PHOENIX--(BUSINESS WIRE)--Oct. 27, 2009--
Apollo Group, Inc. (NASDAQ: APOL) (“Apollo Group,” “Apollo” or the
“Company”) today reported financial results for the three months and
fiscal year ended August 31, 2009.
“We are pleased to report another quarter of excellent financial and
operating performance for the fourth quarter of fiscal 2009,” said
Apollo Group Co-Chief Executive Officer Chas Edelstein. “We continue to
focus on enhancing the student experience and delivering quality
academic programs that are relevant to today’s working learner. The
combination of these efforts is being recognized in the marketplace and
resulted in solid enrollments and continued improvement in the retention
of our current students.”
Apollo Group Co-Chief Executive Officer and Apollo Global Chairman Greg
Cappelli added, “We also continue to execute on our strategy by
investing to maximize the value of the University of Phoenix, including
a focus on our admissions process to more effectively reach students who
retain at higher rates, while expanding intelligently both domestically
and globally as evidenced by our acquisition of BPP, which closed during
the fourth quarter. We believe that a superior student experience,
enabled by our talented and engaged faculty and staff and
education-based technology innovations, will result in long-term value
for our shareholders.”
Unaudited Fourth Quarter of Fiscal
2009 Results of Operations
Consolidated net revenue for the three months ended August 31, 2009,
totaled $1075.8 million, which represents a 29.4% increase over the
fourth quarter of fiscal 2008. Contributing to the growth in the fourth
quarter was a 22.3% year-over-year increase in University of Phoenix
total Degreed Enrollment to 443,000. The Company reported net income for
the three months ended August 31, 2009, of $91.5 million, or $0.59 per
share (155.7 million weighted average diluted shares outstanding),
compared to net income of $229.6 million, or $1.43 per share (160.1
million weighted average diluted shares outstanding) for the three
months ended August 31, 2008.
The fiscal 2009 fourth quarter results contain special items totaling
pre-tax charges of $95.4 million ($69.4 million net of tax), including
an accrual for an estimated litigation settlement of $80.5 million, a
$9.4 million write-off of information technology fixed assets that
resulted primarily from the Company’s rationalization of software, a
$5.5 million charge, net of minority interest, representing the option
premium for a currency hedge in connection with Apollo Global’s
acquisition of BPP Holdings plc (“BPP”) and a discrete charge to the
income tax provision of $4.7 million due to the write-off of a deferred
tax asset as a result of certain disallowed deductions associated with
share-based compensation related to options exercised by an executive
during the fourth quarter. Included in the fiscal 2008 fourth quarter
results is a reversal of a previously-accrued litigation loss associated
with a securities matter of $170.0 million when the earlier judgment was
vacated, as well as a $9.5 million gain from a third party’s forfeiture
of an escrow deposit in connection with a now-cancelled agreement to
sell and lease back the Company’s headquarters buildings.
Excluding these special items, net income for the three months ended
August 31, 2009, was $165.6 million, or $1.06 per share, compared to net
income of $120.5 million, or $0.75 per share for the three months ended
August 31, 2008. (See the reconciliation of GAAP financial information
to non-GAAP financial information in the tables section of this press
release.)
In the fourth quarter of fiscal 2009, BPP’s operations contributed $13.1
million to revenue and reduced earnings per share by approximately
$0.03. Apollo Global completed the acquisition of BPP, a UK-based
provider of education and training mainly to professionals in the legal
and finance industries on July 30, 2009. The final purchase price for
BPP was $602 million.
On September 30, 2009, University of Phoenix, a subsidiary of Apollo
Group, Inc., confirmed that it has entered into settlement discussions
with plaintiffs to resolve the Incentive Compensation False Claims Act
litigation pending in the U.S. District Court for the Eastern
District of California. There is no assurance that a settlement will be
reached. Pending the outcome of these discussions, University of Phoenix
and the plaintiffs jointly requested a stay of all litigation
proceedings for 45 days, which was granted on October 2, 2009. In
connection with this matter, the Company recorded a pre-tax charge of
$80.5 million in the fourth quarter of fiscal 2009 which is the
Company’s best estimate of the loss to be incurred in connection with
this matter, including associated expenses.
Instructional costs and services increased by $90.6 million, or
25.0% to $452.9 million for the three months ended August 31, 2009,
compared to the three months ended August 31, 2008. As a percentage of
net revenue, instructional costs and services declined 150 basis points
to 42.1% versus 43.6% in the prior year’s fourth quarter. The reduction,
as a percentage of revenue, was greater when excluding the impact of
BPP’s operations in the fourth quarter of fiscal 2009. The improvement
was predominantly due to University of Phoenix continuing to leverage
its fixed costs, such as certain wages, classroom space and depreciation
expense. University of Phoenix has grown its headcount at a slower rate
than the increase in net revenue. The Company also benefited from
savings due to lower negotiated contract costs in financial aid
processing and other areas. This was partially offset by higher expenses
at Apollo Global associated with its start-up, development and other
infrastructure and support costs for the Company’s international
operations, as well as, a 120 basis point increase to 4.2%, as a
percentage of net revenue, in bad debt expense versus the fourth quarter
of fiscal 2008. The increase in bad debt expense is primarily due to the
increased risk of collecting aged receivables and lower collection rates
on those receivables given the current economic downturn.
