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Summary of Significant Accounting Policies (Policies)
12 Months Ended
Jun. 30, 2023
Accounting Policies [Abstract]  
Principles of Consolidation

Principles of Consolidation

The Consolidated Financial Statements include the accounts of Adtalem and its controlled subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Where our ownership interest is less than 100%, but greater than 50%, the noncontrolling ownership interest is reported on our Consolidated Balance Sheets. The noncontrolling ownership interest earnings portion is classified as “net loss attributable to redeemable noncontrolling interest from discontinued operations” in our Consolidated Statements of Income. Unless indicated, or the context requires otherwise, references to years refer to Adtalem’s fiscal years.

Certain prior periods amounts have been reclassified for consistency with the current period presentation.

Business acquisition and integration expense was $42.7 million, $53.2 million, and $31.6 million in fiscal year 2023, 2022, and 2021, respectively. These are transaction costs associated with acquiring Walden and costs associated with integrating Walden into Adtalem. In addition, during fiscal year 2023, we initiated transformation initiatives to accelerate growth and organizational agility. Certain costs relating to this transformation are included in business acquisition and integration costs in the Consolidated Statements of Income.

Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the financial statements, as well as the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Although our current estimates contemplate current conditions, including, but not limited to, the impact of (i) the novel coronavirus (“COVID-19”) pandemic, (ii) rising interest rates, and (iii) labor and material cost increases and shortages, and how we anticipate them to change in the future, as appropriate, it is reasonably possible that actual conditions could

differ from what was anticipated in those estimates, which could materially affect our results of operations and financial condition.

Cash and Cash Equivalents

Cash and Cash Equivalents

Cash and cash equivalents consist of highly liquid investments with original maturities of three months or less. The carrying value of cash and cash equivalents approximate fair value. We maintain cash and cash equivalent balances that exceed federally insured limits. We have not experienced any losses on our cash and cash equivalents.

Restricted Cash

Restricted Cash

Restricted cash represents amounts received from federal and state governments under various student aid grant and loan programs and such restricted funds are held in separate bank accounts. Once the financial aid authorization and disbursement process for the student has been completed, the funds are transferred to unrestricted accounts, and these funds then become available for use in Adtalem’s operations. This authorization and disbursement process that precedes the transfer of funds generally occurs within the period of the academic term for which such funds were authorized.

Property and Equipment

Property and Equipment

Property and equipment is recorded at cost and is depreciated on the straight-line method. Cost includes additions and those improvements that enhance performance, increase the capacity, or lengthen the useful lives of the assets. Purchases of computer software, including external costs and certain internal costs (including payroll and payroll-related costs of employees) directly associated with developing computer software applications for internal use, are capitalized. Repairs and maintenance costs are expensed as incurred. Upon sale or retirement of an asset, the accounts are relieved of the cost and the related accumulated depreciation, with any resulting gain or loss included in income. Assets under construction are reflected in construction in progress until they are placed into service for their intended use.

Leasehold improvements are amortized using the straight-line method over the term of the lease or the estimated useful life of the asset, whichever is shorter.

Depreciation is computed using the straight-line method over estimated service lives. These lives range from 5 to 40 years for buildings and leasehold improvements, and from 3 to 8 years for computers, furniture, and equipment.

See Note 11 “Property and Equipment, Net” for additional information.

Goodwill and Intangible Assets

Goodwill and Intangible Assets

Goodwill and indefinite-lived intangible assets are not amortized, but are tested for impairment annually and when an event occurs or circumstances change such that it is more likely than not that an impairment may exist. Our annual testing date is May 31.

We have the option to assess goodwill for impairment by first performing a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. If it is determined that the reporting unit fair value is more likely than not less than its carrying value, or if we do not elect the option to perform an initial qualitative assessment, we perform a quantitative assessment of the reporting unit’s fair value. If the carrying value of a reporting unit containing the goodwill exceeds the fair value of that reporting unit, an impairment loss is recognized equal to the difference between the carrying value of the reporting unit and its fair value, not to exceed the carrying value of goodwill. We also have the option to perform a qualitative assessment to test indefinite-lived intangible assets for impairment by determining whether it is more likely than not that the indefinite-lived intangible assets are impaired. If it is determined that the indefinite-lived intangible asset is more likely than not impaired, or if we do not elect the option to perform an initial qualitative assessment, we perform a quantitative assessment of the indefinite-lived intangible assets. If the carrying value of the indefinite-lived intangible assets exceeds its fair value, an impairment loss is recognized to the extent the carrying value exceeds fair value.

