Policies [Abstract] | |
Significant Accounting Policies | 2. Significant Accounting Policies Financial Statement Presentation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. On January 13, 2016, the Company acquired all of the outstanding stock of NYCDA, and the results of NYCDA are included with the Company from the acquisition date. All intercompany accounts and transactions have been eliminated in the consolidated financial statements. All information as of December 31, 2016 and June 30, 2016 and 2017, and for the three and six months ended June 30, 2016 and 2017 is unaudited but, in the opinion of management, contains all adjustments, consisting only of normal recurring adjustments, necessary to present fairly the condensed consolidated financial position, results of operations, and cash flows of the Company. Certain amounts in the prior period financial statements have been reclassified to conform to the current period’s presentation. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. In addition, the Company had no items of other comprehensive income in the periods presented and accordingly has not reported comprehensive income. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2016. The results of operations for the three and six months ended June 30, 2017 are not necessarily indicative of the results to be expected for the full fiscal year. Revenue Recognition The Company’s educational programs typically are offered on a quarterly basis and such periods coincide with the Company’s quarterly financial reporting periods. During the six months ended June 30, 2017, most of the Company’s revenue came from the University, which derived approximately 96% of its revenues from tuition revenue, which is recognized in the quarter of instruction. Tuition revenue is assessed for collectibility on a student-by-student basis throughout the quarter of instruction, and is shown net of any refunds, withdrawals, corporate discounts, scholarships, and employee tuition discounts. This collectibility assessment considers available sources of funds for the student including financial aid programs provided through Title IV of the Higher Education Act. The Company reassesses the collectibility of tuition revenue that it may earn based on new information and changes in the facts and circumstances relevant to a student’s ability to pay, including the timing of a student’s withdrawal from a program of study. At the start of each academic term or program, a liability (deferred revenue) is recorded for academic services to be provided and a tuition receivable is recorded for the portion of the tuition not paid in advance. Any cash received prior to the start of an academic term or program is recorded as deferred revenue. Some students may be eligible for scholarship awards, the estimated value of which will be realized in the future and is deducted from revenue when earned, based on historical student attendance and completion behavior . Deferred revenue is recorded as a current or long-term liability in the unaudited condensed consolidated balance sheets based on when the benefit is expected to be realized. Revenues also include textbook-related income, certificate revenue, certain academic fees, licensing revenue, and other income, which are recognized when earned. The Company’s refund policy typically permits students who complete less than half of a course to receive a partial refund of tuition for that course. Refunds reduce the tuition revenue that would have otherwise been recognized for that student. Since the University’s academic terms coincide with the Company’s financial reporting periods, nearly all refunds are processed and recorded within the same quarter as the corresponding revenue. The amount of tuition revenue refundable to students may vary based on the student’s state of residence. Unused books and related academic materials may be returned for a full refund within 21 days of the start of class; however, purchases of electronic content are not refundable if downloaded. Revenues derived from fees are not eligible for a refund. Graduation Fund In the third quarter of 2013, the University introduced the Graduation Fund, which allows new undergraduate students to earn tuition credits that are redeemable in the final year of a student’s course of study if he or she successfully remains in the program. New students registering in credit-bearing courses in any undergraduate program receive one free course for every three courses that are successfully completed. Students must meet all of the University’s admission requirements, and must be enrolled in a bachelor’s degree program. The Company’s employees and their dependents are not eligible for the program. Students who have more than one consecutive term of non-attendance lose any Graduation Fund credits earned to date, but may earn and accumulate new credits if the student is reinstated or readmitted by the University in the future. Revenue from students participating in the Graduation Fund is recorded in accordance with the Revenue Recognition Topic, ASC 605-50. The Company defers the value of benefits estimated to be redeemed in the future based on the underlying revenue transactions that result in progress by the student toward earning the benefit. The Company’s estimate of the benefits that will be redeemed in the future is based on its historical experience of student persistence toward completion of a course of study within this program and similar programs. Each quarter, the Company assesses its methodologies and assumptions underlying these estimates and, to date, any adjustments to the estimates have not been material. The amount estimated to be redeemed in the next twelve months is $17.6 million and is included in deferred revenue as a current liability in the unaudited condensed consolidated balance sheets. The table below presents activity in the Graduation Fund for the six months ended June 30, 2016 and 2017 (in thousands): June 30, June 30, 2016 2017 Balance at beginning of period $ 20,937 $ 29,499 Revenue deferred 10,128 11,982 Benefit redeemed (5,806) (7,719) Balance at end of period $ 25,259 $ 33,762 Restricted Cash A significant portion of the Company’s revenues are funded by various federal and state government programs. The Company generally does not receive funds from these programs prior to the start of the corresponding academic term. The Company may be required to return certain funds for students who withdraw from the University during the academic term. The Company had approximately $13,000 and $15,000 as of December 31, 2016 and June 30, 2017, respectively, of these unpaid obligations, which are recorded as restricted cash and included in other current assets in the unaudited condensed consolidated balance sheets. As part of commencing operations in Pennsylvania in 2003, the Company was required to maintain a “minimum protective endowment” of at least $0.5 million in an interest-bearing account. These funds are required as long as the Company operates its campuses in the state. The Company holds these funds in an interest-bearing account which is included in other assets. Tuition Receivable and Allowance for Doubtful Accounts The Company records tuition receivable and deferred revenue for its students upon the start of the academic term or course of instruction. Therefore, at the end of the quarter (and academic term), tuition receivable generally represents amounts due from students for educational services already provided and deferred revenue generally represents advance payments from students for academic services to be provided in the future. Tuition receivables are not collateralized; however, credit risk is minimized as a result of the diverse nature of the University’s student base. An allowance for doubtful accounts is established primarily based upon historical collection rates by age of receivable, net of estimated recoveries. These collection rates incorporate historical performance based on a student’s current enrollment status and likelihood of future enrollment. The Company periodically assesses its methodologies for estimating bad debts in consideration of actual experience. The Company’s tuition receivable and allowance for doubtful accounts were as follows as of December 31, 2016 and June 30, 2017 (in thousands): December 31, 2016 June 30, 2017 Tuition receivable $ 30,733 $ 32,102 Allowance for doubtful accounts (10,201) (11,760) Tuition receivable, net $ 20,532 $ 20,342 Approximately $2.3 million and $2.6 million of tuition receivable is included in other assets as of December 31, 2016 and June 30, 2017, respectively, because these amounts are expected to be collected after 12 months. The following table illustrates changes in the Company’s allowance for doubtful accounts for the three and six months ended June 30, 2016 and 2017 (in thousands): For the three months ended For the six months ended June 30, June 30, 2016 2017 2016 2017 Allowance for doubtful accounts, beginning of period $ 10,226 $ 10,820 $ 10,024 $ 10,201 Additions charged to expense 4,136 5,090 7,204 9,472 Write-offs, net of recoveries (4,381) (4,150) (7,247) (7,913) Allowance for doubtful accounts, end of period $ 9,981 $ 11,760 $ 9,981 $ 11,760 Fair Value The Fair Value Measurement Topic, ASC 820-10 (“ASC 820-10”), establishes a framework for measuring fair value, establishes a fair value hierarchy based upon the observability of inputs used to measure fair value, and expands disclosures about fair value measurements. Assets and liabilities are classified in their entirety within the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. Under ASC 820-10, fair value of an investment is the price that would be received to sell an asset or to transfer a liability to an entity in an orderly transaction between market participants at the measurement date. The hierarchy gives the highest priority to assets and liabilities with readily available quoted prices in an active market and lowest priority to unobservable inputs which require a higher degree of judgment when measuring fair value, as follows: · Level 1 assets or liabilities use quoted prices in active markets for identical assets or liabilities as of the measurement date; · Level 2 assets or liabilities use observable inputs, other than quoted market prices, that are either directly or indirectly observable in the marketplace for identical or similar assets and liabilities; and · Level 3 assets or liabilities use unobservable inputs that are supported by little or no market activity. The Company’s assets and liabilities that are subject to fair value measurement are categorized in one of the three levels above. Fair values are based on the inputs available at the measurement dates, and may rely on certain assumptions that may affect the valuation of fair value for certain assets or liabilities. Goodwill and Indefinite-Lived Intangible Assets Goodwill represents the excess of the purchase price of an acquired business over the amount assigned to the assets acquired and liabilities assumed. Indefinite-lived intangible assets, which include trade names, are recorded at fair market value on their acquisition date. An indefinite life was assigned to the trade names because they have the continued ability to generate cash flows indefinitely. Goodwill and the indefinite-lived intangible assets are assessed at least annually for impairment during the fourth quarter, or more frequently if events occur or circumstances change between annual tests that would more likely than not reduce the fair value of the respective reporting unit below its carrying amount. Authorized Stock The Company has authorized 20,000,000 shares of common stock, par value $.01, of which 11,093,489 and 11,167,425 shares were issued and outstanding as of December 31, 2016 and June 30, 2017, respectively. The Company also has authorized 8,000,000 shares of preferred stock, none of which has been issued or outstanding since 2004. Before any preferred stock may be issued in the future, the Board of Directors would need to establish the preferences, conversion or other rights, voting powers, restrictions, limitations as to dividends, qualifications, and the terms or conditions of the redemption of the preferred stock. In May 2017, the Company’s Board of Directors declared a regular, quarterly cash dividend of $0.25 per share of common stock. The dividend was paid on June 19, 2017. Stock-Based Compensation As required by the Stock Compensation