Selling and promotional expenses increased by $39.4 million, or 17.6%,
to $262.5 million for the three months ended August 31, 2009, compared
to the three months ended August 31, 2008. As a percentage of net
revenue, selling and promotional expenses declined 240 basis points to
24.4% versus 26.8% in the prior year’s fourth quarter. The reduction, as
a percentage of revenue, was slightly less when excluding the impact of
BPP’s operations in the fourth quarter of fiscal 2009. The improvement
was mainly a result of continued improvement in enrollment counselor
effectiveness at University of Phoenix. Additionally, investments in
marketing resulted in more effective and efficient advertising. The
Company continues to invest in marketing to build greater brand identity
as well as to drive and support future enrollment growth.
General and administrative (“G&A”) expenses increased by $41.3 million,
or 86.0%, to $89.3 million, for the three months ended August 31, 2009,
compared to the three months ended August 31, 2008. As a percentage of
net revenue, G&A expenses increased 250 basis points to 8.3% versus 5.8%
in the prior year’s fourth quarter. The increase is mainly attributable
to the $9.4 million fixed asset write-off, discussed previously, and a
lesser amount of compensation expense in the fourth quarter of fiscal
2008, related to the departure of certain senior executives. BPP’s
operations had little impact on G&A expenses as a percentage of net
revenue in the fourth quarter of fiscal 2009.
The Company’s effective tax rate for the fourth quarter of fiscal 2009
was 52.2%. The increase versus a year ago is principally attributable to
higher state tax rates; the potential tax impact of the qui tam lawsuit
settlement, which may not be fully deductible; and the write-off of the
deferred tax assets discussed previously.
Financial and Operating Metrics
Below are Apollo Group’s unaudited financial data and operating metrics
for the fourth quarter of fiscal 2009 versus the prior year period.
|
|
|
|
Q4 2009
|
|
Q4 2008
|
|
Revenues (in thousands)
|
|
|
|
|
|
|
Degree Seeking Gross Revenues (1)
|
|
$
|
1,063,656
|
|
|
$
|
820,139
|
|
|
|
Less: Discounts and other
|
|
|
(60,479
|
)
|
|
|
(45,382
|
)
|
|
|
Degree Seeking Net Revenues (1)
|
|
|
1,003,177
|
|
|
|
774,757
|
|
|
|
Non-degree Seeking Revenues (2)
|
|
|
14,390
|
|
|
|
12,916
|
|
|
|
Other, net of discounts (3)
|
|
|
58,196
|
|
|
|
43,724
|
|
|
|
|
|
$
|
1,075,763
|
|
|
$
|
831,397
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue by Degree Type (in
thousands) (1)
|
|
|
|
|
|
|
Associates
|
|
$
|
399,907
|
|
|
$
|
263,220
|
|
|
|
Bachelors
|
|
|
444,555
|
|
|
|
361,569
|
|
|
|
Masters
|
|
|
198,511
|
|
|
|
178,686
|
|
|
|
Doctoral
|
|
|
20,683
|
|
|
|
16,664
|
|
|
|
Less: Discounts and other
|
|
|
(60,479
|
)
|
|
|
(45,382
|
)
|
|
|
|
|
$
|
1,003,177
|
|
|
$
|
774,757
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Degreed Enrollment (rounded to
hundreds) (4)
|
|
|
|
|
|
|
Associates
|
|
|
201,200
|
|
|
|
146,500
|
|
|
|
Bachelors
|
|
|
163,600
|
|
|
|
141,800
|
|
|
|
Masters
|
|
|
71,200
|
|
|
|
67,700
|
|
|
|
Doctoral
|
|
|
7,000
|
|
|
|
6,100
|
|
|
|
|
|
|
443,000
|
|
|
|
362,100
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Degree Seeking Gross Revenues per
Degreed Enrollment (1) (4)
|
|
|
|
|
|
|
Associates
|
|
$
|
1,988
|
|
|
$
|
1,797
|
|
|
|
Bachelors
|
|
|
2,717
|
|
|
|
2,550
|
|
|
|
Masters
|
|
|
2,788
|
|
|
|
2,639
|
|
|
|
Doctoral
|
|
|
2,955
|
|
|
|
2,732
|
|
|
|
All degrees (after discounts)
|
|
|
2,265
|
|
|
|
2,140
|
|
|
|
|
|
|
|
|
|
|
Associates and Bachelors
|
|
$
|
2,315
|
|
|
$
|
2,167
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
New Degreed Enrollment (rounded
to hundreds) (5)
|
|
|
|
|
|
|
Associates
|
|
|
55,400
|
|
|
|
41,500
|
|
|
|
Bachelors
|
|
|
31,700
|
|
|
|
27,200
|
|
|
|
Masters
|
|
|
14,200
|
|
|
|
13,600
|
|
|
|
Doctoral
|
|
|
700
|
|
|
|
800
|
|
|
|
|
|
|
102,000
|
|
|
|
83,100
|
|
|
(1)
|
|
Represents revenue from tuition and other fees for students enrolled
in University of Phoenix degree programs. Also includes revenue from
tuition and other fees for students participating in University of
Phoenix certificate programs of at least 18 credit hours in length
with some course applicability into a related degree program.