For intangible assets with finite lives, we evaluate for potential impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. If the carrying value is no longer recoverable

based upon the undiscounted future cash flows of the asset or asset group, the amount of the impairment is the difference between the carrying amount and the fair value of the asset or asset group. Intangible assets with finite lives are amortized over their expected economic lives, ranging from 3 to 5 years.

All intangible assets and certain goodwill are being amortized for tax reporting purposes over statutory lives.

Determining the fair value of a reporting unit or an intangible asset involves the use of significant estimates and assumptions. Management bases its fair value estimates on assumptions it believes to be reasonable at the time, but such assumptions are subject to inherent uncertainty. Actual results may differ from those estimates, which could lead to future impairments of goodwill or intangible assets. See Note 13 “Goodwill and Intangible Assets” for additional information on our goodwill and intangible assets impairment analysis.

Impairment of Long-Lived Assets

Impairment of Long-Lived Assets

Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. If the carrying value is no longer recoverable based upon the undiscounted future cash flows of the asset or asset group, the amount of the impairment is the difference between the carrying amount and the fair value of the asset or asset group. Events that may trigger an impairment analysis could include a decision by management to exit a market or a line of business or to consolidate operating locations.

Capitalized Curriculum Development

Capitalized Curriculum Development

Certain costs incurred to create course and educational material for a program offering are capitalized as curriculum development assets within other assets on the Consolidated Balance Sheets. Costs are capitalized for new programs or products, or the content being developed enhances, updates, or improves current programs, curriculum, or products, so long as the cost incurred extends the useful life of the existing curriculum and course content. Costs that are capitalized include payroll and payroll-related costs for employees who spend time producing content and external vendor costs related to the project. Adtalem begins capitalizing costs during the content development phase, which includes time to develop course materials based on the requirements defined in the planning phase. Curriculum development assets are amortized using the straight-line method over the estimated useful life, which is generally three to five years, and amortization is included within cost of education services in the Consolidated Statements of Income.

Treasury Stock

Treasury Stock

Shares that are repurchased by Adtalem under its share repurchase programs are recorded as treasury stock at cost and result in a reduction in shareholders’ equity. See Note 16 “Share Repurchases” for additional information.

From time to time, shares of our common stock are delivered back to Adtalem under a swap arrangement resulting from employees’ exercise of stock options pursuant to the terms of the Adtalem’s stock-based incentive plans (see Note 18 “Stock-Based Compensation”). In addition, shares of our common stock are delivered back to Adtalem for payment of withholding taxes from employees for vesting restricted stock units (“RSUs”). These shares are recorded as treasury stock at cost and result in a reduction in shareholders’ equity.

Treasury shares are reissued at market value, less a 10% discount, to the Adtalem Colleague Stock Purchase Plan in exchange for employee payroll deductions. The 10% discount is considered compensatory and recorded as an expense in the Consolidated Statements of Income. When treasury shares are reissued, Adtalem uses an average cost method to reduce the treasury stock balance. Gains on the difference between the average cost and the reissuance price, less the amount recorded as expense, are credited to additional paid-in capital. Losses on the difference are charged to additional paid-in capital to the extent that previous net gains from reissuance are included therein, otherwise such losses are charged to retained earnings.

Earnings per Share

Earnings per Share

Basic earnings per share (“EPS”) is computed by dividing net income or loss attributable to Adtalem by the weighted-average number of common shares outstanding during the period. Diluted EPS is computed by dividing net income or loss attributable to Adtalem by diluted weighted-average number of shares outstanding during the period. Diluted shares are

computed using the treasury stock method and reflect the additional shares that would be outstanding if dilutive stock-based grants were exercised during the period. Diluted EPS considers the impact of potentially dilutive securities, except in periods in which there is a loss from continuing operations, because the inclusion of the potential common shares would have an antidilutive effect.