Topic, ASC 718, the Company measures and recognizes compensation expense for all share-based payment awards made to employees and directors, including employee stock options, restricted stock, restricted stock units, and employee stock purchases related to the Company’s Employee Stock Purchase Plan, based on estimated fair values. Stock-based compensation expense recognized in the unaudited consolidated statements of income for each of the three and six months ended June 30, 2016 and 2017 is based on awards ultimately expected to vest and, therefore, has been adjusted for estimated forfeitures. The Company estimates forfeitures at the time of grant and revises the estimate, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The forfeiture rate used is based on historical experience. The Company also assesses the likelihood that performance criteria associated with performance-based awards will be met. If it is determined that it is more likely than not that performance criteria will not be achieved, the Company revises its estimate of the number of shares it believes will ultimately vest. Effective January 1, 2017, the Company adopted ASU No. 2016-09, Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting (“ASU 2016-09”). ASU 2016-09 impacts several aspects of the accounting for share-based payment transactions, including classification of certain items on the consolidated statement of cash flows and accounting for income taxes. Specifically, ASU 2016-09 requires excess tax benefits and tax deficiencies to be recognized as income tax expense or benefit in earnings, which may introduce significant volatility to the Company’s provision for income taxes. Also, all tax-related cash flows resulting from share-based payments will now be reported as operating activities in the statement of cash flows. The Company has elected to apply this cash flow guidance prospectively and there was no impact to the prior period presentation. In addition, pursuant to ASU 2016-09 the Company has elected to continue to estimate forfeitures ratably over the life of awards. The adoption of ASU 2016-09 has not materially impacted the Company’s financial statements. See note 6 for additional information. Net Income Per Share Basic earnings per share is computed by dividing net income by the weighted average number of shares of common stock outstanding during the periods. Diluted earnings per share reflects the potential dilution that could occur assuming conversion or exercise of all dilutive unexercised stock options, restricted stock and restricted stock units. The dilutive effect of stock awards was determined using the treasury stock method. Under the treasury stock method, all of the following are assumed to be used to repurchase shares of the Company’s common stock: (1) the proceeds received from the exercise of stock options and (2) the amount of compensation cost associated with the stock awards for future service not yet recognized by the Company. Stock options are not included in the computation of diluted earnings per share when the stock option exercise price of an individual grant exceeds the average market price for the period. Set forth below is a reconciliation of shares used to calculate basic and diluted earnings per share for the three and six months ended June 30, 2016 and 2017 (in thousands): For the three months ended For the six months ended June 30, June 30, 2016 2017 2016 2017 Weighted average shares outstanding used to compute basic earnings per share 10,610 10,680 10,603 10,655 Incremental shares issuable upon the assumed exercise of stock options — 41 — 38 Unvested restricted stock and restricted stock units 189 469 187 462 Shares used to compute diluted earnings per share 10,799 11,190 10,790 11,155 Income Taxes The Company provides for deferred income taxes based on temporary differences between financial statement and income tax bases of assets and liabilities using enacted tax rates in effect in the year in which the differences are expected to reverse. The Income Taxes Topic, ASC 740, requires the company to determine whether uncertain tax positions should be recognized within the Company’s financial statements. The Company recognizes interest and penalties, if any, related to uncertain tax positions in income tax expense. Uncertain tax positions are recognized when a tax position, based solely on its technical merits, is determined to be more likely than not to be sustained upon examination. Upon determination, uncertain tax positions are measured to determine the amount of benefit that is greater than 50% likely to be realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information. A tax position is derecognized if it no longer meets the more likely than not threshold of being sustained. The tax years 2014-2016 remain open for Federal tax examination and the tax years 2013-2016 remain open to examination by state and local taxing jurisdictions in which the Company is subject. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of expenses during the period reported. The most significant management estimates included allowances for doubtful accounts, useful lives of property and equipment, fair value of future contractual operating lease obligations, potential sublease income and vacancy periods, accrued expenses, forfeiture rates and the likelihood of achieving performance criteria for stock-based awards, value of free courses earned by students that will be redeemed in the future, valuation of goodwill and intangible assets, fair value of contingent consideration, and the provision for income taxes. Actual results could differ from those estimates. Recent Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”). The standard establishes a new recognition model that requires revenue to be recognized in a manner to depict the transfer of goods or services to a customer at an amount that reflects the consideration expected to be received in exchange for those goods or services. In August 2015, the FASB deferred the effective date of ASU 2014-09 to fiscal years, and interim periods within those years, beginning after December 15, 2017. Early adoption is permitted for fiscal years, and interim periods within those years, beginning after December 15, 2016. Accordingly, the new revenue recognition standard is effective for the Company on January 1, 2018 using either a full retrospective or a modified retrospective approach. During 2016, the FASB issued additional ASUs amending certain aspects of ASU 2014-09. The Company is currently evaluating the impact that this standard will have on the Company’s consolidated financial statements and which transition approach to use. This assessment includes performing a detailed review of each of the Company’s revenue streams, comparing current accounting policies and practices to the new standard, and determining the appropriate changes to business processes and controls. In February 2016, the FASB issued Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842) (“ASU 2016-02”). The new guidance requires the recognition of right-of-use assets and lease liabilities on the balance sheet for most leases. Under current guidance, operating leases are off-balance sheet. ASU 2016-02 also requires more extensive quantitative and qualitative disclosures about leasing arrangements. ASU 2016-02 applies to fiscal periods beginning after December 15, 2018, using the modified retrospective method, with early adoption permitted. The Company anticipates that the impact of ASU 2016-02 on its consolidated balance sheet will be material as the Company will record significant asset and liability balances in connection with its leased properties. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses , which applies to ASC Topic 326, Measurement of Credit Losses on Financial Instruments . The new guidance revises the accounting requirements related to the measurement of credit losses and will require organizations to measure all expected credit losses for financial assets based on historical experience, current conditions and reasonable and supportable forecasts about collectibility. Assets must be presented in the financial statements at the net amount expected to be collected. The guidance will be effective for the Company's annual and interim reporting periods beginning January 1, 2020, with early adoption permitted. The Company is evaluating the impact this standard will have on its financial condition, results of operations, and disclosures. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows: Restricted Cash (Topic 230) (“ASU 2016-18”). Under ASU 2016-18, an entity should include in its cash and cash-equivalent balances in the statement of cash flows those amounts that are deemed to be restricted cash and restricted cash equivalents. The standard will be effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years, and the Company does not expect adoption of ASU 2016-18 to have a material impact on its consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-04, Intangibles - Goodwill and Other: Simplifying the Test for Goodwill Impairment , which simplifies the subsequent measurement of goodwill. The amendments in this update should be adopted on a prospective basis for the annual or any interim goodwill impairment tests beginning after December 15, 2019, though early adoption is permitted. The Company is evaluating the impact this standard will have on its financial condition, results of operations, and disclosures. Other ASUs issued by the FASB but not yet effective are not expected to have a material effect on the Company’s consolidated financial statements. |
Acquisition of New York Code an
Acquisition of New York Code and Design Academy | 6 Months Ended |
Jun. 30, 2017 | |
Acquisition of New York Code and Design Academy [Abstract] | |
Acquisition of New York Code and Design Academy | 3. Acquisition of New York Code and Design Academy On January 13, 2016, the Company acquired all of the outstanding stock of New York Code and Design Academy, Inc. (“NYCDA”), a provider of web and application software development primarily based in the New York City area (the “Acquisition”). The Acquisition supports the Company’s strategy to complement its traditional degree offerings with a broader platform of educational services. The Company incurred transaction costs of approximately $0.2 million, which were included in general and administrative costs in the unaudited consolidated statements of income in the period those costs were incurred. The Acquisition is accounted for as a business combination. The purchase price included $2.4 million paid up front in cash, plus contingent cash payments of (a) up to $12.5 million payable based on NYCDA’s results of operations over a five-year period (the “Earnout”), and (b) $5.5 million payable based on NYCDA’s receipt of state regulatory permits. Pursuant to the Acquisition, $1.0 million of the Earnout may be accelerated upon receipt of one of the state regulatory permits. The Company recorded total contingent consideration of $14.5 million at the time of acquisition. In April 2016 and August 2016, NYCDA received the state regulatory permits and the Company paid $6.0 and $0.5 million of contingent consideration to the sellers, respectively. In addition, the Company paid a total of $4.6 million to two of NYCDA’s founders who are required to remain employed for at least three years from the acquisition date. If either of them terminates employment voluntarily, or is terminated for cause (as defined), he is required to reimburse the Company his respective portion of the retention amount. This amount is classified as prepaid compensation and is amortized to compensation expense over three years. Total potential cash payments for the Acquisition, including the contingent cash payments and prepaid compensation, could total $25.0 million. The allocation of the purchase price is as follows (in thousands): Purchase Price Allocation Useful Life Cash $ Other assets Intangibles: Trade name Indefinite Goodwill Liabilities assumed Total assets acquired and liabilities assumed, net Less: contingent consideration Less: cash acquired Cash paid for acquisition, net of cash acquired $ The fair value of the contingent consideration was measured by applying a probability weighted discounted cash flow model based on significant inputs not observable in the market (Level 3 inputs). Key assumptions include a discount rate of 4.5% and expected future value of payments of $12.5 million. Following its initial recognition, the Company assesses the carrying value of the contingent consideration to the fair value of the remaining payments. Fair value is then adjusted as necessary to reflect revisions to the business plan, expectations relative to achieving the performance targets over the earnout period, and the impact of the discount rate. During the three months ended June 30, 2017 the Company decreased the fair value by $2.3 million. No adjustment was recorded in the three and six months ended June 30, 2016. The fair value of the Earnout at June 30, 2017 is $5.5 million, and the maximum possible amount that could be paid is $11.5 million. The fair value of assets acquired and liabilities assumed was determined based on assumptions that reasonable market participants would use while employing the concept of highest and best use of the respective items. The following assumptions were used, the majority of which include significant unobservable inputs (Level 3), and valuation methodologies to determine fair value: · Intangibles – Income approaches were used to value the substantial majority of the acquired intangibles. The trade name was valued using the relief-from-royalty method, which represents the benefit of owning these intangible assets rather than paying royalties for their use. · Other assets and liabilities – The carrying value of all other assets and liabilities approximated fair value at the time of acquisition. |