|
|
(2)
|
|
Represents revenue from tuition and other fees for students
participating in University of Phoenix certificate programs less
than 18 hours in length, certificate programs with no applicability
into a related degree program, single course and continuing
education courses.
|
|
(3)
|
|
Represents revenues from IPD, CFFP, Western International University
(excluding associates degree students), Insight Schools, Apollo
Global - BPP, Apollo Global - Other and other.
|
|
(4)
|
|
Represents individual students enrolled in a University of Phoenix
degree program who attended a course during the quarter and did not
graduate as of the end of the quarter. Degreed Enrollment for a
quarter also includes any student who previously graduated from one
degree program and started a new University of Phoenix degree
program in the quarter (for example, a graduate of the associate’s
degree program returns for a bachelor’s degree or a bachelor’s
degree graduate returns for a master’s degree). In addition, Degreed
Enrollment includes students participating in University of Phoenix
certificate programs of at least 18 credit hours in length with some
course applicability into a related degree program.
|
|
(5)
|
|
Represents any individual student enrolled in a University of
Phoenix degree program who is a new student and started a course in
the quarter, any individual student who previously graduated from
one degree program and started a new degree program in the quarter
(for example, a graduate of an associate’s degree program returns
for a bachelor’s degree program, or a graduate of a bachelor’s
degree program returns for a master’s degree), as well as any
individual student who started a degree program in the quarter and
had been out of attendance for greater than 12 months. In addition,
New Degreed Enrollment includes students who in the quarter started
participating in University of Phoenix certificate programs of at
least 18 credit hours in length with some course applicability into
a related degree program.
|
2009 Fiscal Year End Results of
Operations
Consolidated net revenue for the fiscal year ended August 31, 2009, was
$4.0 billion, a 26.5% increase over fiscal 2008. Contributing to this
increase was a 20.8% increase in University of Phoenix’s average Degreed
Enrollment for fiscal 2009 as compared with fiscal 2008. University of
Phoenix’s combined New Degreed Enrollment for fiscal 2009 increased
23.5% as compared with fiscal 2008.
The Company reported net income of $598.3 million, or $3.75 per share
(159.5 million weighted average diluted shares outstanding), and $476.5
million, or $2.87 per share (165.9 million weighted average diluted
shares outstanding), for fiscal years 2009 and 2008, respectively.
Excluding the special items described previously, net income for fiscal
2009 was $672.4 million, or $4.22 per share, as compared to net income
of $470.7 million, or $2.84 per share for fiscal 2008. (See the
reconciliation of GAAP financial information to non-GAAP financial
information in the tables section of this press release.)
Unaudited Balance Sheet
As of August 31, 2009, the Company’s cash, cash equivalents, and
marketable securities, excluding restricted cash, totaled $987.8 million
as compared to $511.5 million as of August 31, 2008. The increase is
primarily attributable to cash generated from operations as well as
borrowings of the entire credit line under the Company’s $500 million
credit facility, partially offset by share repurchases and funds used in
Apollo Global’s acquisition of BPP. Restricted cash and student deposits
increased by approximately $48.1 million and $78.3 million,
respectively, compared to August 31, 2008, respectively. These increases
were primarily due to increased student enrollment and to increases in
Title IV funds available to students.
At August 31, 2009, accounts receivable increased to $298.3 million from
$221.9 million at August 31, 2008. Excluding accounts receivable and the
associated revenue for Apollo Global, the Company’s days sales
outstanding (“DSO”) increased to 32 days at August 31, 2009, as compared
to 29 days at August 31, 2008. The increase in DSO is due to both
temporary as well as structural changes to the Company’s operations.
Temporary items include the timing of the billing cycle relative to
year-end, and a more pronounced seasonal increase due to the Company’s
annual student financial aid system enhancements and upgrades, which
temporarily postpones the processing of student financial aid requests
resulting in a delay of corresponding disbursements of Title IV loan
proceeds. Additionally, University of Phoenix has implemented certain
operational changes that cause an increase in the Company’s accounts
receivable balance and DSO calculation.