Income Taxes

Income Taxes

Adtalem accounts for income taxes using the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences of temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Adtalem also recognizes future tax benefits associated with tax loss and credit carryforwards as deferred tax assets. Adtalem’s deferred tax assets are reduced by a valuation allowance, when in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Adtalem measures deferred tax assets and liabilities using enacted tax rates in effect for the year in which Adtalem expects to recover or settle the temporary differences. The effect of a change in tax rates on deferred taxes is recognized in the period that the change is enacted. Adtalem reduces its net tax assets for the estimated additional tax and interest that may result from tax authorities disputing uncertain tax positions Adtalem has taken.

Restructuring Charges

Restructuring Charges

Restructuring charges include costs for severance and related benefits for workforce reductions, impairments on operating lease assets, and losses on disposals of property and equipment related to campus and administrative office consolidations and contract termination costs (see Note 6 “Restructuring Charges”). When estimating the costs of exiting lease space, estimates are made which could differ materially from actual results and result in additional restructuring charges or reversals in future periods.

Advertising Costs

Advertising Costs

Advertising costs are expensed when incurred and totaled $219.4 million, $190.7 million, and $72.7 million for the years ended June 30, 2023, 2022, and 2021, respectively. The increase in advertising costs for the year ended June 30, 2023 and 2022 was driven by the Walden acquisition during the first quarter of fiscal year 2022. Advertising costs are included in student services and administrative expense in the Consolidated Statements of Income.

Foreign Currency Translation

Foreign Currency Translation

The financial position and results of operations of the AUC, RUSM, and RUSVM Caribbean operations are measured using the U.S. dollar as the functional currency. As such, there is no translation gain or loss associated with these operations. EduPristine’s operations and Becker’s and ACAMS’s international operations were measured using the local currency as the functional currency. Assets and liabilities of these entities are translated to U.S. dollars using exchange rates in effect at the balance sheet dates. Income and expense items are translated at monthly average exchange rates. The resulting translation adjustments are recorded as foreign currency translation adjustments in the Consolidated Statements of Comprehensive Income. Transaction gains or losses during each of the fiscal years presented were not material.

Recent Accounting Standards

Recent Accounting Standards

Recently adopted accounting standards

In October 2021, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2021-08: “Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers.” The amendments require that an entity (acquirer) recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606. At the acquisition date, an acquirer should account for the related revenue contracts in accordance with Topic 606 as if it had originated the contracts. The guidance is effective for financial statements issued for fiscal years beginning after December 15, 2022, and interim periods within those fiscal years. The amendments should be applied prospectively to business combinations occurring on or after the effective date of the amendments. Early adoption of the amendments is permitted, including adoption in an interim period. An entity that early adopts in an interim period should apply the amendments (1) retrospectively to all business combinations for which the acquisition date occurs on or after the beginning of the fiscal year that includes the interim

period of early application and (2) prospectively to all business combinations that occur on or after the date of initial application. We adopted this guidance on July 1, 2022 and will apply the guidance to any future business combinations.

Recently issued accounting standards not yet adopted

In March 2022, the FASB issued ASU No. 2022-02: “Financial Instruments-Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures.” The guidance was issued as improvements to ASU No. 2016-13. The vintage disclosure changes are relevant to Adtalem and require an entity to disclose current-period gross write-offs by year of origination for financing receivables. The guidance is effective for financial statements issued for fiscal years beginning after December 15, 2022, and interim periods within those fiscal years. The amendments should be applied prospectively. Early adoption of the amendments is permitted, including adoption in an interim period. We will implement this guidance effective July 1, 2023. The amendments will impact our disclosures but will not otherwise impact Adtalem’s Consolidated Financial Statements.

We reviewed all other recently issued accounting pronouncements and concluded that they were either not applicable or not expected to have a significant impact on our Consolidated Financial Statements.

Revision to Previously Issued Financial Statements

Revision to Previously Issued Financial Statements

During the third quarter of fiscal year 2023, Adtalem identified an error in its revenue recognition related to certain scholarship programs within its Medical and Veterinary segment. Certain scholarships and discounts offered within that segment provide students a discount on future tuition that constitute a material right under Accounting Standards Codification (“ASC”) 606 “Revenue from Contracts with Customers” that should be accounted for as a separate performance obligation within a contract. Adtalem assessed the materiality of this error individually and in the aggregate with other previously identified errors to prior periods’ Consolidated Financial Statements in accordance with SEC Staff Accounting Bulletin (“SAB”) No. 99 “Materiality” and SAB 108 “Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements” codified in ASC 250 “Accounting Changes and Error Corrections.” Adtalem concluded that the errors were not material to prior periods and therefore, amendments of previously filed reports are not required. However, Adtalem determined it was appropriate to revise its previously issued financial statements. Treating the discount on future tuition as a material right results in the deferral of revenue for a portion of tuition to future periods. In accordance with ASC 250, Adtalem corrected prior periods presented herein by revising the financial statement line item amounts previously disclosed in SEC filings in order to achieve comparability in the Consolidated Financial Statements. The impact of this revision of Adtalem’s previously reported Consolidated Financial Statements are detailed below. In connection with this revision, Adtalem also corrected other immaterial errors in the prior periods, including certain errors that had previously been adjusted for as out of period corrections in the period identified.

