EX-99.1 2 a52479631ex99_1.htm EXHIBIT 99.1
Exhibit 99.1


News Release

Investor Contact
John Kristoff
John.Kristoff@Adtalem.com
312-651-1437

Media Contact
Kelly Finelli
Kelly.Finelli@adtalem.com
872-270-0230




Adtalem Global Education Announces Fiscal Fourth Quarter and Full Year 2021 Results
Strong finish to the year as our workforce solutions provider strategy continues
to drive revenue and enrollment growth

CHICAGO – Aug. 19, 2021 – Adtalem Global Education Inc. (NYSE: ATGE), a leading workforce solutions provider, today reported academic, operating and financial results for its fiscal 2021 fourth quarter and full year ended June 30, 2021.

“Our strong fourth quarter performance and the completion of the Walden acquisition further position us as a leading healthcare education provider with market-leading scale and breadth,” said Lisa Wardell, chairman and CEO of Adtalem. “We took advantage of strong demand for our programs and offerings in the quarter, and we look forward to demonstrating the significant value Walden will bring to our students, employer partners and shareholders.

Wardell continued: “It has been a tremendous honor serving as CEO of Adtalem over the last five years. I am incredibly proud of everything we achieved in that time and exceedingly confident in Adtalem’s next phase of growth and impact under Steve Beard’s leadership. As I take on the role of executive chairman of Adtalem’s board of directors, there is no better leader than Steve to continue our growth trajectory as we execute on our workforce solutions strategy.”

“Thanks to Lisa’s tireless effort and inspiring leadership, we move into fiscal year 2022 with strong business momentum,” said Stephen Beard, COO of Adtalem. “This position of strength is driven by the realization of our workforce solutions strategy; a strategy designed to drive superior student outcomes, meet the critical workforce needs of our employer partners and drive value for our shareholders. I am eager to build upon the solid foundation Lisa has created over the course of her tenure, as we continue to expand access to high-quality education, amplify our social impact and unlock even more value for all of our stakeholders.”


Financial Highlights

Selected financial data for the three months ended June 30, 2021:

Revenue of $280.4 million increased 7.9% compared with the prior year
Diluted earnings per share was $0.18 compared with diluted loss per share of $4.86 in the prior year; diluted earnings per share from continuing operations, excluding special items, was $0.70, compared to $0.58 in the prior year, a 20.7% increase
Operating income was $40.2 million, compared with operating income of $21.7 million in the prior year; operating income excluding special items was $46.9 million, a 17.1% increase compared with the prior year
Net income attributable to Adtalem was $9.0 million, compared with a net loss of $256.1 million in the prior year, driven by a loss from discontinued operations of $327.6 million; net income from continuing operations attributable to Adtalem, excluding special items, was $35.1 million, a 14.9% increase compared with the prior year
COVID-19 resulted in an estimated revenue loss of approximately $16 million, an operating income loss of approximately $13 million and a loss of earnings per share of approximately $0.20

Selected financial data for the twelve months ended June 30, 2021:

Revenue of $1,112.4 million increased 5.7% compared with the prior year
Diluted earnings per share was $1.49 compared with diluted loss per share of $1.58 in the prior year; diluted earnings per share from continuing operations, excluding special items, was $2.98, compared to $2.28 in the prior year, a 30.7% increase
Operating income was $161.5 million compared with $142.3 million in the prior year; operating income excluding special items was $202.9 million, a 22.1% increase compared with the prior year
Net income attributable to Adtalem was $76.9 million, compared with a net loss of $85.3 million in the prior year; net income from continuing operations attributable to Adtalem, excluding special items, was $153.7 million, a 24.4% increase compared with the prior year
COVID-19 resulted in an estimated revenue loss of approximately $47 million, an operating income loss of approximately $33 million and a loss of earnings per share of approximately $0.50

Fiscal 2021 fourth quarter and full year ended June 30, 2021 results from continuing operations included special items totaling $22.1 million and $51.6 million, net of tax, respectively, primarily from business acquisition and integration expense and pre-acquisition interest expense.


Segment Highlights
 
Medical and Healthcare

Fourth quarter segment revenue increased 5.7% to $223.5 million compared with the prior year.