Goodwill increased by $436.4 million to $522.4 million at August 31,
2009, from $86.0 million at August 31, 2008, and intangible assets, net,
increased by $180.6 million to $203.7 million at August 31, 2009, from
$23.1 million at August 31, 2008. These increases were primarily due to
Apollo Global’s acquisition of BPP in the fourth quarter of fiscal 2009.
Total deferred revenue at August 31, 2009, increased to $333.0 million
from $231.2 million at August 31, 2008. The increase is principally due
to increased student enrollment as well as Apollo Global’s acquisition
of BPP.
Total debt outstanding (including short-term borrowings and the current
portion of long-term debt) increased by $558.2 million to $589.1 million
at August 31, 2009, from $30.9 million at August 31, 2008. The increase
is mainly due to borrowings of the entire credit line under the
Company’s $500 million credit facility, along with debt assumed in the
BPP acquisition. Subsequent to fiscal year end, the Company has repaid
approximately $393 million of its borrowings on its credit facility.
Securities and Exchange Commission
Informal Inquiry
The Company announced that the Enforcement Division of the Securities
and Exchange Commission (“SEC”) has commenced an informal inquiry into
the Company’s revenue recognition practices. Based on the information
that has been disclosed to Apollo Group, the scope, duration and outcome
of the inquiry cannot be determined at this time. The Company intends to
cooperate fully with the SEC in connection with the inquiry.
Conference Call Information
The Company will hold a conference call to discuss these earnings
results at 5:00 PM Eastern, 2:00 PM Phoenix time, today, Tuesday,
October 27, 2009. The call may be accessed by dialing (877) 292-6888
(domestic) or (973) 200-3381 (international) and entering the conference
ID number 32796980. A live webcast of this event may be accessed by
visiting the Company’s website at www.apollogrp.edu.
A replay of the call will be available on the website or by dialing
(800) 642-1687 (domestic) or (706) 645-9291 (international) and entering
the conference ID number 32796980 until November 6, 2009.
About Apollo Group, Inc.
Apollo Group, Inc. is one of the world's largest private education
providers and has been in the education business for more than 35 years.
The Company offers innovative and distinctive educational programs and
services both online and on-campus at the high school, undergraduate,
graduate and doctoral levels through its subsidiaries: University of
Phoenix, Institute for Professional Development, College for Financial
Planning, Western International University, Meritus University, Insight
Schools and Apollo Global. The Company's programs and services are
provided in 40 states and the District of Columbia; Puerto Rico; Canada;
Latin America; and Europe, as well as online throughout the world (data
as of August 31, 2009).
For more information about Apollo Group, Inc. and its subsidiaries, call
(800) 990-APOL or visit the Company’s website at www.apollogrp.edu.
Forward-Looking Safe Harbor
Statements in this press release regarding Apollo Group’s business
outlook, future financial and operating results, future enrollment, and
overall future strategy and plans, are forward-looking statements, and
are subject to the Safe Harbor provisions created by the Private
Securities Litigation Reform Act of 1995. These forward-looking
statements are based on current information and expectations and involve
a number of risks and uncertainties. Actual results may differ
materially from those projected in such statements due to various
factors. For a discussion of the various factors that may cause actual
results to differ materially from those projected, please refer to the
risk factors and other disclosures contained in Apollo Group’s
previously filed Form 10-K, Forms 10-Q, and other filings with the
Securities and Exchange Commission.
Use of Non-GAAP Financial Information
This press release and the related conference call contain non-GAAP
financial measures, which are intended to supplement, but not substitute
for, the most directly comparable GAAP measures. Management uses, and
chooses to disclose to investors, these non-GAAP financial measures
because (i) such measures provide an additional analytical tool to
clarify the Company’s results from operations and help to identify
underlying trends in its results of operations; (ii) as to the non-GAAP
earnings measures, such measures help compare the Company’s performance
on a consistent basis across time periods; and (iii) these non-GAAP
measures are employed by the Company’s management in its own evaluation
of performance and are utilized in financial and operational
decision-making processes, such as budgeting and forecasting. Exclusion
of items in our non-GAAP presentation should not be construed as an
inference that these items are unusual, infrequent or non-recurring.
Other companies, including other companies in the education industry,
may calculate non-GAAP financial measures differently than we do,
limiting their usefulness as a comparative measure across companies.