The following table summarizes the effect of the revisions on the affected line items within the Consolidated Balance Sheets (in thousands):

June 30, 2022

As reported

Adjustment

As revised

Assets:

Current assets:

Prepaid expenses and other current assets

$

126,467

$

1,065

$

127,532

Total current assets

 

556,039

1,065

 

557,104

Total assets

 

3,029,175

1,065

 

3,030,240

Liabilities and shareholders' equity:

Current liabilities:

Accrued payroll and benefits

66,642

1,150

67,792

Deferred revenue

144,840

4,970

149,810

Total current liabilities

 

417,527

6,120

 

423,647

Noncurrent liabilities:

Other liabilities

 

65,074

8,626

 

73,700

Total noncurrent liabilities

 

1,106,581

8,626

 

1,115,207

Total liabilities

 

1,524,108

14,746

 

1,538,854

Shareholders' equity:

Retained earnings

 

2,322,810

(12,414)

 

2,310,396

Accumulated other comprehensive loss

(960)

(1,267)

(2,227)

Total shareholders' equity

 

1,505,067

(13,681)

 

1,491,386

Total liabilities and shareholders' equity

 

3,029,175

1,065

 

3,030,240

The following table summarizes the effect of the revisions on the affected line items within the Consolidated Statements of Income (in thousands, except per share data):

Year Ended June 30, 2022

 

Year Ended June 30, 2021

As reported

Adjustment

As revised

As reported

Adjustment

As revised

Revenue

$

1,387,122

$

(5,280)

$

1,381,842

$

906,901

$

(7,653)

$

899,248

Operating cost and expense:

Student services and administrative expense

 

568,056

(1,562)

 

566,494

 

292,482

 

292,482

Total operating cost and expense

 

1,306,658

(1,562)

 

1,305,096

 

788,849

 

788,849

Operating income

 

80,464

(3,718)

 

76,746

 

118,052

(7,653)

 

110,399

Other income, net

3,820

(2,712)

1,108

6,732

6,732

(Loss) income from continuing operations before income taxes

 

(45,064)

(6,430)

 

(51,494)

 

83,419

(7,653)

 

75,766

Benefit from (provision for) income taxes

 

15,237

302

 

15,539

 

(13,089)

771

 

(12,318)

(Loss) income from continuing operations

 

(29,827)

(6,128)

 

(35,955)

 

70,330

(6,882)

 

63,448

Discontinued operations:

(Loss) income from discontinued operations before income taxes

(395)

(591)

(986)

9,485

(178)

9,307

(Provision for) benefit from income taxes

(125,556)

5

(125,551)

(3,340)

178

(3,162)

Income from discontinued operations

347,532

(586)

346,946

6,145

6,145

Net income

 

317,705

(6,714)

 

310,991

 

76,475

(6,882)

 

69,593

Net income attributable to Adtalem

 

317,705

(6,714)

 

310,991

 

76,909

(6,882)

 

70,027

Amounts attributable to Adtalem:

 

Net (loss) income from continuing operations

(29,827)

(6,128)

(35,955)

70,330

(6,882)

63,448

Net income from discontinued operations

 

347,532

 

(586)

 

346,946

 

6,579

 

 

6,579

Net income attributable to Adtalem

317,705

(6,714)

310,991

76,909

(6,882)

70,027

Earnings (loss) per share:

 

Basic:

 

Continuing operations

$

(0.62)

$

(0.12)

$

(0.74)

$

1.37

$

(0.13)

$

1.24

Discontinued operations

$

7.18

$

(0.01)

$

7.17

$

0.13

$

$

0.13

Total basic earnings per share

$

6.57

$

(0.14)

$

6.43

$

1.50

$

(0.14)

$

1.36

Diluted:

 

 

 

 

 

 

Continuing operations

$

(0.62)

$

(0.12)

$

(0.74)

$

1.36

$

(0.13)

$

1.23

Discontinued operations

$

7.18

$

(0.01)

$

7.17

$

0.13

$

$

0.13

Total diluted earnings per share

$

6.57

$

(0.14)

$

6.43

$

1.49

$

(0.13)

$

1.36

To conform to current period presentation, the previously reported interest and dividend income and investment gain (loss) lines have been condensed to other income, net.