Chamberlain revenue in the fourth quarter increased 5.3% compared with the prior year, driven by continued increases in new and total enrollments. New and total student enrollment in the May session increased 3.6% and 4.6%, respectively, compared with the prior year.

Revenue in the fourth quarter for the medical and veterinary schools increased 6.3% compared with the prior year, driven by increases in new enrollment. Compared with the prior year, May session medical and veterinary school new student enrollment increased 12.3% and total student enrollment decreased 1.2%.

Segment operating income in the fourth quarter increased 4.3% to $41.3 million compared with the prior year. The increase in segment operating income was driven by higher revenue in the segment.

Financial Services

Fourth quarter segment revenue increased 17.8% to $56.9 million compared with the prior year, driven by increases in revenue at ACAMS, OnCourse Learning and Becker. ACAMS revenue increased as non-conference certification offerings continue to perform well and conference revenue began to show a recovery. OnCourse Learning’s continued focus on execution in a favorable mortgage market and strength in its continuing education business drove increased revenue in the quarter. Becker revenue growth was driven by continued growth in its continuing education program offerings and an increase in CPA exam preparation revenue. Segment operating income in the fourth quarter, excluding special items, increased 29.8% to $11.0 million compared with the prior year, driven primarily by higher revenue, partially offset by increased sales and marketing expense to support continued growth.

 
Adtalem Outlook
 
For the full fiscal year 2022, Adtalem expects revenue to be within the range of $1,685 million and $1,735 million, and adjusted diluted earnings per share of $4.20 to $4.45 from continuing operations, excluding special items.

Conference Call and Webcast Information

Adtalem will hold a conference call to discuss its fiscal 2021 fourth quarter and full year on Thursday, August 19, 2021, at 4 p.m. CT (5 p.m. ET). The conference call will be led by Lisa Wardell, chairman and chief executive officer, Steve Beard, chief operating officer, and Bob Phelan, interim chief financial officer.
 

 
For those participating by telephone, dial 877-407-6184 (United States) or +1 201-389-0877 (outside the United States) and request the “Adtalem Call” or use conference ID: 13721922. Adtalem will also broadcast the conference call live on the web at:
https://78449.themediaframe.com/dataconf/productusers/age/mediaframe/46106/indexl.html.
 
Please access the website at least 15 minutes prior to the start of the call to register, download and install any necessary audio software.
 
Adtalem will archive a replay of the call until September 19, 2021. To access the replay, dial 877-660-6853 (United States) or +1 201-612-7415 (outside the United States), conference ID: 13721922, or visit the Adtalem website at: https://investors.adtalem.com/overview/default.aspx.

About Adtalem Global Education
Adtalem Global Education (NYSE: ATGE), a leading workforce solutions provider, partners with organizations in the healthcare and financial services industries to solve critical workforce talent needs by expanding access to education, certifications and upskilling programs at scale. With a dedicated focus on driving strong outcomes that increase workforce preparedness, Adtalem empowers a diverse learner population to achieve their goals and make inspiring contributions to the global community. Adtalem is the parent organization of ACAMS, American University of the Caribbean School of Medicine, Becker Professional Education, Chamberlain University, EduPristine, OnCourse Learning, Ross University School of Medicine, Ross University School of Veterinary Medicine and Walden University. Adtalem has more than 10,000 employees, a network of more than 275,000 alumni and serves over 82,000 members across 200 countries and territories. Adtalem was named one of America’s Most Responsible Companies 2021 by Newsweek and one of America’s Best Employers for Diversity 2021 by Forbes. Follow Adtalem on Twitter (@adtalemglobal), LinkedIn or visit adtalem.com for more information.

Forward-Looking Statements
Certain statements contained in this release are forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements provide current expectations of future events based on certain assumptions and include any statement that does not directly relate to any historical or current fact, which includes statements regarding the future impacts of the COVID-19 pandemic. Forward-looking statements can also be identified by words such as “future,” “believe,” “expect,” “anticipate,” “estimate,” “plan,” “intend,” “may,” “will,” “would,” “could,” “can,” “continue,” “preliminary,” “range,” and similar terms. These forward-looking statements are subject to risk and uncertainties that could cause actual results to differ materially from those described in the statements. These risk and uncertainties include the risk factors described in Item 1A. “Risk Factors” of our most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission (SEC) and our other filings with the SEC. These forward-looking statements are based on information available to us as of the date any such statements are made, and we do not undertake any obligation to update any forward-looking statement, except as required by law.