|
Apollo Group, Inc. and Subsidiaries
|
|
Consolidated Balance Sheets
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
As of August 31,
|
|
|
|
2009
|
|
2008
|
|
($ in thousands)
|
|
|
|
|
|
|
|
ASSETS:
|
|
Current assets
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
968,246
|
|
|
$
|
483,195
|
|
|
Restricted cash and cash equivalents
|
|
|
432,304
|
|
|
|
384,155
|
|
|
Marketable securities, current portion
|
|
|
-
|
|
|
|
3,060
|
|
|
Accounts receivable, net
|
|
|
298,270
|
|
|
|
221,919
|
|
|
Deferred tax assets, current portion
|
|
|
88,022
|
|
|
|
55,434
|
|
|
Prepaid taxes
|
|
|
57,658
|
|
|
|
-
|
|
|
Other current assets
|
|
|
35,517
|
|
|
|
21,780
|
|
|
Total current assets
|
|
|
1,880,017
|
|
|
|
1,169,543
|
|
|
Property and equipment, net
|
|
|
557,507
|
|
|
|
439,135
|
|
|
Marketable securities, less current portion
|
|
|
19,579
|
|
|
|
25,204
|
|
|
Goodwill
|
|
|
522,358
|
|
|
|
85,968
|
|
|
Intangible assets, net
|
|
|
203,671
|
|
|
|
23,096
|
|
|
Deferred tax assets, less current portion
|
|
|
66,254
|
|
|
|
89,499
|
|
|
Other assets
|
|
|
13,991
|
|
|
|
27,967
|
|
|
Total assets
|
|
$
|
3,263,377
|
|
|
$
|
1,860,412
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND SHAREHOLDERS' EQUITY:
|
|
Current liabilities
|
|
|
|
|
|
|
|
Short-term borrowings and current portion of long-term debt
|
|
$
|
461,365
|
|
|
$
|
15,488
|
|
|
Accounts payable
|
|
|
66,928
|
|
|
|
46,589
|
|
|
Accrued liabilities
|
|
|
268,418
|
|
|
|
121,200
|
|
|
Income taxes payable
|
|
|
-
|
|
|
|
6,111
|
|
|
Student deposits
|
|
|
491,639
|
|
|
|
413,302
|
|
|
Deferred revenue
|
|
|
333,041
|
|
|
|
231,179
|
|
|
Other current liabilities
|
|
|
133,887
|
|
|
|
31,740
|
|
|
Total current liabilities
|
|
|
1,755,278
|
|
|
|
865,609
|
|
|
Long-term debt
|
|
|
127,701
|
|
|
|
15,428
|
|
|
Deferred tax liabilities
|
|
|
55,636
|
|
|
|
2,743
|
|
|
Other long-term liabilities
|
|
|
100,149
|
|
|
|
130,467
|
|
|
Total liabilities
|
|
|
2,038,764
|
|
|
|
1,014,247
|
|
|
|
|
|
|
|
|
|
|
Commitments and contingencies
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Minority interest
|
|
|
67,003
|
|
|
|
11,956
|
|
|
|
|
|
|
|
|
|
|
Shareholders' equity
|
|
|
|
|
|
|
|
Preferred stock, no par value
|
|
|
-
|
|
|
|
-
|
|
|
Apollo Group Class A nonvoting common stock, no par value
|
|
|
103
|
|
|
|
103
|
|
|
Apollo Group Class B voting common stock, no par value
|
|
|
1
|
|
|
|
1
|
|
|
Additional paid-in capital
|
|
|
1,139
|
|
|
|
-
|
|
|
Apollo Group Class A treasury stock, at cost
|
|
|
(2,022,623
|
)
|
|
|
(1,757,277
|
)
|
|
Retained earnings
|
|
|
3,195,043
|
|
|
|
2,595,340
|
|
|
Accumulated other comprehensive loss
|
|
|
(16,053
|
)
|
|
|
(3,958
|
)
|
|
Total shareholders' equity
|
|
|
1,157,610
|
|
|
|
834,209
|
|
|
Total liabilities and shareholders' equity
|
|
$
|
3,263,377
|
|
|
$
|
1,860,412
|
|
|
Apollo Group, Inc. and Subsidiaries
|
|
Consolidated Statements of Income
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended August 31,
|
|
Year Ended August 31,
|
|
|
|
2009
|
|
2008
|
|
2009
|
|
2008
|
|
(in thousands, except per share data)
|
|
|
|
|
|
|
|
|
|
Net revenue
|
|
$
|
1,075,763
|
|
|
$
|
831,397
|
|
|
$
|
3,974,202
|
|
|
$
|
3,140,931
|
|
|
Costs and expenses:
|
|
|
|
|
|
|
|
|
|
Instructional costs and services
|
|
|
452,913
|
|
|
|
362,268
|
|
|
|
1,603,701
|
|
|
|
1,370,878
|
|
|
Selling and promotional
|
|
|
262,508
|
|
|
|
223,137
|
|
|
|
960,437
|
|
|
|
805,395
|
|
|
General and administrative
|
|
|
89,265
|
|
|
|
47,990
|
|
|
|
290,104
|
|
|
|
215,192
|
|
|
Estimated litigation loss
|
|
|
80,500
|
|
|
|
(169,966
|
)
|
|
|
80,500
|
|
|
|
-
|
|
|
Total costs and expenses
|
