-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, H9jzBD+XN2DuDSTt+Pul1IjWHKEx0CXmt6TulEJdDawd6iCvoL8t8jyO9XuKLm4K rSWwk2d4wtn0WvPlIUyyUw== 0000950136-05-000850.txt : 20050216 0000950136-05-000850.hdr.sgml : 20050216 20050216080729 ACCESSION NUMBER: 0000950136-05-000850 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20050216 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050216 DATE AS OF CHANGE: 20050216 FILER: COMPANY DATA: COMPANY CONFORMED NAME: STRAYER EDUCATION INC CENTRAL INDEX KEY: 0001013934 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200] IRS NUMBER: 521975978 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21039 FILM NUMBER: 05619145 BUSINESS ADDRESS: STREET 1: 1100 WILSON BLVD., SUITE 2500 CITY: ARLINGTON STATE: VA ZIP: 22209 BUSINESS PHONE: 703-247-2500 MAIL ADDRESS: STREET 1: 1100 WILSON BLVD., SUITE 2500 CITY: ARLINGTON STATE: VA ZIP: 22209 8-K 1 file001.htm FORM 8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 8-K
CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported) February 16, 2005

STRAYER EDUCATION, INC.

(Exact name of registrant as specified in its charter)

Maryland

(State or other jurisdiction of incorporation)


0-21039 52-1975978
(Commission File Number) (IRS Employer Identification No.)

1100 Wilson Boulevard, #2500, Arlington, VA 22209
(Address of principal executive offices) (Zip Code)

(703) 247-2500

(Registrant's telephone number, including area code)

(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 any of the 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))



Item 2.02.    Results of Operation and Financial Condition.

On February 16, 2005, Strayer Education, Inc. announced fourth quarter 2004 and full year enrollment, revenues and earnings. The February 16, 2005 press release is attached hereto as an exhibit and incorporated herein by reference. The information contained in the February 16, 2005 press release is deemed furnished under this Item; and should not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act, as amended (the "Exchange Act"), or otherwise subject to that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.

Item 9.01.    Financial Statements and Exhibits.

Exhibit 99.01  Press Release dated February 16, 2005. (The information contained in the February 16, 2005 press release is deemed furnished under Item 2.02.)

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SIGNATURES

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

Strayer Education, Inc.

Date: February 16, 2005

By: /s/ Mark C. Brown
Mark C. Brown
Senior Vice President and Chief Financial Officer

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EXHIBIT INDEX


Exhibit Description
99.01 Press Release dated February 16, 2005

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EXHIBIT 99.01

FOR IMMEDIATE RELEASE

For more information contact:

Mark C. Brown, Senior Vice President and
Chief Financial Officer
(703) 247-2514
Sonya Udler, Vice President,
Corporate Communications
(703) 247-2517
sonya.udler@strayer.edu

STRAYER EDUCATION, INC. REPORTS RECORD
FOURTH QUARTER 2004 AND FULL YEAR ENROLLMENT, REVENUES AND EARNINGS

— Strayer Fourth Quarter Diluted EPS of $0.89 —
— Strayer Full Year Diluted EPS of $2.74 —
— Strayer Winter 2005 Total Enrollments Up 18%/New Students Up 22%/Online Up 53% —
— Two Tampa, FL Campuses to be Opened for 2005 Spring Term —

ARLINGTON, Va., February 16, 2005 - Strayer Education, Inc. (Nasdaq: STRA) today announced financial results for the three and twelve months ended December 31, 2004. Financial highlights are as follows:

Three Months Ended December 31

•  Revenues for the three months ended December 31, 2004 increased 21% to $52.3 million, compared to $43.4 million for the same period in 2003, due to increased enrollment and a 5% tuition increase which commenced in January 2004. Revenues in 2003 included a $0.6 million gain on the sale of the Company's student loan portfolio. Excluding the 2003 gain from the sale of the student loan portfolio, revenues rose 22%. Management believes that excluding this loan sale provides a useful indicator of the Company's underlying operating performance.
•  Income from operations rose 19% to $20.8 million from $17.4 million for the same period in 2003. Excluding the 2003 gain on the sale of the student loan portfolio, income from operations increased 23%.
•  Net income rose 20% to $13.3 million compared to $11.1 million for the same period in 2003. Excluding the 2003 gain on the sale of the student loan portfolio, net income increased 23%. Earnings per diluted share rose 20% to $0.89 compared to $0.74 for the same period in 2003. Excluding the 2003 gain on the sale of the student loan portfolio, earnings per diluted share increased 24%. Diluted weighted average shares outstanding decreased to 14,953,000 in 2004 from 15,036,000 for the same period in 2003.