 
4Q 2021
4Q 2020
% Change
Adtalem Global Education Student Enrollments(1)
     
New students
4,974
4,757
+4.6%
Total students
40,056
38,593
+3.8%
       
       
Chamberlain University
     
May Session
     
New students
4,363
4,213
+3.6%
Total students
 34,930
 33,407
+4.6%
       
Medical and Veterinary(2)
     
May Semester
     
New students
611
544
+12.3%
Total students
 5,126
 5,186
-1.2%
       

1)
Includes the most recently reported enrollment sessions at Adtalem’s postsecondary institutions
2)
Includes enrollments in its medical and veterinary preparatory programs





Adtalem Global Education Inc.
Consolidated Balance Sheets
(unaudited)
(in thousands, except par value)

             
   
June 30,
 
   
2021
   
2020
 
Assets:
           
Current assets:
           
Cash and cash equivalents
 
$
494,613
   
$
500,516
 
Restricted cash
   
819,003
     
589
 
Accounts receivable, net
   
67,996
     
87,042
 
Prepaid expenses and other current assets
   
133,341
     
104,619
 
Total current assets
   
1,514,953
     
692,766
 
Noncurrent assets:
               
Property and equipment, net
   
297,237
     
286,102
 
Operating lease assets
   
168,943
     
174,935
 
Deferred income taxes
   
22,479
     
22,277
 
Intangible assets, net
   
276,249
     
287,514
 
Goodwill
   
686,374
     
686,214
 
Other assets, net
   
87,601
     
78,879
 
Total noncurrent assets
   
1,538,883
     
1,535,921
 
Total assets
 
$
3,053,836
   
$
2,228,687
 
                 
Liabilities and shareholders' equity:
               
Current liabilities:
               
Accounts payable
 
$
56,071
   
$
46,484
 
Accrued payroll and benefits
   
64,452
     
48,835
 
Accrued liabilities
   
129,258
     
104,431
 
Deferred revenue
   
100,697
     
91,589
 
Current operating lease liabilities
   
55,329
     
51,644
 
Current portion of long-term debt
   
3,000
     
3,000
 
Total current liabilities
   
408,807
     
345,983
 
Noncurrent liabilities:
               
Long-term debt
   
1,067,711
     
286,115
 
Long-term operating lease liabilities
   
167,855
     
176,032
 
Deferred income taxes
   
26,991
     
24,975
 
Other liabilities
   
79,612
     
82,309
 
Total noncurrent liabilities
   
1,342,169
     
569,431
 
Total liabilities
   
1,750,976
     
915,414
 
Commitments and contingencies
               
Redeemable noncontrolling interest
   
1,790
     
2,852
 
Shareholders' equity:
               
Common stock, $0.01 par value per share, 200,000 shares authorized; 49,253 and 51,871 shares outstanding as of June 30, 2021 and June 30, 2020, respectively
   
811
     
807
 
Additional paid-in capital
   
519,826
     
504,434
 
Retained earnings
   
2,005,105
     
1,927,568
 
Accumulated other comprehensive loss
   
(7,365
)
   
(9,055
)
Treasury stock, at cost, 31,846 and 28,794 shares as of June 30, 2021 and June 30, 2020, respectively
   
(1,217,307
)
   
(1,113,333
)
Total shareholders' equity
   
1,301,070
     
1,310,421
 
Total liabilities and shareholders' equity
 
$
3,053,836
   
$
2,228,687
 



Adtalem Global Education Inc.
Consolidated Statements of Income (Loss)
(unaudited)
(in thousands, except per share data)

                         
   
Three Months Ended
   
Year Ended
 
   
June 30,
   
June 30,
 
   
2021
   
2020
   
2021
   
2020
 
Revenue
 
$
280,374
   
$
259,729
   
$
1,112,380
   
$
1,052,001
 
Operating cost and expense:
                               