|
|
885,186
|
|
|
|
463,429
|
|
|
|
2,934,742
|
|
|
|
2,391,465
|
|
|
Income from operations
|
|
|
190,577
|
|
|
|
367,968
|
|
|
|
1,039,460
|
|
|
|
749,466
|
|
|
Interest income
|
|
|
1,387
|
|
|
|
5,313
|
|
|
|
12,591
|
|
|
|
30,079
|
|
|
Interest expense
|
|
|
(1,890
|
)
|
|
|
(804
|
)
|
|
|
(4,460
|
)
|
|
|
(3,450
|
)
|
|
Other, net
|
|
|
(6,300
|
)
|
|
|
7,841
|
|
|
|
(7,776
|
)
|
|
|
6,759
|
|
|
Income before income taxes and minority interest
|
|
|
183,774
|
|
|
|
380,318
|
|
|
|
1,039,815
|
|
|
|
782,854
|
|
|
Provision for income taxes
|
|
|
(95,940
|
)
|
|
|
(151,094
|
)
|
|
|
(445,985
|
)
|
|
|
(306,927
|
)
|
|
Minority interest, net of tax
|
|
|
3,675
|
|
|
|
369
|
|
|
|
4,489
|
|
|
|
598
|
|
|
Net income
|
|
$
|
91,509
|
|
|
$
|
229,593
|
|
|
$
|
598,319
|
|
|
$
|
476,525
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic income per share
|
|
$
|
0.59
|
|
|
$
|
1.45
|
|
|
$
|
3.79
|
|
|
$
|
2.90
|
|
|
Diluted income per share
|
|
$
|
0.59
|
|
|
$
|
1.43
|
|
|
$
|
3.75
|
|
|
$
|
2.87
|
|
|
Basic weighted average shares outstanding
|
|
|
154,201
|
|
|
|
158,719
|
|
|
|
157,760
|
|
|
|
164,109
|
|
|
Diluted weighted average shares outstanding
|
|
|
155,722
|
|
|
|
160,118
|
|
|
|
159,514
|
|
|
|
165,870
|
|
|
Apollo Group, Inc. and Subsidiaries
|
|
Consolidated Statements of Cash Flows
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended August 31,
|
|
|
|
2009
|
|
2008
|
|
($ in thousands)
|
|
|
|
|
|
|
|
Cash flows provided by (used in) operating activities:
|
|
|
|
|
|
|
|
Net income
|
|
$
|
598,319
|
|
|
$
|
476,525
|
|
|
Adjustments to reconcile net income to net cash provided by
operating activities:
|
|
|
|
|
|
|
|
Share-based compensation
|
|
|
68,038
|
|
|
|
53,570
|
|
|
Excess tax benefits from share-based compensation
|
|
|
(18,543
|
)
|
|
|
(18,648
|
)
|
|
Depreciation and amortization
|
|
|
100,543
|
|
|
|
79,816
|
|
|
Loss on fixed assets write-off
|
|
|
9,416
|
|
|
|
-
|
|
|
Amortization of deferred gain on sale-leaseback
|
|
|
(1,715
|
)
|
|
|
(1,786
|
)
|
|
Non-cash foreign currency (gain) loss, net
|
|
|
(62
|
)
|
|
|
2,825
|
|
|
Provision for uncollectible accounts receivable
|
|
|
152,490
|
|
|
|
104,201
|
|
|
Estimated litigation loss
|
|
|
80,500
|
|
|
|
-
|
|
|
Minority interest, net of tax
|
|
|
(4,489
|
)
|
|
|
(598
|
)
|
|
Deferred income taxes
|
|
|
(13,799
|
)
|
|
|
(6,624
|
)
|
|
Changes in assets and liabilities, excluding the impact of
acquisitions:
|
|
|
|
|
|
|
|
Accounts receivable
|
|
|
(192,289
|
)
|
|
|
(105,726
|
)
|
|
Other assets
|
|
|
9,945
|
|
|
|
(7,285
|
)
|
|
Accounts payable and accrued liabilities
|
|
|
45,406
|
|
|
|
(14,155
|
)
|
|
Income taxes payable
|
|
|
(30,848
|
)
|
|
|
21,667
|
|
|
Student deposits
|
|
|
59,458
|
|
|
|
85,294
|
|
|
Deferred revenue
|
|
|
80,315
|
|
|
|
35,281
|
|
|
Other liabilities
|
|
|
17,542
|
|
|
|
21,649
|
|
|
Net cash provided by operating activities
|
|
|
960,227
|
|
|
|
726,006
|
|
|
Cash flows provided by (used in) investing activities:
|
|
|
|
|
|
|
|
Additions to property and equipment
|
|
|
(127,356
|
)
|
|
|
(104,879
|
)
|
|
Acquisitions, net of cash acquired
|
|
|
(523,795
|
)
|
|
|
(93,763
|
)
|
|
Purchase of marketable securities
|
|
|
-
|
|
|
|
(875,205
|
)
|
|
Maturities of marketable securities
|
|
|
8,035
|
|
|
|
900,715
|
|
|
Increase in restricted cash and cash equivalents
|
|
|
(48,149
|
)
|
|
|
(87,686
|
)
|
|
Purchase of other assets
|
|
|
-
|
|
|
|
-
|
|
|
Net cash used in investing activities
|
|
|
(691,265
|
)
|
|
|
(260,818
|
)
|
|
Cash flows provided by (used in) financing activities:
|
|
|
|
|
|
|
|
Payments on borrowings
|
|
|
(37,341
|
)
|
|
|
(251,435
|
)
|
|