Year Ended December 31

•  Revenues for the year ended December 31, 2004 increased 25% to $183.2 million, compared to $147.0 million for the same period in 2003, due to increased enrollment and a 5% tuition increase effective for 2004. Excluding the 2003 gain on the sale of the student loan portfolio, revenues rose 25% in 2004.
•  Income from operations rose 24% to $65.5 million from $52.9 million for the same period in 2003. Income from operations in 2003 included a $1.8 million gain on the sale of the Company's Washington, D.C. campus building and a $0.6 million gain on the sale of its student loan portfolio. Excluding these 2003 gains, income from operations increased 30%. Management believes that excluding these asset sales provides a useful indicator of the Company's underlying operating performance.

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•  Net income rose 22% to $41.2 million compared to $33.7 million for the same period in 2003. Excluding the 2003 gains on asset sales, net income increased 28%. Earnings per diluted share rose 21% to $2.74 compared to $2.27 for the same period in 2003. Excluding the 2003 gains on asset sales, earnings per diluted share increased 26%. Diluted weighted average shares outstanding increased to 15,057,000 from 14,857,000 for the same period in 2003.

"We are pleased with Strayer's financial performance for the fourth quarter and year-end, as well as our enrollment for the winter term," said Robert Silberman, Chairman and Chief Executive Officer of Strayer Education, Inc. "Our yearly results reflect the positive contribution of 2004's five new campuses, including the impact of successfully opening two new markets in Georgia and South Carolina, as well as the continued growth of Strayer University Online. We look forward to the spring term and the start of classes in our newest market of Florida with two campuses scheduled to open in Tampa. In 2005, we intend to continue to execute on our expansion strategy including five planned new campuses."

Balance Sheet and Cash Flow

At December 31, 2004, the Company had cash, cash equivalents and marketable securities (a diversified, no load, short-term tax-exempt bond fund) of $122.8 million and no debt. The Company generated $57.7 million from operating activities in 2004. Capital expenditures were $10.6 million for the same period.

As of December 31, 2004, the Company had $25 million available for repurchases under its previously announced common stock repurchase authorization. No shares were repurchased in the fourth quarter 2004.

In the fourth quarter 2004, bad debt expense as a percentage of revenue was 2.9% compared to 2.0% for the same period in 2003. Days sales outstanding, adjusted to exclude tuition receivable related to future quarters, was 11 days at the end of the fourth quarter 2004, compared to eight days for the same period in 2003.

Student Enrollment

Total enrollment at Strayer University for the 2005 winter term increased 18% to 23,815 students compared to 20,110 for the same term in 2004. Across the Strayer University campus network, new student enrollments increased 22% and continuing student enrollments increased 18%. Out of Area Online students increased 53%, while students taking 100% of their classes at Strayer University Online (including campus based students) increased 35%. The total number of students taking any courses online (including students at brick and mortar campuses taking at least one online course) in the 2005 winter term was 14,891.

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Student Enrollment


  Winter
2004
Winter
2005
%
Change
New Campuses (13 in operation 3 or less years)
Campus Based Students   1,097     2,018   84%
Online Based Students   1,314     2,479   89%
Total New Campus Students   2,411     4,497   87%
Mature Campuses (17 in operation 4 or more years)
Campus Based Students   9,945     9,521   -4%
Online Based Students   6,085     7,240   19%
Total Mature Campus Students   16,030     16,761   5%
Out of Area Online Students   1,669     2,557   53%
Total University Enrollment   20,110     23,815   18%
Total Students Taking 100% Courses Online   9,068     12,276   35%
Total Students Taking At Least 1 Course Online   11,173     14,891   33%

New Campus/New State Openings

The Company also reported today that it will open two new campuses in Tampa, Florida for the 2005 spring term. The Company plans to open five new campuses in 2005.

Expanded Online Course Offerings

Strayer University Online is offering 826 online classes in the 2005 winter term, with all academic programs available synchronously and asynchronously.

Common Stock Cash Dividend

The Company announced today that its Board of Directors has declared a quarterly common stock cash dividend of $0.125 per share. This dividend will be paid on March 10, 2005 to shareholders of record as of February 28, 2005.