The following table summarizes the effect of the revisions on the affected line items within the Consolidated Statements of Comprehensive Income (in thousands):

Year Ended June 30, 2022

 

Year Ended June 30, 2021

As reported

Adjustment

As revised

As reported

Adjustment

As revised

Net income

$

317,705

$

(6,714)

$

310,991

$

76,475

$

(6,882)

$

69,593

Gain on foreign currency translation adjustments

 

59

(59)

 

 

713

 

713

Comprehensive income before reclassification

 

317,764

(6,773)

 

310,991

 

78,291

(6,882)

 

71,409

Reclassification adjustment for realized (gain) loss on foreign currency translation adjustments

(349)

645

296

Comprehensive income

 

324,110

(6,128)

 

317,982

 

78,165

(6,882)

 

71,283

Comprehensive income attributable to Adtalem

 

324,110

(6,128)

 

317,982

 

78,599

(6,882)

 

71,717

The following table summarizes the effect of the revisions on the affected line items within the Consolidated Statements of Cash Flows (in thousands):

Year Ended June 30, 2022

 

Year Ended June 30, 2021

As reported

Adjustment

As revised

As reported

Adjustment

As revised

Operating activities:

Net income

$

317,705

$

(6,714)

$

310,991

$

76,475

$

(6,882)

$

69,593

Income from discontinued operations

(347,532)

586

(346,946)

(6,145)

(6,145)

(Loss) income from continuing operations

(29,827)

(6,128)

(35,955)

70,330

(6,882)

63,448

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

Loss (gain) on investments

3,271

3,271

(2,638)

(2,638)

Changes in assets and liabilities:

Prepaid expenses and other current assets

569

(3,396)

(2,827)

(17,198)

(771)

(17,969)

Accrued payroll and benefits

(13,268)

1,150

(12,118)

12,552

12,552

Deferred revenue

65,075

5,280

70,355

5,312

7,653

12,965

Net cash provided by operating activities-continuing operations

163,825

177

164,002

168,760

168,760

Net cash provided by operating activities

10,424

177

10,601

192,199

192,199

Investing activities:

Proceeds from sales of marketable securities

3,447

3,447

2,721

2,721

Purchases of marketable securities

(3,624)

(3,624)

(10,745)

(10,745)

Net cash used in investing activities-continuing operations

(1,509,108)

(177)

(1,509,285)

(47,905)

(47,905)

Net cash used in investing activities

(551,627)

(177)

(551,804)

(56,688)

(56,688)

The following table summarizes the effect of the revisions on the affected line items within the Consolidated Statements of Shareholders’ Equity (in thousands):

As reported

Adjustment

As revised

June 30, 2020

Retained earnings

$

1,927,568

$

1,182

$

1,928,750

Accumulated other comprehensive loss

(9,055)

(1,853)

(10,908)

Total shareholders' equity

 

1,310,421

(671)

 

1,309,750

June 30, 2021

Retained earnings

 

2,005,105

(5,700)

 

1,999,405

Accumulated other comprehensive loss

(7,365)

(1,853)

(9,218)

Total shareholders' equity

 

1,301,070

(7,553)

 

1,293,517

June 30, 2022

Retained earnings

 

2,322,810

(12,414)

 

2,310,396

Accumulated other comprehensive loss

 

(960)

(1,267)

 

(2,227)

Total shareholders' equity

 

1,505,067

(13,681)

 

1,491,386

Year Ended June 30, 2021

Net income attributable to Adtalem

 

76,909

(6,882)

 

70,027

Year Ended June 30, 2022

Net income attributable to Adtalem

 

317,705

(6,714)

 

310,991

Other comprehensive income, net of tax

 

59

(59)

 

Reclassification adjustment for realized (gain) loss on foreign currency translation adjustments

 

(349)

645

 

296