Cost of educational services
   
125,635
     
116,050
     
489,233
     
490,054
 
Student services and administrative expense
   
107,868
     
103,669
     
420,267
     
395,838
 
Restructuring expense
   
3,199
     
18,289
     
9,804
     
28,628
 
Business acquisition and integration expense
   
3,432
     
     
31,593
     
 
Gain on sale of assets
   
     
     
     
(4,779
)
Total operating cost and expense
   
240,134
     
238,008
     
950,897
     
909,741
 
Operating income
   
40,240
     
21,721
     
161,483
     
142,260
 
Other income (expense):
                               
Interest and dividend income
   
961
     
1,013
     
4,094
     
3,688
 
Interest expense
   
(25,382
)
   
(3,925
)
   
(41,365
)
   
(19,510
)
Investment gain
   
636
     
1,124
     
2,638
     
18
 
Gain on derivative
   
     
26,891
     
     
110,723
 
Net other (expense) income
   
(23,785
)
   
25,103
     
(34,633
)
   
94,919
 
Income from continuing operations before income taxes
   
16,455
     
46,824
     
126,850
     
237,179
 
(Provision for) benefit from income taxes
   
(3,594
)
   
24,571
     
(25,248
)
   
6,358
 
Income from continuing operations
   
12,861
     
71,395
     
101,602
     
243,537
 
Discontinued operations:
                               
Loss from discontinued operations before income taxes
   
(5,839
)
   
(57,042
)
   
(33,946
)
   
(62,578
)
Loss on disposal of discontinued operations before income taxes (includes ($293,360) accumulated other comprehensive income reclassifications for realized loss on foreign currency translation adjustments for the periods ended June 30, 2020)
   
     
(287,560
)
   
     
(287,560
)
Benefit from income taxes
   
1,915
     
17,045
     
8,819
     
20,823
 
Loss from discontinued operations
   
(3,924
)
   
(327,557
)
   
(25,127
)
   
(329,315
)
Net income (loss)
   
8,937
     
(256,162
)
   
76,475
     
(85,778
)
Net loss attributable to redeemable noncontrolling interest
   
75
     
110
     
434
     
444
 
Net income (loss) attributable to Adtalem Global Education
 
$
9,012
   
$
(256,052
)
 
$
76,909
   
$
(85,334
)
                                 
Amounts attributable to Adtalem Global Education:
                               
Net income from continuing operations
 
$
12,936
   
$
71,505
   
$
102,036
   
$
243,981
 
Net loss from discontinued operations
   
(3,924
)
   
(327,557
)
   
(25,127
)
   
(329,315
)
Net income (loss) attributable to Adtalem Global Education
 
$
9,012
   
$
(256,052
)
 
$
76,909
   
$
(85,334
)
                                 
Earnings (loss) per share attributable to Adtalem Global Education:
                               
Basic:
                               
Continuing operations
 
$
0.26
   
$
1.37
   
$
1.99
   
$
4.55
 
Discontinued operations
 
$
(0.08
)
 
$
(6.27
)
 
$
(0.49
)
 
$
(6.14
)
Net
 
$
0.18
   
$
(4.90
)
 
$
1.50
   
$
(1.59
)
Diluted:
                               
Continuing operations
 
$
0.26
   
$
1.36
   
$
1.98
   
$
4.51
 
Discontinued operations
 
$
(0.08
)
 
$
(6.22
)
 
$
(0.49
)
 
$
(6.09
)
Net
 
$
0.18
   
$
(4.86
)
 
$
1.49
   
$
(1.58
)
                                 
Weighted-average shares outstanding:
                               
Basic shares
   
49,884
     
52,274
     
51,322
     
53,659
 
Diluted shares
   
50,326
     
52,650
     
51,645
     
54,094
 


Adtalem Global Education Inc.
Consolidated Statements of Cash Flows
(unaudited)
(in thousands)

             
   
Year Ended June 30,
 
   
2021
   
2020
 
Operating activities:
           
Net income (loss)
 