Restructuring and Related Charg
Restructuring and Related Charges | 6 Months Ended |
Jun. 30, 2017 | |
Restructuring and Related Charges [Abstract] | |
Restructuring and Related Charges | 4. Restructuring and Related Charges In October 2013, the Company implemented a restructuring to better align the Company’s resources with student enrollments at the time. This restructuring included the closing of 20 physical locations and reductions in the number of campus-based and corporate employees. A liability for lease obligations, some of which continue through 2022, was recorded and is measured at fair value using a discounted cash flow approach encompassing significant unobservable inputs (Level 3). The estimation of future cash flows includes non-cancelable contractual lease costs over the remaining terms of the leases discounted at the Company’s marginal borrowing rate of 4.5%, partially offset by estimated future sublease rental income discounted at credit-adjusted rates. The Company’s estimates, which involve significant judgment, also consider the amount and timing of sublease rental income based on subleases that have been executed and subleases expected to be executed based on current commercial real estate market data and conditions, and other qualitative factors specific to the facilities. The estimates are subject to adjustment as market conditions change or as new information becomes available, including the execution of additional sublease agreements. The following details the changes in the Company’s restructuring liability for lease and related costs during the six months ended June 30, 2016 and 2017 (in thousands): June 30, June 30, 2016 2017 Balance at beginning of period (1) $ 20,055 $ 11,985 Adjustments (2) (1,558) 388 Payments (3,212) (2,091) Balance at end of period (1) $ 15,285 $ 10,282 (1) The current portion of restructuring liabilities was $4.2 million and $3.6 million as of December 31, 2016 and June 30, 2017, respectively, which are included in accounts payable and accrued expenses. The long-term portion is included in other long-term liabilities. (2) Adjustments include accretion of interest on lease costs, partially offset by changes in the timing and expected income from sublease agreements . |
Fair Value Measurement
Fair Value Measurement | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Measurement [Abstract] | |
Fair Value Measurement | 5. Fair Value Measurement Assets and liabilities measured at fair value on a recurring basis consist of the following as of June 30, 2017 (in thousands): Fair Value Measurements at Reporting Date Using Quoted Prices in Significant Active Markets Other Significant for Identical Observable Unobservable June 30, Assets/Liabilities Inputs Inputs 2017 (Level 1) (Level 2) (Level 3) Assets: Money market funds $ 5,135 $ 5,135 $ — $ — Liabilities: Deferred payments $ 9,970 $ — $ — $ 9,970 Assets and liabilities measured at fair value on a recurring basis consist of the following as of December 31, 2016 (in thousands): Fair Value Measurements at Reporting Date Using Quoted Prices in Significant Active Markets Other Significant for Identical Observable Unobservable December 31, Assets/Liabilities Inputs Inputs 2016 (Level 1) (Level 2) (Level 3) Assets: Money market funds $ 5,103 $ 5,103 $ — $ — Liabilities: Deferred payments $ 11,741 $ — $ — $ 11,741 The Company measures the above items on a recurring basis at fair value as follows: · Money market funds – Classified in Level 1 is excess cash the Company holds in both taxable and tax-exempt money market funds and are included in cash and cash equivalents in the accompanying unaudited condensed consolidated balance sheets. The Company records any net unrealized gains and losses for changes in fair value as a component of Accumulated other comprehensive income in stockholders' equity. The Company's cash and cash equivalents held at December 31, 2016 and June 30, 2017 approximate fair value and are not disclosed in the above tables because of the short-term nature of the financial instruments. · Deferred payments – The Company acquired certain assets and entered into deferred payment arrangements with the sellers in transactions that occurred in 2011 and 2016. The deferred payments are classified within Level 3 as there is no liquid market for similarly priced instruments and are valued using models that encompass significant unobservable inputs to estimate the operating results of the acquired assets. The assumptions used to prepare the discounted cash flows include estimates for interest rates, enrollment growth, retention rates, obtaining regulatory approvals for expansion into new markets, and pricing strategies. These assumptions are subject to change as the underlying data sources evolve and the programs mature. The short-term portion of deferred payments was $1.3 million as of June 30, 2017 and is included in accounts payable and accrued expense. The Company did not change its valuation techniques associated with recurring fair value measurements from prior periods, and no assets or liabilities were transferred between levels of the fair value hierarchy during the six months ended June 30, 2016 or 2017. Changes in the fair value of the Company’s Level 3 deferred payment liabilities during the six months ended June 30, 2016 and 2017 are as follows (in thousands): June 30, 2016 June 30, 2017 Balance at beginning of period $ 3,278 $ 11,741 Amounts paid (468) (511) Contingent consideration in connection with NYCDA acquisition 8,500 — Other adjustments to fair value 1,280 (1,260) Balance at end of period $ 12,590 $ 9,970 |
Stock Options, Restricted Stock
Stock Options, Restricted Stock and Restricted Stock Units | 6 Months Ended |
Jun. 30, 2017 | |
Stock Options, Restricted Stock and Restricted Stock Units [Abstract] | |
Stock Options, Restricted Stock and Restricted Stock Units | 6. Stock Options, Restricted Stock and Restricted Stock Units On May 5, 2015, the Company’s shareholders approved the Strayer Education, Inc. 2015 Equity Compensation Plan (the “2015 Plan”), which provides for the granting of restricted stock, restricted stock units, stock options intended to qualify as incentive stock options, options that do not qualify as incentive stock options, and other forms of equity compensation and performance-based awards to employees, officers and directors of the Company, or to a consultant or advisor to the Company, at the discretion of the Board of Directors. Vesting provisions are at the discretion of the Board of Directors. Options may be granted at option prices based at or above the fair market value of the shares at the date of grant. The maximum term of the awards granted under the 2015 Plan is ten years. The number of shares of common stock reserved for issuance under the 2015 Plan is 500,000 authorized but unissued shares, plus the number of shares available for grant under the Company’s previously existing equity compensation plans at the time of stockholder approval of the 2015 Plan, and plus the number of shares which may in the future become available under any previously existing equity compensation plan due to forfeitures of outstanding awards. In February 2017, the Company’s Board of Directors approved grants of 67,599 shares of restricted stock to certain employees. These shares, which vest over a four-year period, were granted pursuant to the 2015 Plan. The Company’s stock price closed at $81.66 on the date of these grants. In May 2017, the Company’s Board of Directors approved grants of 7,541 shares of restricted stock. These shares, which vest annually over a three-year period, were awarded to non-employee members of the Company’s Board of Directors, as part of the Company’s annual director compensation program and the 2015 Plan. The Company’s stock price closed at $86.83 on the date of these grants. Dividends paid on unvested restricted stock are reimbursed to the Company if the recipient forfeits his or her shares as a result of termination of employment prior to vesting in the award, unless waived by the Board of Directors. Restricted Stock and Restricted Stock Units The table below sets forth the restricted stock and restricted stock units activity for the six months ended June 30, 2017: Number of shares or units Weighted- average Grant price Balance, December 31, 2016 727,100 $ 97.53 Grants 75,140 82.18 Vested shares (84,718) 66.60 Forfeitures (1,204) 62.28 Balance, June 30, 2017 716,318 $ 99.64 Stock Options The table below sets forth the stock option activity and other stock option information as of and for the six months ended June 30, 2017: Weighted- average Weighted- remaining Aggregate Number of average contractual intrinsic value(1) shares exercise price life (years) (in thousands) Balance, December 31, 2016 100,000 $ 51.95 4.1 $ 2,868 Grants — — Exercises — — Forfeitures/Expirations — — Balance, June 30, 2017 100,000 $ 51.95 3.6 $ 4,127 Exercisable, June 30, 2017 100,000 $ 51.95 3.6 $ 4,127 (1) The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value (the difference between the Company’s closing stock price on the respective trading day and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holder had all options been exercised on the respective trading day. The amount of intrinsic value will change based on the fair market value of the Company’s common stock. Valuation and Expense Information under Stock Compensation Topic ASC 718 At June 30, 2017, total stock-based compensation cost which has not yet been recognized was $20.9 million for unvested restricted stock, restricted stock units, and stock option awards. This cost is expected to be recognized over the next 26 months on a weighted-average basis. Awards of approximately 561,000 shares of restricted stock and restricted stock units are subject to performance conditions. The accrual for stock-based compensation for performance awards is based on the Company’s estimates that such performance criteria are probable of being achieved over the respective vesting periods. Such a determination involves judgment surrounding the Company’s ability to maintain regulatory compliance. If the performance targets are not reached during the respective vesting period, or it is determined it is more likely than not that the performance criteria will not be achieved, related compensation expense is adjusted. The following table sets forth the amount of stock-based compensation expense recorded in each of the expense line items for the three and six months ended June 30, 2016 and 2017 (in thousands): For the three months ended For the six months ended June 30, June 30, 2016 2017 2016 2017 Instruction and educational support $ (438) $ 645 $ 155 $ 814 Marketing — — — — Admissions advisory — — — — General and administration 2,474 2,583 4,771 4,840 Stock-based compensation expense included in operating expense 2,036 3,228 4,926 5,654 Tax benefit 802 1,275 1,900 2,233 Stock-based compensation expense, net of tax $ 1,234 $ 1,953 $ 3,026 $ 3,421 During the six months ended June 30, 2016, the Company recognized a tax shortfall related to share-based payment arrangements of approximately $50,000, which was recorded as an adjustment to additional paid-in capital. During the six months ended June 30, 2017, the Company recognized a tax windfall related to share-based payment arrangements of approximately $0.6 million, which was recorded as an adjustment to the provision for income taxes following the adoption of ASU 2016-09. No stock options were exercised during the six months ended June 30, 2016 or 2017. |