Business Outlook

Based on strong enrollment growth announced for the 2005 winter term, the Company estimates first quarter 2005 diluted EPS will be in the range of $0.91 to $0.93.

Stock Option Activity and Calculation of Total Potential Share Issuance

The Company uses the intrinsic-value-based method of accounting for its stock option plan. Under this method, compensation expense is the excess, if any, of the quoted market price of the stock at grant date over the amount an employee must pay to acquire the stock. Had compensation expense been determined based on the fair value of the options at grant dates computed by the Black-Scholes methodology, the Company estimates net income and diluted net income per share would have been $12.2 million and $0.82 per share, respectively, for the three months ended December 31, 2004, and $38.4 million and $2.55 per share, respectively, for the full year ended December 31, 2004.

The following assumptions were used to estimate fair value as of the date of grant using The Black-Scholes option pricing model:

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  2003 2004
Dividend yield 0.5% 0.24%
Risk-free interest rates 3.0% 3.8%
Volatility 40% 34%
Expected option term (years) 5.2 6.1
Weighted average fair value of options granted during the year $21.88 $45.27

Shares used to compute diluted earnings per share include common shares issued and outstanding, and potentially diluted common stock equivalent shares outstanding. Our total current and potential common shares outstanding as of December 31, 2004 are as follows:


  Shares
  (in thousands)
Current
Common shares issued and outstanding at December 31, 2004   14,669  
Issued stock options using Treasury Stock Method   284  
Total current   14,953  
 
Potential
Total issued stock options, less options accounted for using the Treasury Stock Method above   571  
Authorized but unissued options   276  
Total potential   847  
Total current and potential common shares   15,800  

Conference Call with Management

Strayer Education, Inc. will host a conference call to discuss its fourth quarter earnings and year-end results on Wednesday, February 16, 2005 at 10:00 a.m. (ET). To participate on the live call, investors should dial (800) 289-0468 10 minutes prior to the start time. In addition, the call will be available via live Webcast over the Internet. To access the live Webcast of the conference call, please go to www.strayereducation.com 15 minutes prior to the start time of the call to register.

Strayer Education, Inc. (Nasdaq: STRA) is an education services holding company that owns Strayer University and certain other assets. Strayer's mission is to make higher education achievable and convenient for working adults in today's economy. Strayer University is a proprietary institution of higher learning that offers undergraduate and graduate degree programs in business administration, accounting, information technology, education, and public administration to more than 23,000 working adult students at 30 campuses in 7 states in the Eastern United States and Washington, D.C. and worldwide via the Internet through Strayer University Online. Strayer University is committed to providing an education that prepares working adult students for advancement in their careers and professional lives. Founded in 1892, Strayer University is accredited by the Middle States Commission on Higher Education.

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

This press release contains statements that are forward looking and are made pursuant to the "safe-harbor" provisions of the Private Securities Litigation Reform Act of 1995 "(Reform Act)". The statements are based on the Company's current expectations and are subject to a number of uncertainties and risks. In connection with the Safe Harbor provisions of the Reform Act, the Company has identified important factors that could cause the Company's actual results to differ materially. The uncertainties and risks include the pace of growth of student enrollment, our continued compliance with Title IV of the Higher Education Act, and the regulations thereunder, as well as state and regional regulatory requirements, competitive factors, risks associated with the opening of new campuses, risks associated with the offering of new educational programs and adapting to other changes, risks associated with the acquisition of existing educational

4




institutions, risks relating to the timing of regulatory approvals, our ability to implement our growth strategy, and general economic and market conditions. Further information about these and other relevant risks and uncertainties may be found in the Company's annual report on Form 10-K and its other filings with the Securities and Exchange Commission, all of which are incorporated herein by reference and which are available from the Commission. We undertake no obligation to update or revise forward looking statements.