$
76,475
   
$
(85,778
)
Loss from discontinued operations
   
25,127
     
329,315
 
Income from continuing operations
   
101,602
     
243,537
 
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
               
Stock-based compensation expense
   
13,875
     
14,584
 
Amortization and adjustments to operating lease assets
   
51,380
     
54,716
 
Depreciation
   
37,598
     
34,428
 
Amortization of intangible assets
   
10,073
     
10,262
 
Amortization of debt issuance costs
   
2,657
     
1,566
 
Impairment of intangible assets
   
1,211
     
 
Reclassification adjustment from other comprehensive income
   
(126
)
   
 
Provision for bad debts
   
11,573
     
16,152
 
Deferred income taxes
   
1,519
     
(4,548
)
Loss on disposals, accelerated depreciation, and adjustments to property and equipment
   
1,912
     
4,564
 
Realized and unrealized gain on investments
   
(2,638
)
   
(18
)
Realized gain on sale of assets
   
     
(4,779
)
Gain on derivative
   
     
(110,723
)
Changes in assets and liabilities:
               
Accounts receivable
   
13,259
     
(12,840
)
Prepaid expenses and other current assets
   
(18,135
)
   
(17,612
)
Accounts payable
   
8,530
     
(6,340
)
Accrued payroll and benefits
   
15,646
     
2,173
 
Accrued liabilities
   
29,740
     
(2,477
)
Deferred revenue
   
9,108
     
(4,355
)
Operating lease liabilities
   
(49,880
)
   
(53,726
)
Other assets and liabilities
   
(15,746
)
   
(14,999
)
Net cash provided by operating activities-continuing operations
   
223,158
     
149,565
 
Net cash used in operating activities-discontinued operations
   
(30,959
)
   
(41,873
)
Net cash provided by operating activities
   
192,199
     
107,692
 
Investing activities:
               
Capital expenditures
   
(48,664
)
   
(44,137
)
Proceeds from sales of marketable securities
   
2,721
     
2,829
 
Purchases of marketable securities
   
(10,745
)
   
(3,015
)
Proceeds from sale of assets
   
     
6,421
 
Cash received on settlement of derivative
   
     
110,723
 
Cash received on purchase price adjustment
   
     
92
 
Net cash (used in) provided by investing activities-continuing operations
   
(56,688
)
   
72,913
 
Net cash used in investing activities-discontinued operations
   
     
(3,908
)
Proceeds from sale of business, net of cash transferred
   
     
313,518
 
Net cash (used in) provided by investing activities
   
(56,688
)
   
382,523
 
Financing activities:
               
Proceeds from exercise of stock options
   
1,457
     
3,761
 
Employee taxes paid on withholding shares
   
(4,206
)
   
(5,485
)
Proceeds from stock issued under Colleague Stock Purchase Plan
   
262
     
17
 
Repurchases of common stock for treasury
   
(100,000
)
   
(136,889
)
Proceeds from long-term debt
   
800,000
     
225,000
 
Repayments of long-term debt
   
(3,000
)
   
(338,000
)
Payment of debt issuance costs
   
(18,047
)
   
 
Proceeds from down payment on seller loan
   
     
5,200
 
Payment for purchase of redeemable noncontrolling interest of subsidiary
   
     
(6,247
)
Net cash provided by (used in) financing activities-continuing operations
   
676,466
     
(252,643
)
Net cash used in financing activities-discontinued operations
   
     
(3,466
)
Net cash provided by (used in) financing activities
   
676,466
     
(256,109
)
Effect of exchange rate changes on cash, cash equivalents and restricted cash
   
534
     
(33,468
)
Net increase in cash, cash equivalents and restricted cash
   
812,511
     
200,638
 
Cash, cash equivalents and restricted cash at beginning of period
   
501,105
     
300,467
 
Cash, cash equivalents and restricted cash at end of period
 
$
1,313,616
   
$
501,105
 



Adtalem Global Education Inc.
Segment Information
(unaudited)
(in thousands)


   
Three Months Ended
   
Year Ended
 
   
June 30,
   
June 30,
 
   
2021
   
2020
   
Increase
(Decrease)
   
2021
   
2020
   
Increase
(Decrease)
 
Revenue:
                                   