Other Long-Term Liabilities
Other Long-Term Liabilities | 6 Months Ended |
Jun. 30, 2017 | |
Other Long-Term Liabilities [Abstract] | |
Other Long-Term Liabilities | 7. Other Long-Term Liabilities Other long-term liabilities consist of the following (in thousands): December 31, 2016 June 30, 2017 Deferred revenue, net of current portion $ 17,981 $ 19,011 Deferred payments related to acquisitions 13,754 11,915 Deferred rent and other facility costs 8,251 7,728 Loss on facilities not in use 7,813 6,703 Lease incentives 2,684 2,621 Other long-term liabilities $ 50,483 $ 47,978 Deferred Revenue The Company provides for certain scholarship and awards programs, such as the Graduation Fund (see Note 2 for additional information), that can be redeemed in the future by students after meeting certain eligibility requirements. The Company also has licensed certain of its non-credit bearing course content to a third party. Long-term deferred revenue represents the amount of revenue under these arrangements that the Company expects will be realized after one year. Deferred Payments Related to Acquisitions In the first quarter of 2016, the Company acquired NYCDA and entered into deferred payment arrangements with the sellers in connection with this transaction. In April and August 2016, NYCDA received state regulatory permits and the Company subsequently paid $6.0 million and $0.5 million of deferred payments to the sellers, respectively. The remaining deferred payment arrangements of up to $11.5 million are valued at approximately $5.5 million as of June 30, 2017. See Note 3 for further information on the NYCDA deferred payments. Total potential cash payments for the Acquisition, including the Earnout, could total $25.0 million. In 2011, the Company acquired certain assets and entered into deferred payment arrangements with the sellers in connection with that acquisition. The deferred payment arrangements are valued at approximately $3.4 million and $3.7 million as of December 31, 2016 and June 30, 2017, respectively. In addition, one of the sellers contributed $2.8 million to the Company representing the seller’s continuing interest in the assets acquired. Deferred Rent and Other Facility Costs and Loss on Facilities Not in Use The Company records a liability for lease costs of campuses and non-campus facilities that are not currently in use (see Note 4). For facilities still in use, the Company records rent expense on a straight-line basis over the initial term of a lease. The difference between the rent payment and the straight-line rent expense is recorded as a liability. Lease Incentives In conjunction with the opening of new campuses or renovating existing ones, the Company, in some instances, was reimbursed by the lessors for improvements made to the leased properties. In accordance with ASC 840-20, the underlying assets were capitalized as leasehold improvements and a liability was established for the reimbursements. The leasehold improvements and the liability are amortized on a straight-line basis over the corresponding lease terms, which generally range from five to ten years. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2017 | |
Income Taxes [Abstract] | |
Income Taxes | 8 . Income Taxes The Company had $0.3 million of unrecognized tax benefits at June 30, 2017, resulting from tax positions taken during the six months ended June 30, 2017. In addition, the Company recognized approximately $0.3 million of benefits in each of the six months ended June 30, 2016 and 2017 related to tax positions taken during the year ended December 31, 2013. The Company did not incur expense for interest and penalties in the six months ended June 30, 2017, and recorded approximately $0.1 million of expense for interest and penalties in the six months ended June 30, 2016. The Company does not expect its unrecognized tax benefits will be realized. If amounts accrued are different than amounts ultimately assessed by taxing authorities, the Company would record an adjustment to income tax expense. The Company does not anticipate significant changes to other unrecognized tax benefits. The Company paid $18.2 million and $16.2 million in income taxes during the six months ended June 30, 2016 and 2017, respectively. |
Litigation
Litigation | 6 Months Ended |
Jun. 30, 2017 | |
Litigation [Abstract] | |
Litigation | 9. Litigation From time to time, the Company is involved in litigation and other legal proceedings arising out of the ordinary course of its business. There are no pending material legal proceedings to which the Company is subject or to which the Company’s property is subject. |
Regulation
Regulation | 6 Months Ended |
Jun. 30, 2017 | |
Regulation [Abstract] | |
Regulation | 10. Regulation The Company, the University, and NYCDA are subject to significant state regulatory oversight, as well as federal regulatory oversight in the case of the Company and the University. Gainful Employment Under the Higher Education Act, a proprietary institution offering programs of study other than a baccalaureate degree in liberal arts (for which there is a limited statutory exception) must prepare students for gainful employment in a recognized occupation. On October 31, 2014, the Department of Education (the “Department”) published final regulations related to gainful employment. The regulations went into effect on July 1, 2015, with the exception of new disclosure requirements that were originally scheduled to go into effect January 1, 2017, but which have now been delayed, to some extent, until July 1, 2018. Additionally, the Department announced, on June 16, 2017, its intention to conduct negotiated rulemaking proceedings to revise the gainful employment regulations. The gainful employment regulations include two debt-to-earnings measures, consisting of an annual income rate and a discretionary income rate. The annual income rate measures student debt in relation to earnings and the discretionary income rate measures student debt in relation to discretionary income. A program passes if the program’s graduates: · have an annual income rate that does not exceed 8%; or · have a discretionary income rate that does not exceed 20%. In addition, a program that does not pass either of the debt-to-earnings metrics, and that has an annual income rate between 8% and 12%, or a discretionary income rate between 20% and 30%, is considered to be in a warning zone. A program fails if the program’s graduates have an annual income rate of 12% or greater and a discretionary income rate of 30% or greater. A program would become Title IV-ineligible for three years if it fails both metrics for two out of three consecutive years, or fails to pass at least one metric for four consecutive award years. The regulations provide a means by which an institution may challenge the Department’s calculation of any of the debt metrics prior to loss of Title IV eligibility. On January 8, 2017, Strayer received its final 2015 debt-to-earnings measures. None of Strayer’s programs failed the debt-to-earnings metrics. Two active programs, the Associate in Arts in Accounting and Associate in Arts in Business Administration, are “in the zone,” which means each program remains fully eligible unless (1) either program has a combination of zone and failing designations for four consecutive years, in which case it would become Title IV-ineligible in the fifth year; or (2) either program fails the metrics for two out of three consecutive years, in which case the program could become ineligible for the following award year. If an institution is notified by the Secretary of Education that a program could become ineligible, based on its final rates, for the next award year: · The institution must provide a warning with respect to the program to students and prospective students indicating, among other things, that students may not be able to use Title IV funds to attend or continue in the program; and · The institution must not enroll, register or enter into a financial commitment with a prospective student until a specified time after providing the warning to the prospective student. The new regulations also require institutions annually to report student-and program-level data to the Department, and comply with additional disclosure requirements. Final regulations adopted by the Department, which generally became effective on July 1, 2011, require an institution to use a template designed by the Department to disclose to prospective students, with respect to each gainful employment program, occupations that the program prepares students to enter, total cost of the program, on-time graduation rate, job placement rate, if applicable, and the median loan debt of program completers for the most recently completed award year. The regulations that became effective July 1, 2015 expanded upon those existing disclosure requirements, and institutions were expected to update their disclosure templates to comply by January 1, 2017. However, the Department delayed the requirements until April 3, 2017 and then until July 1, 2017. On June 30, 2017, the Department further delayed, until July 1, 2018, the requirements that an institution include the disclosure template, or a link thereto, in its gainful employment program promotional materials and directly distribute the disclosure templates to prospective students. The Department did not change the July 1, 2017 effective date for the requirement to provide an updated disclosure template, or a link thereto, on gainful employment program web pages. The University is in compliance with that requirement. In addition, the gainful employment regulations require institutions to certify, among other things, that each eligible gainful employment program is programmatically accredited if required by a federal governmental entity or a state governmental entity of a state in which it is located or is otherwise required to obtain state approval. Institutions also must certify that each eligible program satisfies the applicable educational prerequisites for professional licensure or certification requirements in each state in which it is located or is otherwise required to obtain state approval, so that a student who completes the program and seeks employment in that state qualifies to take any licensure or certification exam that is needed for the student to practice or find employment in an occupation that the program prepares students to enter. The University has timely made the required certification. Under the gainful employment regulations, an institution may establish a new program’s Title IV eligibility by updating the list of the institution’s programs maintained by the Department. However, an institution may not update its list of eligible programs to include a failing or zone program that the institution voluntarily discontinued or that became ineligible, or a gainful employment program that is substantially similar to such a program, until three years after the loss of eligibility or discontinuance. The requirements associated with the gainful employment regulations may substantially increase the Company’s administrative burdens and could affect the University’s program offerings, student enrollment, persistence, and retention. Further, although the regulations provide opportunities for an institution to correct any potential deficiencies in a program prior to the loss of Title IV eligibility, the continuing eligibility of the University’s academic programs will be affected by factors beyond management’s control such as changes in the University’s graduates’ income levels, changes in student borrowing levels, increases in interest rates, changes in the percentage of former students who are current in the repayment of their student loans, and various other factors. Even if the University were able to correct any deficiency in the gainful employment metrics in a timely manner, the disclosure requirements associated with a program’s failure to meet at least one metric