Proceeds from borrowings
|
|
|
513,170
|
|
|
|
250,991
|
|
|
Class A common stock purchased for treasury
|
|
|
(452,487
|
)
|
|
|
(454,362
|
)
|
|
Issuance of Apollo Group Class A common stock
|
|
|
117,076
|
|
|
|
102,969
|
|
|
Minority interest contributions
|
|
|
58,980
|
|
|
|
12,149
|
|
|
Excess tax benefits from share-based compensation
|
|
|
18,543
|
|
|
|
18,648
|
|
|
Net cash provided by (used in) financing activities
|
|
|
217,941
|
|
|
|
(321,040
|
)
|
|
Exchange rate effect on cash and cash equivalents
|
|
|
(1,852
|
)
|
|
|
(272
|
)
|
|
Net increase in cash and cash equivalents
|
|
|
485,051
|
|
|
|
143,876
|
|
|
Cash and cash equivalents, beginning of year
|
|
|
483,195
|
|
|
|
339,319
|
|
|
Cash and cash equivalents, end of year
|
|
$
|
968,246
|
|
|
$
|
483,195
|
|
|
Supplemental disclosure of cash flow information
|
|
|
|
|
|
|
|
Cash paid during the year for income taxes
|
|
$
|
472,241
|
|
|
$
|
289,630
|
|
|
Cash paid during the year for interest
|
|
$
|
3,683
|
|
|
$
|
2,874
|
|
|
Supplemental disclosure of non-cash investing and financing
activities
|
|
|
|
|
|
|
|
Restricted stock units vested and released
|
|
$
|
22,617
|
|
|
$
|
-
|
|
|
Credits received for tenant improvements
|
|
$
|
12,674
|
|
|
$
|
9,604
|
|
|
Purchases of property and equipment included in accounts payable
|
|
$
|
5,081
|
|
|
$
|
4,072
|
|
|
UNIACC earn-out consideration
|
|
$
|
4,406
|
|
|
$
|
-
|
|
|
Unrealized loss on auction-rate securities
|
|
$
|
650
|
|
|
$
|
1,621
|
|
|
Settlement and reclassification of liability awards
|
|
$
|
-
|
|
|
$
|
16,655
|
|
|
Apollo Group, Inc. and Subsidiaries
|
|
Supplemental Schedule - Combined Statements of Income
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended August 31, 2009
|
|
|
|
Apollo Group, Inc. Excluding BPP
|
|
BPP
|
|
Apollo Group, Inc. Consolidated
|
|
($ in thousands)
|
|
|
|
|
|
|
|
|
|
|
Net revenue
|
|
$
|
1,062,701
|
|
|
$
|
13,062
|
|
|
$
|
1,075,763
|
|
|
Costs and expenses:
|
|
|
|
|
|
|
|
|
|
|
Instructional costs and services
|
|
|
435,890
|
|
|
|
17,023
|
|
|
|
452,913
|
|
|
Selling and promotional
|
|
|
261,013
|
|
|
|
1,495
|
|
|
|
262,508
|
|
|
General and administrative
|
|
|
88,114
|
|
|
|
1,151
|
|
|
|
89,265
|
|
|
Estimated litigation loss
|
|
|
80,500
|
|
|
|
-
|
|
|
|
80,500
|
|
|
Total costs and expenses
|
|
|
865,517
|
|
|
|
19,669
|
|
|
|
885,186
|
|
|
Income from operations
|
|
|
197,184
|
|
|
|
(6,607
|
)
|
|
|
190,577
|
|
|
Interest income
|
|
|
1,373
|
|
|
|
14
|
|
|
|
1,387
|
|
|
Interest expense
|
|
|
(1,057
|
)
|
|
|
(833
|
)
|
|
|
(1,890
|
)
|
|
Other, net
|
|
|
(6,357
|
)
|
|
|
57
|
|
|
|
(6,300
|
)
|
|
Income before income taxes and minority interest
|
|
|
191,143
|
|
|
|
(7,369
|
)
|
|
|
183,774
|
|
|
Provision for income taxes
|
|
|
(97,879
|
)
|
|
|
1,939
|
|
|
|
(95,940
|
)
|
|
Minority interest, net of tax
|
|
|
2,944
|
|
|
|
731
|
|
|
|
3,675
|
|
|
Net income
|
|
$
|
96,208
|
|
|
$
|
(4,699
|
)
|
|
$
|
91,509
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic income per share
|
|
$
|
0.62
|
|
|
$
|
(0.03
|
)
|
|
$
|
0.59
|
|
|
Diluted income per share
|
|
$
|
0.62
|
|
|
$
|
(0.03
|
)
|
|
$
|
0.59
|
|
|
Basic weighted average shares outstanding
|
|
|
154,201
|
|
|
|
154,201
|
|
|
|
154,201
|
|
|
Diluted weighted average shares outstanding
|
|
|
155,722
|
|
|
|
155,722
|
|
|
|
155,722
|
|
|
Apollo Group, Inc. and Subsidiaries
|
|
Reconciliation of GAAP financial information to non-GAAP
financial information
|
|
August 31, 2009
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended August 31,
|
|
|
Year Ended August 31,
|
|
|
|
|
2009
|
|
|
2008
|
|
|
2009
|
|
|
2008
|
|
|