Medical and Healthcare
 
$
223,466
   
$
211,417
     
5.7
%
 
$
906,901
   
$
866,428
     
4.7
%
Financial Services
   
56,908
     
48,312
     
17.8
%
   
205,479
     
185,573
     
10.7
%
Total consolidated revenue
 
$
280,374
   
$
259,729
     
7.9
%
 
$
1,112,380
   
$
1,052,001
     
5.7
%
Operating income (loss):
                                               
Medical and Healthcare
 
$
41,319
   
$
39,605
     
4.3
%
 
$
196,703
   
$
166,037
     
18.5
%
Financial Services
   
9,392
     
6,762
     
38.9
%
   
28,361
     
17,622
     
60.9
%
Home Office and Other
   
(10,471
)
   
(24,646
)
   
57.5
%
   
(63,581
)
   
(41,399
)
   
(53.6
)%
Total consolidated operating income
 
$
40,240
   
$
21,721
     
85.3
%
 
$
161,483
   
$
142,260
     
13.5
%

Non-GAAP Financial Measures and Reconciliations
We believe that certain non-GAAP financial measures provides investors with useful supplemental information regarding the underlying business trends and performance of Adtalem’s ongoing operations and is useful for period-over-period comparisons. We use these supplemental non-GAAP financial measures internally in our assessment of performance and budgeting process. However, these non-GAAP financial measures should not be considered as a substitute for, or superior to, measures of financial performance prepared in accordance with GAAP.
 
The following are non-GAAP financial measures used in the subsequent GAAP to non-GAAP reconciliation tables:
 
Net income from continuing operations attributable to Adtalem excluding special items (most comparable GAAP measure: net income (loss) attributable to Adtalem) – Measure of Adtalem’s net income (loss) attributable to Adtalem adjusted for restructuring expense, business acquisition and integration expense, pre-acquisition interest expense, gain on sale of assets, gain on derivative, tax charges related to the implementation of the Tax Cuts and Jobs Act of 2017 (the “Tax Act”), a net tax benefit for a former subsidiary investment loss, and loss from discontinued operations.
 
Earnings per share from continuing operations excluding special items (most comparable GAAP measure: earnings (loss) per share) – Measure of Adtalem’s diluted earnings (loss) per share adjusted for restructuring expense, business acquisition and integration expense, pre-acquisition interest expense, gain on sale of assets, gain on derivative, tax charges related to the implementation of the Tax Act, a net tax benefit for a former subsidiary investment loss, and loss from discontinued operations.
 
Operating income excluding special items (most comparable GAAP measure: operating income) – Measure of Adtalem’s operating income adjusted for restructuring expense, business acquisition and integration expense, and gain on sale of assets. This measure is applied on a consolidated and segment basis, depending on the context of the discussion.
 
Free cash flow (most comparable GAAP measure: net cash provided by operating activities-continuing operations ) – Defined as net cash provided by operating activities-continuing operations less capital expenditures.
 
A description of special items in our non-GAAP financial measures described above are as follows:
Restructuring charges primarily related to real estate consolidations at Adtalem’s home office and ACAMS, the write-down of EduPristine’s assets, and the sale of Becker’s courses for healthcare students.
Business acquisition and integration expense include expenses related to the Walden University acquisition.
Pre-acquisition interest expense related to financing arrangements in connection with the Walden University acquisition.
Gain on the sale of Adtalem’s Columbus, Ohio, campus facility.
Gain on the deal-contingent foreign currency hedge arrangement entered into in connection with the sale of Adtalem Brazil completed on April 24, 2020 to economically hedge the Brazilian Real denominated purchase price through mitigation of the currency exchange rate risk.
Tax charges related to the implementation of the Tax Act.
A net tax benefit for a former subsidiary investment loss.
Loss from discontinued operations include the operations of Adtalem Brazil, Carrington, and DeVry University.