may adversely affect student enrollments in that program and may adversely affect the reputation of the University. Borrower Defenses to Repayment Pursuant to the Higher Education Act and following negotiated rulemaking, on November 1, 2016, the Department published final regulations that, inter alia, would have specified the acts or omissions of an institution that a borrower may assert as a defense to repayment of a loan made under the Direct Loan Program. Although the regulations were scheduled to become effective on July 1, 2017, on June 16, 2017, the Department delayed indefinitely the effective date of the regulations and announced its intention to conduct negotiated rulemaking proceedings to revise the regulations. The Clery Act The University must comply with the campus safety and security reporting requirements as well as other requirements in the Jeanne Clery Disclosure of Campus Security Policy and Campus Crime Statistics Act (the “Clery Act”) including changes made to the Clery Act by the Violence Against Women Reauthorization Act of 2013. On October 20, 2014, the Department promulgated regulations, effective July 1, 2015, implementing amendments to the Clery Act. In addition, the Department has interpreted Title IX to categorize sexual violence as a form of prohibited sex discrimination and to require institutions to follow certain disciplinary procedures with respect to such offenses. Failure by the University to comply with the Clery Act or Title IX requirements or regulations thereunder could result in action by the Department fining the University, or limiting or suspending its participation in Title IV programs, could lead to litigation, and could harm the University’s reputation. The Company believes that the University is in compliance with these requirements. Compliance Reviews The University is subject to announced and unannounced compliance reviews and audits by various external agencies, including the Department, its Office of Inspector General, state licensing agencies, guaranty agencies, and accrediting agencies. In 2014, the Department conducted four campus-based program reviews of University locations in three states and the District of Columbia. The reviews covered federal financial aid years 2012-2013 and 2013-2014, and two of the reviews also covered compliance with the Clery Act, the Drug-Free Schools and Communities Act, and regulations related thereto. For three of the program reviews, the University received correspondence from the Department closing the program reviews with no further action required by the University. For the other program review, the University received a Final Program Review Determination Letter identifying a payment of less than $500 due to the Department based on an underpayment on a return to Title IV calculation, and otherwise closing the review. The University remitted payment, and received a letter from the Department indicating that no further action was required and that the matter was closed. Program Participation Agreement Each institution participating in Title IV programs must enter into a Program Participation Agreement with the Department. Under the agreement, the institution agrees to follow the Department’s rules and regulations governing Title IV programs. On October 1, 2014, the University received an executed provisional Program Participation Agreement from the Department allowing it to participate in Title IV programs until June 30, 2017. The Program Participation Agreement was issued on a provisional basis because of the Department’s program reviews open at the time of issuance. Under the provisional agreement, the only material additional condition that the University must comply with is obtaining Department approval for substantial changes, including the addition of any new location, level of academic offering, non-degree program, or degree program. The University timely applied to the Department for recertification to participate in Title IV programs on March 29, 2017. While that application is pending, the University’s existing provisional Program Participation Agreement is extended on a month-to-month basis until the end of the month in which the Department issues its decision on the application for recertification. NYCDA NYCDA is licensed to operate in eleven states plus the District of Columbia, but is not accredited, does not participate in state or federal student financial aid programs, and is not subject to the regulatory requirements applicable to accredited schools and schools that participate in such financial aid programs such as those described above. Programs such as those offered by NYCDA are regulated by each individual state. |
Significant Accounting Polici17
Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2017 | |
Significant Accounting Policies [Abstract] | |
Financial Statement Presentation | Financial Statement Presentation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. On January 13, 2016, the Company acquired all of the outstanding stock of NYCDA, and the results of NYCDA are included with the Company from the acquisition date. All intercompany accounts and transactions have been eliminated in the consolidated financial statements. All information as of December 31, 2016 and June 30, 2016 and 2017, and for the three and six months ended June 30, 2016 and 2017 is unaudited but, in the opinion of management, contains all adjustments, consisting only of normal recurring adjustments, necessary to present fairly the condensed consolidated financial position, results of operations, and cash flows of the Company. Certain amounts in the prior period financial statements have been reclassified to conform to the current period’s presentation. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. In addition, the Company had no items of other comprehensive income in the periods presented and accordingly has not reported comprehensive income. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2016. The results of operations for the three and six months ended June 30, 2017 are not necessarily indicative of the results to be expected for the full fiscal year. |
Revenue Recognition | Revenue Recognition The Company’s educational programs typically are offered on a quarterly basis and such periods coincide with the Company’s quarterly financial reporting periods. During the six months ended June 30, 2017, most of the Company’s revenue came from the University, which derived approximately 96% of its revenues from tuition revenue, which is recognized in the quarter of instruction. Tuition revenue is assessed for collectibility on a student-by-student basis throughout the quarter of instruction, and is shown net of any refunds, withdrawals, corporate discounts, scholarships, and employee tuition discounts. This collectibility assessment considers available sources of funds for the student including financial aid programs provided through Title IV of the Higher Education Act. The Company reassesses the collectibility of tuition revenue that it may earn based on new information and changes in the facts and circumstances relevant to a student’s ability to pay, including the timing of a student’s withdrawal from a program of study. At the start of each academic term or program, a liability (deferred revenue) is recorded for academic services to be provided and a tuition receivable is recorded for the portion of the tuition not paid in advance. Any cash received prior to the start of an academic term or program is recorded as deferred revenue. Some students may be eligible for scholarship awards, the estimated value of which will be realized in the future and is deducted from revenue when earned, based on historical student attendance and completion behavior . Deferred revenue is recorded as a current or long-term liability in the unaudited condensed consolidated balance sheets based on when the benefit is expected to be realized. Revenues also include textbook-related income, certificate revenue, certain academic fees, licensing revenue, and other income, which are recognized when earned. The Company’s refund policy typically permits students who complete less than half of a course to receive a partial refund of tuition for that course. Refunds reduce the tuition revenue that would have otherwise been recognized for that student. Since the University’s academic terms coincide with the Company’s financial reporting periods, nearly all refunds are processed and recorded within the same quarter as the corresponding revenue. The amount of tuition revenue refundable to students may vary based on the student’s state of residence. Unused books and related academic materials may be returned for a full refund within 21 days of the start of class; however, purchases of electronic content are not refundable if downloaded. Revenues derived from fees are not eligible for a refund |
Graduation Fund | Graduation Fund In the third quarter of 2013, the University introduced the Graduation Fund, which allows new undergraduate students to earn tuition credits that are redeemable in the final year of a student’s course of study if he or she successfully remains in the program. New students registering in credit-bearing courses in any undergraduate program receive one free course for every three courses that are successfully completed. Students must meet all of the University’s admission requirements, and must be enrolled in a bachelor’s degree program. The Company’s employees and their dependents are not eligible for the program. Students who have more than one consecutive term of non-attendance lose any Graduation Fund credits earned to date, but may earn and accumulate new credits if the student is reinstated or readmitted by the University in the future. Revenue from students participating in the Graduation Fund is recorded in accordance with the Revenue Recognition Topic, ASC 605-50. The Company defers the value of benefits estimated to be redeemed in the future based on the underlying revenue transactions that result in progress by the student toward earning the benefit. The Company’s estimate of the benefits that will be redeemed in the future is based on its historical experience of student persistence toward completion of a course of study within this program and similar programs. Each quarter, the Company assesses its methodologies and assumptions underlying these estimates and, to date, any adjustments to the estimates have not been material. The amount estimated to be redeemed in the next twelve months is $17.6 million and is included in deferred revenue as a current liability in the unaudited condensed consolidated balance sheets. The table below presents activity in the Graduation Fund for the six months ended June 30, 2016 and 2017 (in thousands): June 30, June 30, 2016 2017 Balance at beginning of period $ 20,937 $ 29,499 Revenue deferred 10,128 11,982 Benefit redeemed (5,806) (7,719) Balance at end of period $ 25,259 $ 33,762 |
Restricted Cash | Restricted Cash A significant portion of the Company’s revenues are funded by various federal and state government programs. The Company generally does not receive funds from these programs prior to the start of the corresponding academic term. The Company may be required to return certain funds for students who withdraw from the University during the academic term. The Company had approximately $13,000 and $15,000 as of December 31, 2016 and June 30, 2017, respectively, of these unpaid obligations, which are recorded as restricted cash and included in other current assets in the unaudited condensed consolidated balance sheets. As part of commencing operations in Pennsylvania in 2003, the Company was required to maintain a “minimum protective endowment” of at least $0.5 million in an interest-bearing account. These funds are required as long as the Company operates its campuses in the state. The Company holds these funds in an interest-bearing account which is included in other assets. |