5




STRAYER EDUCATION, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Amounts in thousands, except per share data)


  For the three months
ended December 31,
For the year
ended December 31,
  2003 2004 2003 2004
Revenues $ 43,373   $ 52,268   $ 147,025   $ 183,194  
 
Costs and expenses:
Instructional and educational support   14,790     17,247     53,116     63,860  
Selling and promotion   5,829     7,872     22,768     29,435  
General and administration   5,327     6,377     20,013     24,416  
Gain on sale of asset           1,772      
 
Income from operations   17,427     20,772     52,900     65,483  
Investment and other income   570     537     2,420     1,595  
 
Income before income taxes   17,997     21,309     55,320     67,078  
 
Provision for income taxes   6,891     8,030     21,646     25,838  
 
Net income   11,106     13,279     33,674     41,240  
 
Preferred stock dividends and accretion   1,294         5,136     1,389  
 
Net income available to common stockholders $ 9,812     13,279   $ 28,538   $ 39,851  
 
Basic net income per share $ 0.91   $ 0.91   $ 2.67   $ 2.91  
 
Diluted net income per share $ 0.74   $ 0.89   $ 2.27   $ 2.74  
 
Weighted average shares outstanding:
Basic   10,727     14,669     10,694     13,674  
Diluted   15,036     14,953     14,857     15,057  

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STRAYER EDUCATION, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts in thousands)


  December 31,
2003
December 31,
2004
ASSETS
Current assets:
Cash and cash equivalents $ 82,089   $ 97,004  
Marketable securities available for sale, at fair value   25,951     25,753  
Tuition receivable, net of allowances for doubtful accounts   35,997     41,669  
Student loans receivable – held for sale   65     29  
Other current assets   1,656     3,679  
Total current assets   145,758     168,134  
Property and equipment, net   35,930     41,137  
Restricted cash   500     500  
Other assets   368     343  
Total assets $ 182,556   $ 210,114  
LIABILITIES & STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 5,127   $ 4,971  
Accrued expenses   2,329     2,318  
Income taxes payable   2,898     6,060  
Dividends payable   1,510      
Unearned tuition   39,134     42,059  
Total current liabilities   50,998     55,408  
Deferred income taxes   228     1,077  
Long-term liabilities   2,666     4,707  
Total liabilities   53,892     61,192  
Commitments and contingencies
Mandatorily redeemable convertible Series A preferred stock, par value $.01; 6,000,000 shares authorized; 3,899,944 shares issued and outstanding as of December 31, 2003   95,686      
Stockholders' equity:
Common stock, par value $.01; 20,000,000 shares authorized; 10,703,395 and 14,669,487 shares issued and outstanding, as of December 31, 2003 and 2004, respectively   107     147  
Additional paid-in capital   59,838     140,943  
Retained earnings (accumulated deficit)   (26,918   7,983  
Accumulated other comprehensive income (loss)   (49   (151
Total stockholders' equity   32,978     148,922  
Total liabilities and stockholders' equity $ 182,556   $ 210,114  

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STRAYER EDUCATION, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW
(Amounts in thousands)


  For the year ended December 31,
  2003 2004
Cash flow from operating activities:
Net income $ 33,674   $ 41,240  
Adjustments to reconcile net income to net cash provided by operating activities:
Gain on sale of marketable securities   (135    
Gain on sale of property and equipment   (1,772    
Loss on disposal of assets       30  
Amortization of deferred rent   337     614  
Depreciation and amortization   4,367     5,375  
Provision for student loan losses   141     (227
Deferred income taxes   (19   (101
Changes in assets and liabilities:
Tuition receivable, net   (10,238   (5,672
Other current assets   (706   (899
Restricted cash   (500    
Other assets   7     25  
Accounts payable   1,593     (156
Accrued expenses   1,148     (11
Income taxes payable   2,517     13,650  
Unearned tuition   9,281     2,925  
Deferred lease incentives(1)   11     745  
Student loans originated   (7,150   (1,361
Collections on student loans receivable   16,730     1,506  
Net cash provided by operating activities   49,286     57,683  
Cash flows from investing activities:
Proceeds from sale of property and equipment   4,823      
Proceeds from sale of marketable securities   26,135      
Purchases of property and equipment   (6,840   (10,620
Purchases of marketable securities   (34,000    
Net cash used in investing activities   (9,882   (10,620
Cash flows from financing activities:
Common dividends paid   (2,776   (5,645
Preferred dividends paid   (3,260   (1,684
Proceeds from exercise of stock options   2,807     11,948  
Repurchase of common stock   (3,221   (36,767
Net cash used in financing activities   (6,450   (32,148
Net increase in cash and cash equivalents   32,954     14,915  
Cash and cash equivalents – beginning of period   49,135     82,089  
Cash and cash equivalents – end of period $ 82,089   $ 97,004  
(1) Reclassified Deferred Lease Incentives for the year ended December 31, 2003 from Cash Flows from Financing Activities to conform to the December 31, 2004 presentation.

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