Adtalem Global Education Inc.
Non-GAAP Operating Income by Segment
(unaudited)
(in thousands)


   
Three Months Ended
   
Year Ended
 
   
June 30,
   
June 30,
 
   
2021
   
2020
   
Increase
(Decrease)
   
2021
   
2020
   
Increase
(Decrease)
 
Medical and Healthcare:
                                   
Operating income (GAAP)
 
$
41,319
   
$
39,605
     
4.3
%
 
$
196,703
   
$
166,037
     
18.5
%
Restructuring expense
   
     
353
             
     
1,707
         
Operating income excluding special items (non-GAAP)
 
$
41,319
   
$
39,958
     
3.4
%
 
$
196,703
   
$
167,744
     
17.3
%
                                                 
Financial Services:
                                               
Operating income (GAAP)
 
$
9,392
   
$
6,762
     
38.9
%
 
$
28,361
   
$
17,622
     
60.9
%
Restructuring expense
   
1,629
     
1,726
             
3,044
     
4,842
         
Operating income excluding special items (non-GAAP)
 
$
11,021
   
$
8,488
     
29.8
%
 
$
31,405
   
$
22,464
     
39.8
%
                                                 
Home Office and Other:
                                               
Operating loss (GAAP)
 
$
(10,471
)
 
$
(24,646
)
   
57.5
%
 
$
(63,581
)
 
$
(41,399
)
   
(53.6
)%
Restructuring expense
   
1,570
     
16,210
             
6,760
     
22,079
         
Business acquisition and integration expense
   
3,432
     
             
31,593
     
         
Gain on sale of assets
   
     
             
     
(4,779
)
       
Operating loss excluding special items (non-GAAP)
 
$
(5,469
)
 
$
(8,436
)
   
35.2
%
 
$
(25,228
)
 
$
(24,099
)
   
(4.7
)%
                                                 
Adtalem Global Education:
                                               
Operating income (GAAP)
 
$
40,240
   
$
21,721
     
85.3
%
 
$
161,483
   
$
142,260
     
13.5
%
Restructuring expense
   
3,199
     
18,289
             
9,804
     
28,628
         
Business acquisition and integration expense
   
3,432
     
             
31,593
     
         
Gain on sale of assets
   
     
             
     
(4,779
)
       
Operating income excluding special items (non-GAAP)
 
$
46,871
   
$
40,010
     
17.1
%
 
$
202,880
   
$
166,109
     
22.1
%



Adtalem Global Education Inc.
Non-GAAP Earnings Disclosure
(unaudited)
(in thousands, except per share data)

                         
   
Three Months Ended
   
Year Ended
 
   
June 30,
   
June 30,
 
   
2021
   
2020
   
2021
   
2020
 
Net income (loss) attributable to Adtalem (GAAP)
 
$
9,012
   
$
(256,052
)
 
$
76,909
   
$
(85,334
)
Restructuring expense
   
3,199
     
18,289
     
9,804
     
28,628
 
Business acquisition and integration expense
   
3,432
     
     
31,593
     
 
Pre-acquisition interest expense
   
21,750
     
     
26,746
     
 
Gain on sale of assets
   
     
     
     
(4,779
)
Gain on derivative
   
     
(26,891
)
   
     
(110,723
)
Tax Cuts and Jobs Act of 2017
   
     
(2,230
)
   
     
(2,230
)
Net tax benefit for a former subsidiary investment loss
   
     
(25,688
)
   
     
(25,688
)
Income tax impact on non-GAAP adjustments (1)
   
(6,263
)
   
(4,483
)
   
(16,501
)
   
(5,648
)
Loss from discontinued operations
   
3,924
     
327,557
     
25,127
     
329,315
 
Net income from continuing operations attributable to Adtalem excluding special items (non-GAAP)
 
$
35,054
   
$
30,502
   
$
153,678
   
$
123,541
 
(1) Represents the income tax impact of non-GAAP continuing operations adjustments that is recognized in our GAAP financial statements.