Tuition Receivable and Allowance for Doubtful Accounts | Tuition Receivable and Allowance for Doubtful Accounts The Company records tuition receivable and deferred revenue for its students upon the start of the academic term or course of instruction. Therefore, at the end of the quarter (and academic term), tuition receivable generally represents amounts due from students for educational services already provided and deferred revenue generally represents advance payments from students for academic services to be provided in the future. Tuition receivables are not collateralized; however, credit risk is minimized as a result of the diverse nature of the University’s student base. An allowance for doubtful accounts is established primarily based upon historical collection rates by age of receivable, net of estimated recoveries. These collection rates incorporate historical performance based on a student’s current enrollment status and likelihood of future enrollment. The Company periodically assesses its methodologies for estimating bad debts in consideration of actual experience. The Company’s tuition receivable and allowance for doubtful accounts were as follows as of December 31, 2016 and June 30, 2017 (in thousands): December 31, 2016 June 30, 2017 Tuition receivable $ 30,733 $ 32,102 Allowance for doubtful accounts (10,201) (11,760) Tuition receivable, net $ 20,532 $ 20,342 Approximately $2.3 million and $2.6 million of tuition receivable is included in other assets as of December 31, 2016 and June 30, 2017, respectively, because these amounts are expected to be collected after 12 months. The following table illustrates changes in the Company’s allowance for doubtful accounts for the three and six months ended June 30, 2016 and 2017 (in thousands): For the three months ended For the six months ended June 30, June 30, 2016 2017 2016 2017 Allowance for doubtful accounts, beginning of period $ 10,226 $ 10,820 $ 10,024 $ 10,201 Additions charged to expense 4,136 5,090 7,204 9,472 Write-offs, net of recoveries (4,381) (4,150) (7,247) (7,913) Allowance for doubtful accounts, end of period $ 9,981 $ 11,760 $ 9,981 $ 11,760 |
Fair Value | Fair Value The Fair Value Measurement Topic, ASC 820-10 (“ASC 820-10”), establishes a framework for measuring fair value, establishes a fair value hierarchy based upon the observability of inputs used to measure fair value, and expands disclosures about fair value measurements. Assets and liabilities are classified in their entirety within the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. Under ASC 820-10, fair value of an investment is the price that would be received to sell an asset or to transfer a liability to an entity in an orderly transaction between market participants at the measurement date. The hierarchy gives the highest priority to assets and liabilities with readily available quoted prices in an active market and lowest priority to unobservable inputs which require a higher degree of judgment when measuring fair value, as follows: · Level 1 assets or liabilities use quoted prices in active markets for identical assets or liabilities as of the measurement date; · Level 2 assets or liabilities use observable inputs, other than quoted market prices, that are either directly or indirectly observable in the marketplace for identical or similar assets and liabilities; and · Level 3 assets or liabilities use unobservable inputs that are supported by little or no market activity. The Company’s assets and liabilities that are subject to fair value measurement are categorized in one of the three levels above. Fair values are based on the inputs available at the measurement dates, and may rely on certain assumptions that may affect the valuation of fair value for certain assets or liabilities. |
Goodwill and Indefinite-Lived Intangible Assets | Goodwill and Indefinite-Lived Intangible Assets Goodwill represents the excess of the purchase price of an acquired business over the amount assigned to the assets acquired and liabilities assumed. Indefinite-lived intangible assets, which include trade names, are recorded at fair market value on their acquisition date. An indefinite life was assigned to the trade names because they have the continued ability to generate cash flows indefinitely. Goodwill and the indefinite-lived intangible assets are assessed at least annually for impairment during the fourth quarter, or more frequently if events occur or circumstances change between annual tests that would more likely than not reduce the fair value of the respective reporting unit below its carrying amount. |
Authorized Stock | Authorized Stock The Company has authorized 20,000,000 shares of common stock, par value $.01, of which 11,093,489 and 11,167,425 shares were issued and outstanding as of December 31, 2016 and June 30, 2017, respectively. The Company also has authorized 8,000,000 shares of preferred stock, none of which has been issued or outstanding since 2004. Before any preferred stock may be issued in the future, the Board of Directors would need to establish the preferences, conversion or other rights, voting powers, restrictions, limitations as to dividends, qualifications, and the terms or conditions of the redemption of the preferred stock. In May 2017, the Company’s Board of Directors declared a regular, quarterly cash dividend of $0.25 per share of common stock. The dividend was paid on June 19, 2017. |
Stock-Based Compensation | Stock-Based Compensation As required by the Stock Compensation Topic, ASC 718, the Company measures and recognizes compensation expense for all share-based payment awards made to employees and directors, including employee stock options, restricted stock, restricted stock units, and employee stock purchases related to the Company’s Employee Stock Purchase Plan, based on estimated fair values. Stock-based compensation expense recognized in the unaudited consolidated statements of income for each of the three and six months ended June 30, 2016 and 2017 is based on awards ultimately expected to vest and, therefore, has been adjusted for estimated forfeitures. The Company estimates forfeitures at the time of grant and revises the estimate, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The forfeiture rate used is based on historical experience. The Company also assesses the likelihood that performance criteria associated with performance-based awards will be met. If it is determined that it is more likely than not that performance criteria will not be achieved, the Company revises its estimate of the number of shares it believes will ultimately vest. Effective January 1, 2017, the Company adopted ASU No. 2016-09, Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting (“ASU 2016-09”). ASU 2016-09 impacts several aspects of the accounting for share-based payment transactions, including classification of certain items on the consolidated statement of cash flows and accounting for income taxes. Specifically, ASU 2016-09 requires excess tax benefits and tax deficiencies to be recognized as income tax expense or benefit in earnings, which may introduce significant volatility to the Company’s provision for income taxes. Also, all tax-related cash flows resulting from share-based payments will now be reported as operating activities in the statement of cash flows. The Company has elected to apply this cash flow guidance prospectively and there was no impact to the prior period presentation. In addition, pursuant to ASU 2016-09 the Company has elected to continue to estimate forfeitures ratably over the life of awards. The adoption of ASU 2016-09 has not materially impacted the Company’s financial statements. See note 6 for additional information. |
Net Income Per Share | Net Income Per Share Basic earnings per share is computed by dividing net income by the weighted average number of shares of common stock outstanding during the periods. Diluted earnings per share reflects the potential dilution that could occur assuming conversion or exercise of all dilutive unexercised stock options, restricted stock and restricted stock units. The dilutive effect of stock awards was determined using the treasury stock method. Under the treasury stock method, all of the following are assumed to be used to repurchase shares of the Company’s common stock: (1) the proceeds received from the exercise of stock options and (2) the amount of compensation cost associated with the stock awards for future service not yet recognized by the Company. Stock options are not included in the computation of diluted earnings per share when the stock option exercise price of an individual grant exceeds the average market price for the period. Set forth below is a reconciliation of shares used to calculate basic and diluted earnings per share for the three and six months ended June 30, 2016 and 2017 (in thousands): For the three months ended For the six months ended June 30, June 30, 2016 2017 2016 2017 Weighted average shares outstanding used to compute basic earnings per share 10,610 10,680 10,603 10,655 Incremental shares issuable upon the assumed exercise of stock options — 41 — 38 Unvested restricted stock and restricted stock units 189 469 187 462 Shares used to compute diluted earnings per share 10,799 11,190 10,790 11,155 |
Income Taxes | Income Taxes The Company provides for deferred income taxes based on temporary differences between financial statement and income tax bases of assets and liabilities using enacted tax rates in effect in the year in which the differences are expected to reverse. The Income Taxes Topic, ASC 740, requires the company to determine whether uncertain tax positions should be recognized within the Company’s financial statements. The Company recognizes interest and penalties, if any, related to uncertain tax positions in income tax expense. Uncertain tax positions are recognized when a tax position, based solely on its technical merits, is determined to be more likely than not to be sustained upon examination. Upon determination, uncertain tax positions are measured to determine the amount of benefit that is greater than 50% likely to be realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information. A tax position is derecognized if it no longer meets the more likely than not threshold of being sustained. The tax years 2014-2016 remain open for Federal tax examination and the tax years 2013-2016 remain open to examination by state and local taxing jurisdictions in which the Company is subject. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of expenses during the period reported. The most significant management estimates included allowances for doubtful accounts, useful lives of property and equipment, fair value of future contractual operating lease obligations, potential sublease income and vacancy periods, accrued expenses, forfeiture rates and the likelihood of achieving performance criteria for stock-based awards, value of free courses earned by students that will be redeemed in the future, valuation of goodwill and intangible assets, fair value of contingent consideration, and the provision for income taxes. Actual results could differ from those estimates. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”). The standard establishes a new recognition model that requires revenue to be recognized in a manner to depict the transfer of goods or services to a customer at an amount that reflects the consideration expected to be received in exchange for those goods or services. In August 2015, the FASB deferred the effective date of ASU 2014-09 to fiscal years, and interim periods within those years, beginning after December 15, 2017. Early adoption is permitted for fiscal years, and interim periods within those years, beginning after December 15, 2016. Accordingly, the new revenue recognition standard is effective for the Company on January 1, 2018 using either a full retrospective or a modified retrospective approach. During 2016, the FASB issued additional ASUs amending certain aspects of ASU 2014-09. The Company is currently evaluating the impact that this standard will have on the Company’s consolidated financial statements and which transition approach to use. This assessment includes performing a detailed review of each of the Company’s revenue streams, comparing current accounting policies and practices to the new standard, and determining the appropriate changes to business processes and controls. In February 2016, the FASB issued Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842) (“ASU 2016-02”). The new guidance requires the recognition of right-of-use assets and lease liabilities on the balance sheet for most leases. Under current guidance, operating leases are off-balance sheet. ASU 2016-02 also requires more extensive quantitative and qualitative disclosures about leasing arrangements. ASU 2016-02 applies to fiscal periods beginning after December 15, 2018, using the modified retrospective method, with early adoption permitted. The Company anticipates that the impact of ASU 2016-02 on its consolidated balance sheet will be material as the Company will record significant asset and liability balances in connection with its leased properties. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses , which applies to ASC Topic 326, Measurement of Credit Losses on Financial Instruments . The new guidance revises the accounting requirements related to the measurement of credit losses and will require organizations to measure all expected credit losses for financial assets based on historical experience, current conditions and reasonable and supportable forecasts about collectibility. Assets must be presented in the financial statements at the net amount expected to be collected. The guidance will be effective for the Company's annual and interim reporting periods beginning January 1, 2020, with early adoption permitted. The Company is evaluating the impact this standard will have on its financial condition, results of operations, and disclosures. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows: Restricted Cash (Topic 230) (“ASU 2016-18”). Under ASU 2016-18, an entity should include in its cash and cash-equivalent balances in the statement of cash flows those amounts that are deemed to be restricted cash and restricted cash equivalents. The standard will be effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years, and the Company does not expect adoption of ASU 2016-18 to have a material impact on its consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-04, Intangibles - Goodwill and Other: Simplifying the Test for Goodwill Impairment , which simplifies the subsequent measurement of goodwill. The amendments in this update should be adopted on a prospective basis for the annual or any interim goodwill impairment tests beginning after December 15, 2019, though early adoption is permitted. The Company is evaluating the impact this standard will have on its financial condition, results of operations, and disclosures. Other ASUs issued by the FASB but not yet effective are not expected to have a material effect on the Company’s consolidated financial statements. |
Significant Accounting Polici18
Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Significant Accounting Policies [Abstract] | |
Schedule of graduation fund liability | The table below presents activity in the Graduation Fund for the six months ended June 30, 2016 and 2017 (in thousands): June 30, June 30, 2016 2017 Balance at beginning of period $ 20,937 $ 29,499 Revenue deferred 10,128 11,982 Benefit redeemed (5,806) (7,719) Balance at end of period $ 25,259 $ 33,762 |
Schedule of tuition receivable and allowance for doubtful accounts | December 31, 2016 June 30, 2017 Tuition receivable $ 30,733 $ 32,102 Allowance for doubtful accounts (10,201) (11,760) Tuition receivable, net $ 20,532 $ 20,342 |
Schedule of allowance for doubtful accounts | For the three months ended For the six months ended June 30, June 30, 2016 2017 2016 2017 Allowance for doubtful accounts, beginning of period $ 10,226 $ 10,820 $ 10,024 $ 10,201 Additions charged to expense 4,136 5,090 7,204 9,472 Write-offs, net of recoveries (4,381) (4,150) (7,247) (7,913) Allowance for doubtful accounts, end of period $ 9,981 $ 11,760 $ 9,981 $ 11,760 |
Schedule of reconciliation of shares used to calculate basic and diluted earnings per share | For the three months ended For the six months ended June 30, June 30, 2016 2017 2016 2017 Weighted average shares outstanding used to compute basic earnings per share 10,610 10,680 10,603 10,655 Incremental shares issuable upon the assumed exercise of stock options — 41 — 38 Unvested restricted stock and restricted stock units 189 469 187 462 Shares used to compute diluted earnings per share 10,799 11,190 10,790 11,155 |
Acquisition of New York Code 19
Acquisition of New York Code and Design Academy (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Acquisition of New York Code and Design Academy [Abstract] | |
Summary of purchase price allocated to assets acquired and liabilities assumed at fair value | Purchase Price Allocation Useful Life Cash $ Other assets Intangibles: Trade name Indefinite Goodwill Liabilities assumed Total assets acquired and liabilities assumed, net Less: contingent consideration Less: cash acquired Cash paid for acquisition, net of cash acquired $ |
Restructuring and Related Cha20
Restructuring and Related Charges (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Restructuring and Related Charges [Abstract] | |
Schedule of restructuring liability by type of cost | The following details the changes in the Company’s restructuring liability for lease and related costs during the six months ended June 30, 2016 and 2017 (in thousands): June 30, June 30, 2016 2017 Balance at beginning of period (1) $ 20,055 $ 11,985 Adjustments (2) (1,558) 388 Payments (3,212) (2,091) Balance at end of period (1) $ 15,285 $ 10,282 (1) The current portion of restructuring liabilities was $4.2 million and $3.6 million as of December 31, 2016 and June 30, 2017, respectively, which are included in accounts payable and accrued expenses. The long-term portion is included in other long-term liabilities. (2) Adjustments include accretion of interest on lease costs, partially offset by changes in the timing and expected income from sublease agreements . |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Measurement [Abstract] | |
Schedule of assets and liabilities measured at fair value on a recurring basis | Assets and liabilities measured at fair value on a recurring basis consist of the following as of June 30, 2017 (in thousands): Fair Value Measurements at Reporting Date Using Quoted Prices in Significant Active Markets Other Significant for Identical Observable Unobservable June 30, Assets/Liabilities Inputs Inputs 2017 (Level 1) (Level 2) (Level 3) Assets: Money market funds $ 5,135 $ 5,135 $ — $ — Liabilities: Deferred payments $ 9,970 $ — $ — $ 9,970 Assets and liabilities measured at fair value on a recurring basis consist of the following as of December 31, 2016 (in thousands): Fair Value Measurements at Reporting Date Using Quoted Prices in Significant Active Markets Other Significant for Identical Observable Unobservable December 31, Assets/Liabilities Inputs Inputs 2016 (Level 1) (Level 2) (Level 3) Assets: Money market funds $ 5,103 $ 5,103 $ — $ — Liabilities: Deferred payments $ 11,741 $ — $ — $ 11,741 |
Schedule of changes in fair value of level 3 liability | June 30, 2016 June 30, 2017 Balance at beginning of period $ 3,278 $ 11,741 Amounts paid (468) (511) Contingent consideration in connection with NYCDA acquisition 8,500 — Other adjustments to fair value 1,280 (1,260) Balance at end of period $ 12,590 $ 9,970 |
Stock Options, Restricted Sto22
Stock Options, Restricted Stock and Restricted Stock Units (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Stock Options, Restricted Stock and Restricted Stock Units [Abstract] | |
Schedule of restricted stock and restricted stock units activity | Number of shares or units Weighted- average Grant price Balance, December 31, 2016 727,100 $ 97.53 Grants 75,140 82.18 Vested shares (84,718) 66.60 Forfeitures (1,204) 62.28 Balance, June 30, 2017 716,318 $ 99.64 |
Schedule of stock option activity and other stock option information | Weighted- average Weighted- remaining Aggregate Number of average contractual intrinsic value(1) shares exercise price life (years) (in thousands) Balance, December 31, 2016 100,000 $ 51.95 4.1 $ 2,868 Grants — — Exercises — — Forfeitures/Expirations — — Balance, June 30, 2017 100,000 $ 51.95 3.6 $ 4,127 Exercisable, June 30, 2017 100,000 $ 51.95 3.6 $ 4,127 (1) The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value (the difference between the Company’s closing stock price on the respective trading day and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holder had all options been exercised on the respective trading day. The amount of intrinsic value will change based on the fair market value of the Company’s common stock. |
Schedule of stock-based compensation expense | For the three months ended For the six months ended June 30, June 30, 2016 2017 2016 2017 Instruction and educational support $ (438) $ 645 $ 155 $ 814 Marketing — — — — Admissions advisory — — — — General and administration 2,474 2,583 4,771 4,840 Stock-based compensation expense included in operating expense 2,036 3,228 4,926 5,654 Tax benefit 802 1,275 1,900 2,233 Stock-based compensation expense, net of tax $ 1,234 $ 1,953 $ 3,026 $ 3,421 |
Other Long-Term Liabilities (Ta
Other Long-Term Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Other Long-Term Liabilities [Abstract] | |
Schedule of other long-term liabilities | December 31, 2016 June 30, 2017 Deferred revenue, net of current portion $ 17,981 $ 19,011 Deferred payments related to acquisitions 13,754 11,915 Deferred rent and other facility costs 8,251 7,728 Loss on facilities not in use 7,813 6,703 Lease incentives 2,684 2,621 Other long-term liabilities $ 50,483 $ 47,978 |
Nature of Operations (Details)
Nature of Operations (Details) | 6 Months Ended |
Jun. 30, 2017segment | |
Nature of Operations [Abstract] | |
Number of reporting segments | 1 |
Significant Accounting Polici25
Significant Accounting Policies (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2017USD ($) | |
Significant Accounting Policies [Abstract] | |
Items within other comprehensive income | $ 0 |
Percentage of tuition revenue in total revenue | 96.00% |
Unused books and academic material refundable period | 21 days |
Significant Accounting Polici26
Significant Accounting Policies - Graduation Fund (Details) | 6 Months Ended | ||
Jun. 30, 2017USD ($)item | Jun. 30, 2016USD ($) | Dec. 31, 2016USD ($) | |
Consecutive terms of non attendance in which Graduation Fund credits will be lost | item | 1 | ||
Number of free courses | item | 1 | ||
Number of successfully completed courses | item | 3 | ||
Expected collection period of tuition receivable | 12 months | ||
Balance at beginning of year | $ 29,499,000 | $ 20,937,000 | |
Revenue deferred | 11,982,000 | 10,128,000 | |
Benefit redeemed | (7,719,000) | (5,806,000) | |
Balance at end of year | 33,762,000 | $ 25,259,000 | |
Current Liability [Member] | |||
Graduation fund estimated to be redeemed | 17,600,000 | ||
Other Assets [Member] | |||
Restricted cash | |||
Minimum protective endowment | 500,000 | ||
Other Current Assets [Member] | |||
Restricted cash | |||
Funds payable for students who withdraw from the University | $ 15,000 | $ 13,000 |
Significant Accounting Polici27
Significant Accounting Policies - Tuition Receivable (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 |
Schedule of tuition receivable and allowance for doubtful accounts | ||||||
Tuition receivable | $ 32,102 | $ 30,733 | ||||
Allowance for doubtful accounts | (11,760) | $ (10,820) | (10,201) | $ (9,981) | $ (10,226) | $ (10,024) |
Tuition receivable, net | 20,342 | 20,532 | ||||
Other Assets [Member] | ||||||
Schedule of tuition receivable and allowance for doubtful accounts | ||||||
Tuition receivable included in other assets | $ 2,600 | $ 2,300 |
Significant Accounting Polici28
Significant Accounting Policies - Doubtful Accounts (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Schedule of allowance for doubtful accounts | ||||
Beginning allowance for doubtful accounts | $ 10,820 | $ 10,226 | $ 10,201 | $ 10,024 |
Additions charged to expense | 5,090 | 4,136 | 9,472 | 7,204 |
Write-offs, net of recoveries | (4,150) | (4,381) | (7,913) | (7,247) |
Ending allowance for doubtful accounts | $ 11,760 | $ 9,981 | $ 11,760 | $ 9,981 |
Significant Accounting Polici29
Significant Accounting Policies - EPS (Details) - $ / shares | Jun. 19, 2017 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | May 31, 2017 | Dec. 31, 2016 |
Schedule of reconciliation of shares used to calculate basic and diluted earnings per share | |||||||
Weighted average shares outstanding used to compute basic earnings per share | 10,680,000 | 10,610,000 | 10,655,000 | 10,603,000 | |||
Incremental shares issuable upon the assumed exercise of stock options | 41,000 | 38,000 | |||||
Unvested restricted stock | 469,000 | 189,000 | 462,000 | 187,000 | |||
Shares used to compute diluted earnings per share | 11,190,000 | 10,799,000 | 11,155,000 | 10,790,000 | |||
Common stock, shares authorized | 20,000,000 | 20,000,000 | 20,000,000 | ||||
Common stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | ||||
