8/10/2019 SEC-STRA-1157523-14-4205

1/11

S T R A Y E R E D U C A T I O N I N C

F O R M 8 - K ( C u r r e n t r e p o r t f i l i n g )

F i l e d 1 0 / 3 0 / 1 4 f o r t h e P e r i o d E n d i n g 1 0 / 3 0 / 1 4

A d d r e s s 2 3 0 3 D U L L E S S T A T I O N B O U L E V A R DH E R N D O N , V A 2 0 1 7 1

T e l e p h o n e 7 0 3 - 5 6 1 - 1 6 0 0

C I K 0 0 0 1 0 1 3 9 3 4

S y m b o l S T R A

S I C C o d e 8 2 0 0 - S e r v i c e s - E d u c a t i o n a l S e r v i c e s

I n d u s t r y S c h o o l s

S e c t o r S e r v i c e s

F i s c a l Y e a r 1 2 / 3 1

h t t p : / / w w w . e d g a r - o n l i n e . c o m

C o p y r i g h t 2 0 1 4 , E D G A R O n l i n e , I n c . A l l R i g h t s R e s e r v e d .

D i s t r i b u t i o n a n d u s e o f t h i s d o c u m e n t r e s t r i c t e d u n d e r E D G A R O n l i n e , I n c . T e r m s o f U s e .

http://www.edgar-online.com/

8/10/2019 SEC-STRA-1157523-14-4205

2/11

UNITED STATESSECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORTPursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): October 30, 2014

Strayer Education, Inc.(Exact name of registrant as specified in its charter)

(703) 561-1600(Registrants telephone number, including area code)

Not Applicable(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under an

he following provisions (see General Instruction A.2. below):

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

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

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

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

MARYLAND 0-21039 52-1975978

(State or other jurisdiction ofincorporation or organization)

(Commission File Number) (I.R.S. EmployerIdentification Number)

2303 Dulles Station BoulevardHerndon, VA 20171

(Address of principal executive offices) (Zip Code)

8/10/2019 SEC-STRA-1157523-14-4205

3/11

tem 2.02. Results of Operations and Financial Condition.

On October 30, 2014, Strayer Education, Inc. (the Company or Strayer) issued a press release announcing its financial results foruarter ended September 30, 2014. A copy of the press release is furnished as Exhibit 99.1 hereto and is hereby incorporated by reference his Item 2.02.

The information contained in Exhibit 99.1 is deemed furnished under this Item, and shall not be deemed filed with the Securities anExchange Commission nor incorporated by reference in any registration statement filed by the Company under the Securities Act of 1933, mended.

tem 9.01. Financial Statements and Exhibits.

(a) Not applicable.

(b) Not applicable.

(c) Not applicable.

(d) Exhibits.

The exhibits required by this item are set forth on the Exhibit Index attached hereto.

ExhibitNumber Description

9.1 Press Release, dated October 30, 2014

8/10/2019 SEC-STRA-1157523-14-4205

4/11

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behy the undersigned hereunto duly authorized.

STRAYER EDUCATION, INC.

Date: October 30, 2014 By: /s/ Mark C. Brown

Mark C. Brown

Executive Vice President and Chief Financial Officer

8/10/2019 SEC-STRA-1157523-14-4205

5/11

Exhibit

Strayer Education, Inc. Reports Third Quarter 2014 Revenues and Earnings; and Fall Term 2014 Enrollme

HERNDON, Va.--(BUSINESS WIRE)--October 30, 2014--Strayer Education, Inc. (Nasdaq: STRA) today announced financial results for hree and nine months ended September 30, 2014. Financial highlights are as follows:

Three Months Ended September 30

Revenues for the three months ended September 30, 2014 decreased 8% to $100.8 million, compared to $110.0 million for the same

period in 2013, principally due to lower enrollment and lower revenue per student. Income from operations was $9.2 million compared to $6.6 million for the same period in 2013, an increase of 39%. Income from

operations for the quarter includes a $1.5 million non-cash adjustment to reduce the Companys liability for losses on facilities nolonger in use. Operating income margin was 9.1% compared to 6.0% for the same period in 2013.

Net income was $5.0 million compared to $3.1 million for the same period in 2013, an increase of 57%. Net income for the quarterincludes $0.9 million in after-tax benefits from the adjustment to the Companys liability for losses on facilities no longer in use.

Diluted earnings per share was $0.46 compared to $0.30 for the same period in 2013, an increase of 53%. Diluted earnings per sharthe quarter includes $0.09 per share in after-tax earnings related to the reduction of the Companys liability for losses on facilities nlonger in use. Diluted weighted average shares outstanding increased 1% to 10,663,000 from 10,552,000 for the same period in 201

8/10/2019 SEC-STRA-1157523-14-4205

6/11

Nine Months Ended September 30

Revenues for the nine months ended September 30, 2014 decreased 13% to $330.0 million, compared to $379.5 million for the samperiod in 2013, principally due to lower enrollment and lower revenue per student.