                         
   
Three Months Ended
   
Year Ended
 
   
June 30,
   
June 30,
 
   
2021
   
2020
   
2021
   
2020
 
Earnings (loss) per share, diluted (GAAP)
 
$
0.18
   
$
(4.86
)
 
$
1.49
   
$
(1.58
)
Effect on diluted earnings per share:
                               
Restructuring expense
   
0.06
     
0.35
     
0.19
     
0.53
 
Business acquisition and integration expense
   
0.07
     
     
0.61
     
 
Pre-acquisition interest expense
   
0.43
     
     
0.52
     
 
Gain on sale of assets
   
     
     
     
(0.09
)
Gain on derivative
   
     
(0.51
)
   
     
(2.05
)
Tax Cuts and Jobs Act of 2017
   
     
(0.04
)
   
     
(0.04
)
Net tax benefit for a former subsidiary investment loss
   
     
(0.49
)
   
     
(0.47
)
Income tax impact on non-GAAP adjustments (1)
   
(0.12
)
   
(0.09
)
   
(0.32
)
   
(0.10
)
Loss from discontinued operations
   
0.08
     
6.22
     
0.49
     
6.09
 
Earnings per share from continuing operations excluding special items, diluted (non-GAAP)
 
$
0.70
   
$
0.58
   
$
2.98
   
$
2.28
 
Diluted shares used in EPS calculation
   
50,326
     
52,650
     
51,645
     
54,094
 
Note: May not sum due to rounding.
(1) Represents the income tax impact of non-GAAP continuing operations adjustments that is recognized in our GAAP financial statements.



Adtalem Global Education Inc.
Non-GAAP Free Cash Flow Disclosure
(unaudited)
(in thousands)


      Three Months Ended       Twelve Months Ended
 
      FY21
      FY20
      FY21
      FY21
      FY21
      FY21
      FY20
      FY20
      FY20
      FY20
 
      Q4
      Q4
      Q4
      Q3
      Q2
      Q1
      Q4
      Q3
      Q2
      Q1
 
                                                                                 
Net cash provided by operating activities-continuing operations (GAAP)
 
$
55,953
   
$
57,535
   
$
223,158
   
$
224,740
   
$
259,091
   
$
200,743
   
$
149,565
   
$
170,304
   
$
159,150
   
$
165,413
 
Capital expenditures
   
(13,820
)
   
(12,203
)
   
(48,664
)
   
(47,047
)
   
(48,001
)
   
(48,144
)
   
(44,137
)
   
(44,239
)
   
(45,827
)
   
(54,689
)
Free cash flow (non-GAAP)
 
$
42,133
   
$
45,332
   
$
174,494
   
$
177,693
   
$
211,090
   
$
152,599
   
$
105,428
   
$
126,065
   
$
113,323
   
$
110,724
 



Adtalem Global Education Inc.
Non-GAAP Outlook Disclosure
(unaudited)
(in millions, except per share data)

       
   
Year Ended
 
   
June 30, 2021
 
Expected earnings per share, diluted (GAAP)
 
$2.73 to 2.98
 
Expected effects on diluted earnings per share:
     
Estimated incremental acquisition integration costs
   
0.52
 
Estimated incremental purchase accounting adjustment - deferred revenue
   
0.18
 
Estimated incremental purchase accounting adjustment - intangible amortization
   
1.26
 
Estimated income tax impact on non-GAAP adjustments(1)
   
(0.49
)
Expected adjusted earnings per share from continuing operations excluding special items, diluted (non-GAAP)(2)
 
$4.20 to 4.45
 
Diluted shares used in EPS calculation
   
50.1
 
(1) Represents the estimated income tax impact of non-GAAP continuing operations adjustments that is recognized in our GAAP financial statements.
(2) The outlook provided above does not reflect the potential impact of any business or asset acquisitions or dispositions that may occur during fiscal year 2022, besides Walden University. The expected effects on diluted earnings per share (“EPS”) of the items listed above are estimates related to the Walden University acquisition. We are not able to estimate additional special items not currently identified, which may occur during fiscal year 2022 that could impact the GAAP expected EPS provided above.


       
   
Year Ended
 
   
June 30, 2021
 
Expected revenue (GAAP)
 
$1,676 to 1,726
 
Estimated incremental purchase accounting adjustment - deferred revenue
   
9
 
Expected revenue excluding special items (non-GAAP)(3)
 
$1,685 to 1,735
 
(3) The outlook provided above does not reflect the potential impact of any business or asset acquisitions or dispositions that may occur during fiscal year 2022, besides Walden University. The expected effects on revenue of the item listed above is an estimate related to the Walden University acquisition.