Common stock, shares issued | 11,167,425 | 11,167,425 | 11,093,489 | ||||
Common stock, shares outstanding | 11,167,425 | 11,167,425 | 11,093,489 | ||||
Preferred stock, shares authorized | 8,000,000 | 8,000,000 | 8,000,000 | ||||
Preferred stock, shares issued | 0 | 0 | 0 | ||||
Preferred stock, shares outstanding | 0 | 0 | 0 | ||||
Dividends declared, per share | $ 0.25 | ||||||
Dividends paid, per share | $ 0.25 |
Acquisition of New York Code 30
Acquisition of New York Code and Design Academy (Details) - New York Code And Design Academy, Inc. $ in Thousands | Jan. 13, 2016USD ($) | Aug. 31, 2016USD ($) | Apr. 30, 2016USD ($) | Jun. 30, 2017USD ($)individual |
Business Acquisition [Line Items] | ||||
Cash paid up front | $ 2,400 | |||
Contingent consideration | $ 25,000 | |||
Contingent consideration payment | $ 500 | $ 6,000 | $ 4,600 | |
Number of founders | individual | 2 | |||
Employment term | 3 years | |||
Less: contingent consideration | (14,500) | |||
Contingent Consideration Results of Operations Over Five Year Period [Member] | ||||
Business Acquisition [Line Items] | ||||
Contingent consideration | $ 12,500 | $ 12,500 | ||
Term of additional contingent payments | 5 years | |||
Contingent Consideration Receipt Of State Regulatory Permit [Member] | ||||
Business Acquisition [Line Items] | ||||
Contingent consideration | $ 5,500 | |||
Contingent Consideration Accelerated Earnout Upon Receipt Of One State Regulatory Permit [Member] | ||||
Business Acquisition [Line Items] | ||||
Contingent consideration | 1,000 | |||
Selling, General and Administrative Expenses [Member] | ||||
Business Acquisition [Line Items] | ||||
Transaction Costs | $ 200 |
Acquisition of New York Code 31
Acquisition of New York Code and Design Academy - Purchase Price Allocation (Details) - USD ($) | Jan. 13, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 20,744,000 | $ 20,744,000 | $ 20,744,000 | |||
Cash paid for acquisition, net of cash acquired | $ 7,635,000 | |||||
Reduction in fair value of contingent consideration | 2,300,000 | $ 0 | $ 0 | |||
Deferred payment arrangements value | 3,700,000 | $ 3,700,000 | $ 3,400,000 | |||
New York Code And Design Academy, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Cash | $ 790,000 | |||||
Other assets | 1,265,000 | |||||
Trade name | 5,660,000 | |||||
Goodwill | 13,944,000 | |||||
Liabilities assumed | (4,734,000) | |||||
Total assets acquired and liabilities assumed, net | 16,925,000 | |||||
Less: contingent consideration | (14,500,000) | |||||
Cash paid for acquisition, net of cash acquired | $ 1,635,000 | |||||
Discount rate | 4.50% | |||||
Deferred payment arrangements value | 5,500,000 | $ 5,500,000 | ||||
New York Code And Design Academy, Inc. | Maximum [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Deferred payment arrangements value | $ 11,500,000 | $ 11,500,000 |
Restructuring and Related Cha32
Restructuring and Related Charges (Details) - item | 1 Months Ended | 6 Months Ended |
Oct. 31, 2013 | Jun. 30, 2017 | |
Restructuring and Related Charges [Abstract] | ||
Campus location closed | 20 | |
Lease marginal borrowing rate | 4.50% |
Restructuring and Related Cha33
Restructuring and Related Charges - Liability for lease and related costs (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Schedule of restructuring liability | |||
Beginning balance | $ 11,985 | $ 20,055 | |
Adjustments | 388 | (1,558) | |
Payments | (2,091) | (3,212) | |
Ending balance | 10,282 | $ 15,285 | |
Accounts payable and accrued expenses | |||
Schedule of restructuring liability | |||
Restructuring liabilities | $ 3,600 | $ 4,200 |
Fair Value Measurement (Details
Fair Value Measurement (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Money Market Funds [Member] | ||
Schedule of assets and liabilities measured at fair value on a recurring basis | ||
Total assets at fair value on a recurring basis | $ 5,135 | $ 5,103 |
Deferred payments [Member] | ||
Liabilities: | ||
Total liabilities at fair value on a recurring basis | 9,970 | 11,741 |
Quoted Prices In Active Markets For Identical Assets/Liabilities (Level 1) [Member] | Money Market Funds [Member] | ||
Schedule of assets and liabilities measured at fair value on a recurring basis | ||
Total assets at fair value on a recurring basis | 5,135 | 5,103 |
Significant Unobservable Inputs (Level 3) [Member] | Deferred payments [Member] | ||
Liabilities: | ||
Total liabilities at fair value on a recurring basis | $ 9,970 | $ 11,741 |
Fair Value Measurement - Level
Fair Value Measurement - Level 3 Liability (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Accounts payable and accrued expenses | ||
Fair Value, Liabilities Measured On Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Short-term portion of deferred payments | $ 1,300 | |
Deferred payments [Member] | ||
Schedule of changes in fair value of level 3 liability | ||
Balance at beginning of year | 11,741 | $ 3,278 |
Amounts paid | (511) | (468) |
Contingent consideration in connection with NYCDA acquisition | 8,500 | |
Other adjustments to fair value | (1,260) | 1,280 |
Balance at end of year | $ 9,970 | $ 12,590 |
Stock Options, Restricted Sto36
Stock Options, Restricted Stock and Restricted Stock Units (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 6 Months Ended | |
May 31, 2017 | Feb. 28, 2017 | Jun. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Additional shares authorized for grants | 500,000 | ||
Maximum term of the awards granted under the Plan | 10 years | ||
Stock-based compensation cost which has not yet been recognized | $ 20.9 | ||
Stock-based compensation cost recognized period, in months | 26 months | ||
Restricted stock awarded subject to performance condition | 561,000 | ||
Restricted stock and restricted stock units [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Grants, Number of shares or units | 7,541 | 67,599 | 75,140 |
Vesting period | 3 years | 4 years | |
Share Price | $ 86.83 | $ 81.66 |
Stock Options, Restricted Sto37
Stock Options, Restricted Stock and Restricted Stock Units - RSU (Details) - Restricted stock and restricted stock units [Member] - $ / shares | 1 Months Ended | 6 Months Ended | |
May 31, 2017 | Feb. 28, 2017 | Jun. 30, 2017 | |
Schedule of restricted stock and restricted stock units activity | |||
Beginning Balance, Number of shares or units | 727,100 | ||
Grants, Number of shares or units | 7,541 | 67,599 | 75,140 |
Vested shares, Number of shares or units | (84,718) | ||
Forfeitures, Number of shares or units | (1,204) | ||
Ending Balance, Number of shares or units | 716,318 | ||
Beginning Balance, Weighted-average grant price | $ 97.53 | ||
Grants, Weighted-average grant price | 82.18 | ||
Vested shares, Weighted-average grant price | 66.60 | ||
Forfeitures, Weighted-average grant price | 62.28 | ||
Ending Balance, Weighted-average grant price | $ 99.64 |
Stock Options, Restricted Sto38
Stock Options, Restricted Stock and Restricted Stock Units - Options (Details) - Stock options [Member] - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Schedule of stock option activity and other stock option information | |||
Beginning Balance, Number of shares | 100,000 | ||
Grants, Number of shares | |||
Exercises, Number of shares | 0 | ||
Forfeitures/Expirations, Number of shares | |||
Ending Balance, Number of shares | 100,000 | 100,000 | |
Exercisable, Number of shares | 100,000 | ||
Beginning Balance, Weighted-average exercise price | $ 51.95 | ||
Grants, Weighted-average exercise price | |||
Exercises, Weighted-average exercise price | |||
Forfeitures/Expirations, Weighted-average exercise price | |||
Ending Balance, Weighted-average exercise price | 51.95 | $ 51.95 | |
Exercisable, Weighted-average exercise price | $ 51.95 | ||
Weighted-average remaining contractual life (years) | 3 years 7 months 6 days | 4 years 1 month 6 days | |
Exercisable, Weighted-average remaining contractual life (years) | 3 years 7 months 6 days | ||
Beginning Balance, Aggregate intrinsic value | $ 2,868 | ||
Ending Balance, Aggregate intrinsic value | 4,127 | $ 2,868 | |
Exercisable, Aggregate intrinsic value | $ 4,127 |
Stock Options, Restricted Sto39
Stock Options, Restricted Stock and Restricted Stock Units - Stock-based compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Schedule of stock-based compensation expense | ||||
Stock-based compensation expense included in operating expense | $ 3,228 | $ 2,036 | $ 5,654 | $ 4,926 |
Tax benefit | 1,275 | 802 | 2,233 | 1,900 |
Stock-based compensation expense, net of income tax | 1,953 | 1,234 | 3,421 | 3,026 |
Instruction and educational support [Member] | ||||
Schedule of stock-based compensation expense | ||||
Stock-based compensation expense included in operating expense | 645 | (438) | 814 | 155 |
General and administration [Member] | ||||
Schedule of stock-based compensation expense | ||||
Stock-based compensation expense included in operating expense | $ 2,583 | $ 2,474 | $ 4,840 | $ 4,771 |
Stock Options, Restricted Sto40
Stock Options, Restricted Stock and Restricted Stock Units - Tax shortfall (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Schedule of information regarding share-based payment arrangements | ||||
Tax shortfall from vesting of restricted shares | $ 50 | |||
Provision for income taxes | $ 3,645 | $ 5,062 | $ 11,532 | $ 12,674 |
Scenario, Adjustment [Member] | Accounting Standards Update 2016 09 | ||||
Schedule of information regarding share-based payment arrangements | ||||
Provision for income taxes | $ 600 |
Other Long-Term Liabilities (De
Other Long-Term Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Other Long-Term Liabilities [Abstract] | ||
Deferred revenue, net of current portion | $ 19,011 | $ 17,981 |
Deferred payments related to acquisition | 11,915 | 13,754 |
Deferred rent and other facility costs | 7,728 | 8,251 |
Loss on facilities not in use | 6,703 | 7,813 |
Lease incentives | 2,621 | 2,684 |
Total other long-term liabilities | $ 47,978 | $ 50,483 |
Other Long-Term Liabilities - D
Other Long-Term Liabilities - Deferred (Details) - USD ($) $ in Millions | 1 Months Ended | 6 Months Ended | ||
Aug. 31, 2016 | Apr. 30, 2016 | Jun. 30, 2017 | Dec. 31, 2016 | |
Funds received from investor | $ 2.8 | |||
Deferred payment arrangements value | $ 3.7 | $ 3.4 | ||
Minimum [Member] | ||||
Leasehold improvements and long-term liability amortization period | 5 years | |||
Maximum [Member] | ||||
Leasehold improvements and long-term liability amortization period | 10 years | |||
New York Code And Design Academy, Inc. | ||||
Deferred payment arrangements value | $ 5.5 | |||
Contingent consideration | 25 | |||
Contingent consideration payment | $ 0.5 | $ 6 | 4.6 | |
New York Code And Design Academy, Inc. | Maximum [Member] | ||||
Deferred payment arrangements value | $ 11.5 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Income Taxes [Abstract] | ||
Unrecognized tax benefits | $ 0.3 | |
Recognition of tax benefits | 0.3 | $ 0.3 |
Amount of interest and penalties | 0.1 | |
Cash payments for income taxes | $ 16.2 | $ 18.2 |
Regulation (Details)
Regulation (Details) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2017USD ($)stateitem | Dec. 31, 2014stateitem | |
Minimum [Member] | ||
Regulation [Line Items] | ||
Average of median annual earning percentage | 8.00% | |
Average of median discretionary percentage | 20.00% | |
Maximum [Member] | ||
Regulation [Line Items] | ||
Average of median annual earning percentage | 12.00% | |
Average of median discretionary percentage | 30.00% | |
Strayer University | ||
Regulation [Line Items] | ||
Number of debt-to-earnings measures | 2 | |
Number of ineligible years | 3 years | |
Number of current associate degree programs n the Zone | 2 | |
Number of consecutive years program has to fail both metrics to become ineligible | 2 years | |
Number of consecutive years program has to fail one metric to become ineligible | 4 years | |
Number of metric that can't failed for consecutive years | 1 | |
Number of conducted compliance reviews | 2 | |
Number of reviews in which no further action was required | 3 | |
Number of on-site reviews conducted | 4 | |
Number of states in which compliance reviews were conducted | state | 3 | |
Strayer University | Maximum [Member] | ||
Regulation [Line Items] | ||
Amount due to department of education | $ | $ 500 | |
New York Code And Design Academy, Inc. | ||
Regulation [Line Items] | ||
Number of states in which NYCDA is licensed to operate | state | 11 |