(in millions, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income as reported
|
|
$
|
91.5
|
|
|
|
$
|
229.6
|
|
|
|
$
|
598.3
|
|
|
|
$
|
476.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciling items:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Estimated litigation loss
|
|
|
80.5
|
|
(1)
|
|
|
(170.0
|
)
|
(2)
|
|
|
80.5
|
|
(1)
|
|
|
-
|
|
|
|
Software and equipment write-off
|
|
|
9.4
|
|
(3)
|
|
|
-
|
|
|
|
|
9.4
|
|
(3)
|
|
|
-
|
|
|
|
BPP acquisition option premium
|
|
|
5.5
|
|
(4)
|
|
|
-
|
|
|
|
|
5.5
|
|
(4)
|
|
|
-
|
|
|
|
Gain on termination of sale and leaseback option
|
|
|
-
|
|
|
|
|
(9.5
|
)
|
(5)
|
|
|
-
|
|
|
|
|
(9.5
|
)
|
(5)
|
|
|
|
|
95.4
|
|
|
|
|
(179.5
|
)
|
|
|
|
95.4
|
|
|
|
|
(9.5
|
)
|
|
|
Less: tax effects
|
|
|
(26.0
|
)
|
(6)
|
|
|
70.4
|
|
|
|
|
(26.0
|
)
|
(6)
|
|
|
3.7
|
|
|
|
Non-deductible compensation
|
|
|
4.7
|
|
(7)
|
|
|
-
|
|
|
|
|
4.7
|
|
(7)
|
|
|
-
|
|
|
|
|
|
|
74.1
|
|
|
|
|
(109.1
|
)
|
|
|
|
74.1
|
|
|
|
|
(5.8
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income adjusted to exclude special items
|
|
$
|
165.6
|
|
|
|
$
|
120.5
|
|
|
|
$
|
672.4
|
|
|
|
$
|
470.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted income per share as reported
|
|
$
|
0.59
|
|
|
|
$
|
1.43
|
|
|
|
$
|
3.75
|
|
|
|
$
|
2.87
|
|
|
|
|
|
|
|
|
|
|
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|
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|
|
|
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Diluted income per share adjusted to exclude special items
|
|
$
|
1.06
|
|
|
|
$
|
0.75
|
|
|
|
$
|
4.22
|
|
|
|
$
|
2.84
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Diluted weighted average shares outstanding
|
|
|
155.7
|
|
|
|
|
160.1
|
|
|
|
|
159.5
|
|
|
|
|
165.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
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(1) The $80.5 million charge during the three and twelve
months ended August 31, 2009 represents an accrual for an estimated
litigation loss.
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(2) The $170.0 million gain for the three months ended
August 31, 2008 represents the reversal of the charge for the
securities litigation loss.
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|
(3) The $9.4 million charge during the three and twelve
months ended August 31, 2009 represents the write-off of information
technology fixed assets that resulted primarily from our
rationalization of software.
|
|
(4) The $5.5 million charge during the three and twelve
months ended August 31, 2009 represents the option premium, net of
minority interest, related to our acquisition of BPP.
|
|
(5) The $9.5 million gain during the three and twelve
months ended August 31, 2008 represents the gain associated with the
termination of an option agreement related to our headquarters land
and building.
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(6) As the deductibility of certain charges in the above
reconciliation is uncertain, we did not recognize a tax benefit for
a portion of the charges.
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(7) The $4.7 million charge during the three and twelve
months ended August 31, 2009 represents the write-off of a
deferred tax asset related to options held and exercised by an
executive.
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Source: Apollo Group, Inc.
Apollo Group, Inc., Phoenix Investor Relations Contacts: Allyson
Pooley, 312-660-2025 allyson.pooley@apollogrp.edu Jeremy
Davis, 312-660-2071 jeremy.davis@apollogrp.edu Media
Contact: Sara Jones, 818-326-1871 sara.jones@apollogrp.edu
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