Income from operations was $59.1 million compared to $62.8 million for the same period in 2013, a decrease of 6%. Income fromoperations for the nine months ended September 30, 2014 includes a $3.9 million, non-cash adjustment to reduce the Companysliability for losses on facilities no longer in use. Operating income margin was 17.9% compared to 16.5% for the same period in 20

Net income was $33.4 million compared to $35.4 million for the same period in 2013, a decrease of 6%. Net income for the ninemonths ended September 30, 2014 includes $2.3 million in after-tax benefits from the adjustment to the Companys liability for los

on facilities no longer in use.

Diluted earnings per share was $3.15 compared to $3.32 for the same period in 2013, a decrease of 5%. Diluted earnings per share fthe nine months ended September 30, 2014 includes $0.22 per share in after-tax earnings related to the reduction of the Companysliability for losses on facilities no longer in use. Diluted weighted average shares outstanding decreased slightly to 10,622,000 from10,646,000 for the same period in 2013.

Balance Sheet and Cash Flow

At September 30, 2014, the Company had cash and cash equivalents of $150.5 million. The Company generated $62.1 million from operatctivities in the first nine months of 2014 compared to $72.2 million during the same period in 2013. Capital expenditures were $4.1 milliohe nine months ended September 30, 2014 compared to $7.1 million for the same period in 2013.

The Company is party to a revolving credit and term loan agreement. This credit facility, which is secured by the assets of the Company,rovides a $100.0 million revolving credit facility and a $125.0 million term loan facility with a maturity date of December 31, 2016. Ateptember 30, 2014, the Company had $119.5 million outstanding under its term loan and no outstanding balance under its revolving crediacility.

The Company had $70.0 million of share repurchase authorization remaining at September 30, 2014. No shares were repurchased in the thiuarter of 2014.

For the third quarter of 2014, bad debt expense as a percentage of revenues was 3.6% compared to 4.5% for the same period in 2013. Daysales outstanding was 16 days at the end of the third quarter of 2013 and 2014.

8/10/2019 SEC-STRA-1157523-14-4205

7/11

tudent Enrollment

Total enrollments at Strayer University for the 2014 fall term decreased 2% to 42,189 students compared to 43,192 students for the same ten 2013. Across the Strayer University campus and online system, new student enrollments increased 5%, while continuing student enrollmecreased 4%.

Capital Allocation

The Company announced today that its Board of Directors amended its share repurchase program by extending the deadline for use of the $million remaining under its current authorization to December 31, 2015. The Company intends to conduct such purchases, if any, in

ompliance with Rule 10b-18 under the Securities Exchange Act of 1934, as amended. This share repurchase program may be modified,uspended or terminated at any time by the Company without notice.

Common Stock and Common Stock Equivalents

At September 30, 2014, the Company had 10,903,341 common shares issued and outstanding, including 332,050 shares of restricted stockCompany also had 200,000 restricted stock units outstanding, and 100,000 unvested stock options outstanding.

Conference Call with Management

trayer Education, Inc. will host a conference call to discuss its third quarter 2014 earnings at 10:00 a.m. (ET) today. To participate on the all, investors should dial (877) 303-9047 10 minutes prior to the start time. In addition, the call will be available via live webcast. To accehe live webcast of the conference call, please go to www.strayereducation.com 15 minutes prior to the start time of the call to register.

Following the call, the webcast will be archived and available at www.strayereducation.com .

About Strayer Education, Inc.

trayer Education, Inc. (Nasdaq: STRA) is an education services holding company that owns Strayer University. Strayers mission is to maigher education achievable for working adults in todays economy. Strayer University is a proprietary institution of higher learning that ofndergraduate and graduate degree programs in business administration, accounting, information technology, education, health servicesdministration, public administration, and criminal justice to working adult students. Strayer University also offers an executive MBA onlind corporate training programs through its Jack Welch Management Institute. Strayer University is committed to providing an education trepares working adult students for advancement in their careers and professional lives. Founded in 1892, Strayer University is based in

Washington, D.C. and accredited by the Middle States Commission on Higher Education, 3624 Market Street, Philadelphia, PA 19104. (2684-5000). The Middle States Commission on Higher Education is an institutional accrediting agency recognized by the U.S. Secretary of

Education and the Council for Higher Education Accreditation.

For more information on Strayer Education, Inc. visit www.strayereducation.com and for Strayer University visit www.strayer.edu .

8/10/2019 SEC-STRA-1157523-14-4205

8/11

Forward-Looking Statements

This press release contains statements that are forward-looking and are made pursuant to the safe-harbor provisions of the Private SecuriLitigation Reform Act of 1995 (the Reform Act). Such statements may be identified by the use of words such as expect, estimate,assume, believe, anticipate, will, forecast, plan, project, or similar words. The statements are based on the Companys currexpectations and are subject to a number of assumptions, uncertainties and risks. In connection with the safe-harbor provisions of the Refor

Act, the Company has identified important factors that could cause the Companys actual results to differ materially from those expressed implied by such statements. The assumptions, uncertainties and risks include the pace of growth of student enrollment, our continuedompliance with Title IV of the Higher Education Act, and the regulations thereunder, as well as regional accreditation standards and stateegulatory requirements, rulemaking by the Department of Education and increased focus by the U.S. Congress on for-profit educationnstitutions, competitive factors, risks associated with the opening of new campuses, risks associated with the offering of new educationalrograms and adapting to other changes, risks relating to the timing of regulatory approvals, our ability to implement our growth strategy, rssociated with the ability of our students to finance their education in a timely manner, and general economic and market conditions. Furthnformation about these and other relevant risks and uncertainties may be found in the Companys Annual Report on Form 10-K for the fisear ended December 31, 2013 and in its subsequent filings with the Securities and Exchange Commission, all of which are incorporated hy reference and which are available from the Commission. We undertake no obligation to update or revise forward-looking statements.

8/10/2019 SEC-STRA-1157523-14-4205

9/11

STRAYER EDUCATION, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Amounts in thousands, except per share data)

For the three months ended For the nine months ended

September 30, September 30,

2013 2014 2013 2014

evenues $ 110,031 $ 100,756 $ 379,517 $ 32

osts and expenses:

Instruction and educational support 63,673 55,927 208,405 17Marketing 23,077 20,514 57,026 5

Admissions advisory 5,188 4,071 15,751

General and administration 11,472 11,028 35,538 3

otal costs and expenses 103,410 91,540 316,720 27

Income from operations 6,621 9,216 62,797 5

nvestment income 1 42 1

nterest expense 1,391 1,311 4,024

Income before income taxes 5,231 7,947 58,774 5

rovision for income taxes 2,082 2,994 23,392 2

Net income $ 3,149 $ 4,953 $ 35,382 $ 3

arnings per share:

Basic $ 0.30 $ 0.47 $ 3.34 $

Diluted $ 0.30 $ 0.46 $ 3.32 $

Weighted average shares outstanding:

Basic 10,510 10,571 10,608

Diluted 10,552 10,663 10,646

8/10/2019 SEC-STRA-1157523-14-4205

10/11

STRAYER EDUCATION, INC.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in thousands, except share and per share data)

December31,

Septem30

2013 201

ASSETS

urrent assets:

Cash and cash equivalents $ 94,760 $ 15

Tuition receivable, net 15,842

Other current assets 16,738 1

Total current assets 127,340 18

roperty and equipment, net 94,421 8

Deferred income taxes 17,129

Goodwill 6,800

Other assets 8,576

Total assets $ 254,266 $ 29

LIABILITIES & STOCKHOLDERS' EQUITY

urrent liabilities:

Accounts payable and accrued expenses $ 38,527 $ 4

Income taxes payable 2,569

Deferred revenue 656

Other current liabilities 281 Current portion of term loan 3,125

Total current liabilities 45,158 5

erm loan, net of current portion 118,750 1

Other long-term liabilities 51,456 4

Total liabilities 215,364 21

ommitments and contingencies

tockholders' equity:

Common stock, par value $0.01, 20,000,000 shares authorized; 10,797,464 and 10,903,341 shares issued and outstanding at December 31, 2013and September 30, 2014, respectively 108

Additional paid-in capital 7,137

Retained earnings 31,629 6

Accumulated other comprehensive income (loss) 28

Total stockholders' equity 38,902 7

Total liabilities and stockholders' equity $ 254,266 $ 29

8/10/2019 SEC-STRA-1157523-14-4205

11/11

CONTACT:trayer Education, Inc.

Mark C. Brown, Executive Vice President and Chief Financial Officer03-247-2514r

Dan Jackson, Senior Vice President and Treasurer03-713-1862aniel.jackson@strayer.edu

STRAYER EDUCATION, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Amounts in thousands)

For the nine months ended

September 30,

2013 2014

ash flows from operating activities:

Net income $ 35,382 $ 33

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

Amortization of gain on sale of assets (210) Amortization of deferred rent (216)

Amortization of deferred financing costs 585

Depreciation and amortization 18,561 15

Deferred income taxes (3,503)

Stock-based compensation 8,398 7

Changes in assets and liabilities:

Tuition receivable, net 3,576 1

Other current assets 1,668

Other assets (2)

Accounts payable and accrued expenses 188 10

Income taxes payable and income taxes receivable 6,591

Deferred revenue 769 8

Other long-term liabilities 374 (12

Net cash provided by operating activities 72,161 62

ash flows from investing activities:

Purchases of property and equipment (7,115) (4

Net cash used in investing activities (7,115) (4

ash flows from financing activities:

Payments on term loan (2,344) (2

Repurchase of common stock (24,999)

Net cash used in financing activities (27,343) (2

Net increase in cash and cash equivalents 37,703 55

ash and cash equivalents - beginning of period 47,517 94

ash and cash equivalents - end of period $ 85,220 $ 150

Non-cash transactions:

Purchases of property and equipment included in accounts payable $ 274 $